Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Apr. 10, 2020 | Jun. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Comstock Holding Companies, Inc. | ||
Entity Central Index Key | 0001299969 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 7,897,100 | ||
Entity Public Float | $ 5,978,813 | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Class A common stock, par value $0.01 per share | ||
Trading Symbol | CHCI | ||
Security Exchange Name | NASDAQ | ||
Entity File Number | 001-32375 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-1164345 | ||
Entity Address, Address Line One | 1886 Metro Center Drive, 4th Floor | ||
Entity Address, City or Town | Reston | ||
Entity Address, State or Province | VA | ||
Entity Address, Postal Zip Code | 20190 | ||
City Area Code | 703 | ||
Local Phone Number | 230-1985 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 3,511,000 | $ 854,000 |
Trade receivables | 1,886,000 | 973,000 |
Trade receivables - related parties | 3,644,000 | 2,950,000 |
Prepaid and other assets, net | 274,000 | 362,000 |
Current assets of discontinued operations | 0 | 7,786,000 |
Total current assets | 9,315,000 | 12,925,000 |
Equity method investments at fair value | 8,421,000 | 0 |
Fixed assets, net | 278,000 | 221,000 |
Operating lease right-of-use assets | 114,000 | 0 |
Goodwill | 1,702,000 | 1,702,000 |
Intangible assets, net | 103,000 | 170,000 |
Long term assets of discontinued operations | 0 | 20,082,000 |
TOTAL ASSETS | 19,933,000 | 35,100,000 |
Current liabilities: | ||
Accrued personnel costs | 2,916,000 | 1,396,000 |
Accounts payable | 1,438,000 | 1,198,000 |
Accrued liabilities | 166,000 | 182,000 |
Deferred revenue | 0 | 1,875,000 |
Short term notes payable - due to affiliates, net of discount | 5,706,000 | 5,716,000 |
Short term notes payable | 77,000 | 0 |
Current liabilities of discontinued operations | 0 | 4,889,000 |
Total current liabilities | 10,303,000 | 15,256,000 |
Long term notes payable, net of deferred financing charges | 1,212,000 | 1,517,000 |
Long term operating lease liabilities, net of current portion | 61,000 | 0 |
Long term liabilities of discontinued operations | 0 | 12,510,000 |
TOTAL LIABILITIES | 11,576,000 | 29,283,000 |
Commitments and contingencies (Note 10) | 0 | 0 |
STOCKHOLDERS’ EQUITY | ||
Additional paid-in capital | 199,372,000 | 181,632,000 |
Accumulated deficit | (195,198,000) | (196,091,000) |
TOTAL COMSTOCK HOLDING COMPANIES, INC. EQUITY | 8,357,000 | (9,889,000) |
Non-controlling interests | 0 | 15,706,000 |
TOTAL EQUITY | 8,357,000 | 5,817,000 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 19,933,000 | 35,100,000 |
Series C Preferred Stock [Member] | ||
STOCKHOLDERS’ EQUITY | ||
Series C preferred stock, $0.01 par value, 20,000,000 and 3,000,000 shares authorized, 3,440,690 and 2,799,848 shares issued and outstanding with a liquidation preference of $17,203 and $13,999 at December 31, 2019 and 2018, respectively | 6,765,000 | 7,193,000 |
TOTAL EQUITY | 6,765,000 | 7,193,000 |
Class A [Member] | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | 78,000 | 37,000 |
Treasury stock, at cost (85,570 shares Class A common stock) | (2,662,000) | (2,662,000) |
TOTAL EQUITY | 78,000 | 37,000 |
Class B [Member] | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | 2,000 | 2,000 |
TOTAL EQUITY | $ 2,000 | $ 2,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Series C Preferred Stock [Member] | ||
Preferred Stock, par value | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized | 20,000,000 | 3,000,000 |
Preferred Stock, shares issued | 3,440,690 | 2,799,848 |
Preferred Stock, shares outstanding | 3,440,690 | 2,799,848 |
Preferred Stock, liquidation value | $ 17,203 | $ 13,999 |
Class A [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 59,779,750 | 11,038,071 |
Common stock, shares issued | 7,849,756 | 3,703,513 |
Common stock, shares outstanding | 7,764,186 | 3,617,943 |
Treasury stock, shares | 85,570 | 85,570 |
Class B [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 220,250 | 220,250 |
Common stock, shares issued | 220,250 | 220,250 |
Common stock, shares outstanding | 220,250 | 220,250 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue (See Note 14 - Related Party Transactions) | ||
Total revenue | $ 25,317 | $ 16,447 |
Operating expenses | ||
General and administrative | 1,487 | 830 |
Sales and marketing | 383 | 0 |
Operating income | 2,275 | 293 |
Interest (expense) | (474) | (90) |
(Loss) on equity method investments carried at fair value | (560) | 0 |
Other income, net | 225 | 142 |
Income before income tax benefit | 1,466 | 345 |
Income tax (expense) benefit | (2) | 1,062 |
Net income from continuing operations | 1,464 | 1,407 |
Net (loss) from discontinued operations, net of tax | (571) | (5,792) |
Net income (loss) | $ 893 | $ (4,385) |
Income per share from continuing operations | ||
Basic net income per share | $ 0.22 | $ 0.38 |
Diluted net income per share | 0.22 | 0.37 |
(Loss) per share from discontinued operations | ||
Basic net (loss) per share | (0.09) | (1.56) |
Diluted net (loss) per share | $ (0.09) | $ (1.56) |
Basic weighted average shares outstanding | 6,617 | 3,705 |
Diluted weighted average shares outstanding | 6,799 | 3,843 |
Asset Management [Member] | ||
Revenue (See Note 14 - Related Party Transactions) | ||
Total revenue | $ 19,605 | $ 13,416 |
Operating expenses | ||
Direct costs | 16,561 | 12,234 |
Real Estate Services [Member] | ||
Revenue (See Note 14 - Related Party Transactions) | ||
Total revenue | 5,712 | 3,031 |
Operating expenses | ||
Direct costs | $ 4,611 | $ 3,090 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] | Non Controlling Interest [Member] | Series C Preferred Stock [Member] | Class A [Member] | Class B [Member] |
Beginning Balance at Dec. 31, 2017 | $ 707 | $ 177,612 | $ (2,662) | $ (191,706) | $ 16,986 | $ 442 | $ 33 | $ 2 |
Beginning Balance, shares at Dec. 31, 2017 | 579 | 3,295 | 220 | |||||
Stock compensation and issuances | 860 | 856 | 0 | 0 | 0 | $ 0 | $ 4 | $ 0 |
Stock compensation and issuances, shares | 0 | 427 | 0 | |||||
Accrued Liability settled through issuance of stock | 131 | 131 | 0 | 0 | 0 | $ 0 | $ 0 | $ 0 |
Accrued Liability settled through issuance of stock, shares | 0 | 0 | ||||||
Shares withheld related to net share settlement of restricted stock awards | (38) | (38) | 0 | 0 | 0 | $ 0 | $ 0 | $ 0 |
Shares withheld related to net share settlement of restricted stock awards, shares | 0 | (19) | 0 | |||||
Series C preferred stock conversion of CGF I & II | 9,822 | 3,071 | 0 | 0 | 0 | $ 6,751 | $ 0 | $ 0 |
Series C preferred stock conversion of CGF I & II, Shares | 2,221 | 0 | 0 | |||||
Non-controlling interest distributions | (1,750) | 0 | 0 | 0 | (1,750) | $ 0 | $ 0 | $ 0 |
Gain on deconsolidation of discontinued operations | 0 | |||||||
Net (loss) income | (3,915) | 0 | 0 | (4,385) | 470 | 0 | 0 | 0 |
Ending Balance at Dec. 31, 2018 | 5,817 | 181,632 | (2,662) | (196,091) | 15,706 | $ 7,193 | $ 37 | $ 2 |
Ending Balance, shares at Dec. 31, 2018 | 2,800 | 3,703 | 220 | |||||
Stock compensation and issuances | 510 | 509 | 0 | 0 | 0 | $ 0 | $ 1 | $ 0 |
Stock compensation and issuances, shares | 0 | 71 | 0 | |||||
Accrued Liability settled through issuance of stock | 141 | 141 | 0 | 0 | 0 | $ 0 | $ 0 | $ 0 |
Accrued Liability settled through issuance of stock, shares | 0 | 63 | ||||||
Shares withheld related to net share settlement of restricted stock awards | 0 | 0 | 0 | 0 | 0 | $ 0 | $ 0 | $ 0 |
Shares withheld related to net share settlement of restricted stock awards, shares | 0 | (12) | 0 | |||||
Warrant exercises | 360 | 358 | 0 | 0 | 0 | $ 0 | $ 2 | $ 0 |
Warrant exercises, shares | 0 | 200 | 0 | |||||
Class A stock conversion of non-controlling interest | 69 | 16,050 | 0 | 0 | (16,019) | $ 0 | $ 38 | $ 0 |
Class A stock conversion of non-controlling interest, shares | 0 | 3,824 | 0 | |||||
Series C conversion of non-controlling interest | (428) | 0 | 0 | 0 | 0 | $ (428) | $ 0 | $ 0 |
Series C conversion of non-controlling interest, shares | 641 | 0 | 0 | |||||
Gain on deconsolidation of discontinued operations | 682 | 682 | 0 | 0 | 0 | $ 0 | $ 0 | $ 0 |
Net (loss) income | 1,206 | 0 | 0 | 893 | 313 | 0 | 0 | 0 |
Ending Balance at Dec. 31, 2019 | $ 8,357 | $ 199,372 | $ (2,662) | $ (195,198) | $ 0 | $ 6,765 | $ 78 | $ 2 |
Ending Balance, shares at Dec. 31, 2019 | 3,441 | 7,849 | 220 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 893 | $ (4,385) |
Adjustment to reconcile net income (loss) to net cash provided by operating activities | ||
Amortization of loan discount, loan commitment and deferred financing fees | 84 | 159 |
Depreciation expense | 150 | 118 |
Amortization expense | 67 | 67 |
Earnings from unconsolidated joint venture, net of distributions | 50 | 48 |
Stock-based compensation | 479 | 261 |
Loss on equity method investments carried at fair value | 560 | 0 |
Deferred income tax benefit | 0 | (1,062) |
Changes in operating assets and liabilities: | ||
Trade receivables | (956) | (400) |
Trade receivables - related party | (694) | (2,950) |
Deferred revenue | (1,875) | 1,875 |
Other assets | 11 | (410) |
Accrued personnel | 1,520 | 1,396 |
Accounts payable | 240 | 1,054 |
Accrued liabilities | 72 | 489 |
Net cash provided by operating activities of discontinued operations | 7,793 | 16,590 |
Net cash provided by operating activities | 8,394 | 12,850 |
Cash flows from investing activities: | ||
Contributions to equity method investments carried at fair value | (1,200) | 0 |
Distributions from equity method investments carried at fair value | 1,525 | 0 |
Purchase of fixed assets | (207) | 0 |
Principal received on note receivable | 27 | 0 |
Net cash used in investing activities of discontinued operations | 0 | (41) |
Net cash provided by investing activities | 145 | (41) |
Cash flows from financing activities: | ||
Proceeds from notes payable | 0 | 210 |
Payments on notes payable | (228) | (3,108) |
Loan financing costs | (28) | 0 |
Distributions to non-controlling interests | 0 | (1,750) |
Proceeds from exercise of warrants | 360 | 0 |
Taxes paid related to net share settlement of equity awards | (35) | (38) |
Net cash used in financing activities from discontinued operations | (5,951) | (7,461) |
Net cash used in financing activities | (5,882) | (12,147) |
Net increase (decrease) in cash and cash equivalents | 2,657 | 662 |
Cash and cash equivalents, beginning of period | 854 | 192 |
Cash and cash equivalents, end of period | 3,511 | 854 |
Supplemental cash flow information: | ||
Interest paid, net of interest capitalized | 420 | 190 |
Income taxes paid | 0 | 8 |
Supplemental disclosure for non-cash activity: | ||
Accrued liability settled through issuance of stock | 141 | 131 |
Conversion of noncontrolling interest to CHCI equity | 16,019 | 0 |
Gain on deconsolidation of Investors X recorded in APIC | 682 | 0 |
Increase in operating lease right-of-use assets upon adoption of ASC 842 | $ 170 | $ 0 |
Issuance of stock in lieu of interest due | $66 | $599 |
Increase in Series C preferred stock upon conversion of CGF I & II | $ 0 | $ 6,751 |
Increase in Additional Paid in Capital upon conversion of CGF I & II | 0 | 3,071 |
Extinguishment of Notes payable - due to affiliates, net of discount | $ 0 | $ (11,421) |
Organization
Organization | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. ORGANIZATION Comstock 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”). 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. Liquidity Developments We finance our Asset management and Real Estate Services operations, capital expenditures, and business acquisitions with internally generated funds, borrowings from our credit facilities and long-term debt. Pursuant to the Master Transfer Agreement (“MTA”), the Company transferred to Comstock Development Services, LC (“CDS”), an entity owned and controlled by the Company’s Chief Executive Officer, its Class A membership interests in Investors X, the entity owning the Company’s residual homebuilding operations in exchange for certain residual cash flows over the next three years (“Investors X”). Refer to Note 13 – Consolidation of Variable Interest Entities for further discussion regarding the accounting related to discontinued operations. The associated debt obligations were also transferred to CDS. See Note 9 in the accompanying Consolidated Financial Statements for more details on our debt and credit facilities. At December 31, 2019, $5.7 million of our notes payable to affiliates were set to mature prior to the end of 2020. These funds were primarily obtained from entities wholly owned by our Chief Executive Officer, and the Company. On March 19, 2020, the Company entered into a $10 million revolving line of credit agreement with CDS with an initial term of five years. See Note 21 – Subsequent Events for additional information about the transaction. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. 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 in 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 years ended December 31, 2019 and 2018, we classified revenues, expenses, assets and liabilities related to Investors X into discontinued operations on the Consolidated Balance Sheets, 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. 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 81% of the Company’s total consolidated revenues in 2019. 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 to seven year planned investment periods. Our investments in real estate ventures are not redeemable until the disposition of the underlying real estate investment. We have elected to account for these equity method investments using the fair value option. 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, Investments in Real Estate Ventures 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 Substantially all of 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. We also lease equipment under both operating and finance lease arrangements. 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 9 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 Income taxes Income taxes are accounted for under the asset and liability method in accordance with ASC 740, Accounting for Income Taxes Recently adopted accounting pronouncements In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” which removes Step 2 from the goodwill impairment test and replaces the qualitative assessment. Impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit. Under this revised guidance, failing Step 1 will always result in a goodwill impairment. The amendments in this update should be applied prospectively for annual and interim periods in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests with measurement dates after January 1, 2017. The Company early adopted this guidance during the fourth quarter of 2018 and the early adoption did not have a material impact on the Company’s Consolidated Financial Statements. In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”) 2016-02, “Leases” (“ASU 2016-02”). The core principle of the standard is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in its statement of financial position a liability to make lease payments (the lease liability) and a right-of-use (“ROU”) asset representing its right to use the underlying asset for the lease term. The FASB subsequently issued ASU 2018-10 and ASU 2018-11 in July 2018, which provide clarifications and improvements to ASU 2016-02. ASU 2018-11 also provides the optional transition method which will allow companies to apply the new lease standard at the adoption date instead of at the earliest comparative period presented. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted this standard using the modified retrospective method effective January 1, 2019. As permitted by the guidance, the Company elected to retain the original lease classification and historical accounting for initial direct costs for leases existing prior to the adoption date and did not reassess contracts entered into prior to the adoption date for the existence of a lease. The Company also did not recognize ROU assets and lease liabilities for short-term leases, which are leases in existence as of the adoption date with an original term of twelve months or less. As a result of the adoption of the standard, the Company recognized ROU assets and liabilities of $170 thousand as of the adoption date on its Consolidated Balance Sheet. There was no cumulative effect on beginning retained earnings. The assets and liabilities recognized upon application of the transition provisions were primarily associated with our existing office leases. 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 August 2018, the 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. We do not expect the adoption of this pronouncement to have a material impact on our Consolidated Financial Statements. 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. We have evaluated all other issued and unadopted Accounting Standards Updates and believe the adoption of these standards will not have a material impact on our consolidated statements of operations, comprehensive income, balance sheets, or cash flows |
Trade Receivables & Trade Recei
Trade Receivables & Trade Receivables - Related Parties | 12 Months Ended |
Dec. 31, 2019 | |
Accounts Receivable Net Current [Abstract] | |
Trade Receivables & Trade Receivables - Related Parties | 3. TRADE RECEIVABLES & TRADE RECEIVABLES – RELATED PARTIES Trade receivables include amounts due from real estate services, asset management and project management. There is no allowance for doubtful accounts recorded. As of December 31, 2019 and 2018, the Company had $1.9 million and $1.0 million, respectively, of trade receivables. As of December 31, 2019 and 2018, the Company had $3.6 million and $3.0 million, respectively, of receivables from related parties, primarily related to initial AMA and the 2019 AMA. |
Investments in Real Estate Vent
Investments in Real Estate Ventures at Fair Value | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in Real Estate Ventures at Fair Value | 4. INVESTMENTS IN REAL ESTATE VENTURES AT FAIR VALUE Based upon elections made at the date of investment, the Company reports the 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. Fair value of equity method investments are classified as Level 3 of the fair value hierarchy. As of December 31, 2019, the Company had Investments in real estate ventures at fair value of $8.4 million. The Company had no investments in real estate ventures at fair value as of December 31, 2018. The table below shows the movement in the Company’s investments in real estate ventures reported at fair value. Year Ended December 2019 Fair value investments as of July 23, $ 9,306 Investments 1,200 Distributions (1,525 ) Change in fair value (560 ) Fair value investments as of December 31, $ 8,421 See Note 11 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 Investors X 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. The fair value of the Company’s investment in Investors X was $9.3 million as of the July 23, 2019 deconsolidation. As of December 31, 2019, the fair value of the Company’s investment in Investors X is $7.2 million. The Company received distributions of $1.5 million during the year ended December 31, 2019 and recognized a loss in fair value of $560 thousand due to lower estimated cash flows from a project in the Investors X portfolio. The Hartford 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. The fair value of the Company’s investment in the Hartford was $1.2 million as of the investment date of December 30, 2019. The $1.2 million is equal to the cash invested into the Hartford. There were no distributions or changes in fair value as of December 31, 2019. Summarized Financial Information The following table summarizes the combined financial information for our unconsolidated real estate ventures accounted for under the fair value option. 2019 Balance Sheets: Real estate inventories $ 11,328 Investments in real estate, net of depreciation 1,200 Cash 2,616 Accounts receivable 200 Other assets 1,456 Total assets 16,800 Notes payable 6,166 Warranty reserves 150 Accounts payable 1,787 Accrued liabilities 500 Purchaser deposits 1,773 Total liabilties 10,376 Total equity 6,424 Statements of Operations: Revenue 6,832 Net loss (1,364 ) |
Fixed Assets, Net
Fixed Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Fixed Assets, Net | 5. FIXED ASSETS, NET Fixed assets consist of the following: December 31, 2019 December 31, 2018 Computer equipment and capitalized software $ 893 $ 767 Furniture and fixtures 63 56 Office equipment 224 209 Vehicles 141 88 Leasehold improvements 6 — 1,327 1,120 Less : accumulated depreciation (1,049 ) (899 ) $ 278 $ 221 Depreciation expense, included in ‘general and administrative’ in the accompanying Consolidated Statements of Operations, amounted to $150 thousand and $118 thousand for the years ended December 31, 2019 and 2018, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 6. LEASES On January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases, later codified as Accounting Standards Codification ("ASC") 842 ("ASC 842"), using the modified retrospective method. For periods presented prior to the adoption date, the Company continues to follow its previous policy under ASC 840, 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 noncancelable 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 of 6.5% is used to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgment. 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. 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 3 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. Maturities of lease liabilities as of December 31, 2019 are as follows: Operating Leases 2020 $ 59 2021 54 2022 9 Total lease payments 122 Less: imputed interest 8 Present value of lease liabilities $ 114 As of December 31, 2019, operating lease payments include $108 thousand related to options to extend lease terms that are reasonably certain of being exercised. The Company does not have any lease liabilities which have not yet commenced as of December 31, 2019. |
Goodwill and Intangibles
Goodwill and Intangibles | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | 7. 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, 2019 and 2018 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, 2019 and 2018, $67 thousand of intangible asset amortization was recorded in General and Administrative expense on the Consolidated Statement of Operations. December 31, 2019 December 31, 2018 Intangibles $ 268 $ 268 Less : accumulated amortization (165 ) (98 ) $ 103 $ 170 As of December 31, 2019, the future estimated amortization expense related to these intangible assets was: Amortization Expense 2020 $ 67 2021 36 Total $ 103 No impairments of the Company’s goodwill were recognized during the years ended December 31, 2019 and 2018. |
Contract Liabilities
Contract Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Contract Liability [Abstract] | |
Contract Liabilities | 8. CONTRACT LIABILITIES Progress payment balances in excess of revenue recognized are classified as contract liabilities on the Consolidated Balance Sheet in the financial statement line item titled “Deferred revenue.” Years ended December 31, 2019 2018 Contract Liabilities: Asset Management - Deferred revenue $ - $ 1,875 Total Contract Liabilities $ - $ 1,875 There were no contract liabilities as of December 31, 2019. As of December 31, 2018, the Company recognized a contract liability of $1.9 million related to the AMA executed on March 30, 2018 and effective January 2, 2018. See Note 14 – Related Party Transactions for details regarding this transaction. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | 9. DEBT Secured financing As of December 31, 2019 and 2018, the Company had two secured loans related to Comstock Environmental. One loan was used to finance the acquisition of Comstock Environmental, and carries a fixed interest rate of 6.5%, and has a maturity date of October 17, 2022. At December 31, 2019 and 2018, this financing had an outstanding balance of $667 thousand and $874 thousand, respectively. Comstock Environmental has an additional secured loan with an outstanding balance of $27 thousand as of December 31, 2019 and an outstanding balance of $34 thousand as of December 31, 2018 to fund the purchase of an asset used in the business. This financing is secured by the assets of Comstock Environmental and is guaranteed by our Chief Executive Officer. During 2018, the Company opened a secured line of credit with a maximum capacity of $0.2 million, which was paid in full during the three months ended March 31, 2019. Interest charged on this line of credit was based on the prime rate plus 2.50%. As of December 31, 2018, there was $13 thousand of principal and interest outstanding on this line of credit, and the interest rate was 6.75%. Unsecured financing As of December 31, 2019 and December 31, 2018, the Company had one unsecured seller-financed promissory note with an outstanding balance of $595 thousand. This financing carries an annual interest rate of LIBOR plus 3% and has a maturity date of July 17, 2022. This loan has $50 thousand due on the third and fourth loan anniversary dates with the remainder due at maturity. At December 31, 2019 and 2018, the interest rate was 5.0% and 6.0%, respectively. Notes payable to affiliate—unsecured 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-year term. On December 18, 2014, the loan agreement was amended and restated to provide for a maximum capacity of $25 million. On May 23, 2018, the Company entered into a Membership Interest Exchange and Subscription Agreement (the “Membership Exchange Agreement”), together with a revised promissory note agreement, in which a note (“CGF Note”) with an outstanding principal and accrued interest balance of $7.7 million was exchanged for 1,482,300 shares of the Company’s Series C Non-Convertible Preferred Stock, par value $0.01 per share and a stated liquidation value of $5.00 per share (the “Series C Preferred Stock”), issued by the Company to CDS. The Company exchanged the preferred equity for 91.5% of CDS membership interest in the Comstock Growth Fund promissory note. Concurrently, the face amount of the CGF Note was reduced to $5.7 million as of the Effective Date. The loan bears interest at a fixed rate of 10% per annum. Interest payments will be made monthly in arrears. The Company is the administrative manager of CGF but does not own any membership interests. The Company had approximately $5.7 million of outstanding borrowings and accrued interest under the CGF loan, net of discounts, as of December 31, 2019 and 2018, respectively. The maturity date for the CGF Note is April 16, 2020. On April 13, 2020 the Company retired the CGF Note. During the years ended December 31, 2019 and 2018, the Company made interest payments of $0.6 million. During the year ended December 31, 2019 and 2018, the Company did not make principal payments for the CGF loan. Notes payable consisted of the following: December 31, 2019 December 31, 2018 Secured financing $ 694 $ 922 Notes payable - due to affiliates, unsecured, net of $27 and $16 thousand discount and unamortized deferred financing charges, respectively 5,706 5,716 Unsecured financing charges 595 595 Total notes payable, net $ 6,995 $ 7,233 As of December 31, 2019, maturities of our borrowings are as follows: 2020 $ 5,810 2021 50 2022 1,162 2023 — 2024 and thereafter — Total $ 7,022 See Note 21 for further discussion on repayments subsequent to December 31, 2019. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. COMMITMENTS AND CONTINGENCIES The Company leases office facilities under various non-cancelable operating leases. The leases contain 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 reasonably 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, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | 11. 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 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, 2019 December 31, 2018 Carrying amount $ 6,311 $ 6,420 Fair value $ 6,136 $ 6,224 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. In connection with the CGF I & II conversions discussed in Note 9 – Debt Related Party Transactions 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. 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, 2019, investments in the real estate ventures at fair value was approximately $8.4 million. 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 if it is determined that impairment has occurred. Such fair value measurements use significant unobservable inputs and are classified as Level 3. |
Restricted Stock, Stock Options
Restricted Stock, Stock Options and Other Stock Plans | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Restricted Stock, Stock Options and Other Stock Plans | 12. RESTRICTED STOCK, STOCK OPTIONS AND OTHER STOCK 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 withholdings. As of December 31, 2019 and 2018, there were 2.1 million and 0.06 million shares, respectively, available for issuance under the 2019 Plan and 2004 Plan, respectively. 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 and 2018. 2019 2018 Weighted average fair value of options granted $ 1.65 $ 1.80 Dividend yields — — Expected volatility 82.03%-82.32% 72.21%-83.47% Weighted average expected volatility 82.27% 81.76% Weighted average risk-free interest rates 2.15% 2.74% Weighted average expected term (in years) 8 6 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, 2018 436 $ 3.25 $ 8.50 - Granted 84 2.90 Exercised — — Forfeited or Expired (102 ) 2.28 Outstanding at December 31, 2018 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 Exercisable at December 31, 2019 221 $ 4.09 4.46 $ 22 As of December 31, 2019 and 2018, the weighted-average remaining contractual term of unexercised stock options was 4.5 years and 7.7 years, respectively. A summary of the Company’s restricted share activity is presented below: Shares Weighted Average Grant Date Fair Value Restricted nonvested at January 1, 2018 243 $ 2.16 Granted - - Vested (68 ) 2.13 Forfeited or Expired (37 ) 2.11 Outstanding at December 31, 2018 138 $ 2.18 Granted 254 2.33 Vested (46 ) 2.18 Forfeited or Expired — — Nonvested at December 31, 2019 346 $ 2.29 As of December 31, 2019 and 2018, there was $625 thousand and $321 thousand, 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, 2019 and 2018, 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, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Consolidation of Variable Interest Entities | 13. CONSOLIDATION OF VARIABLE INTEREST ENTITIES Consolidated Real Estate Inventories in assets of discontinued operations Included within the Company’s assets of discontinued operations are real estate entities at December 31, 2018 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. 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. On January 1, 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 MTA, the Company determined that Investors X is considered held for sale effective April 30, 2019 and Investors X activities have been 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 Investors X no longer being considered a VIE of the Company. 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, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. RELATED PARTY TRANSACTIONS Lease for Corporate Headquarters The Company has a lease for its corporate headquarters from an affiliate wholly-owned by our CEO. Future minimum lease payments under this lease, which expires on September 30, 2020, is $0.4 million. For each of the years ended December 31, 2019 and 2018, total rental payments made were $0.6 million and $0.4 million, respectively. Rent expense for the years ended December 31, 2019 and 2018 was $0.6 million and $0.4 million, respectively. Asset Management Agreement On March 30, 2018, CDS Asset Management, L.C. (“CAM”), an entity wholly owned by the Company, entered into a master asset management agreement (the “AMA”) with Comstock Development Services LC (“CDS”), an entity wholly owned by Christopher Clemente, the Chief Executive Officer of the Company. The effective date of this Agreement 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. 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 Comstock Real Estate 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 $1,000,000. During the year ended December 31, 2018, the Company recorded revenue of $12.0 million which is included in ‘Revenue-asset management’ in the Consolidated Statement of Operations). 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 2019 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 $1,000,000. 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 2019 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 In December 2017 and January 2018, the Company entered into separate residential property management agreements with two 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. During the period of May through and including December 2019, 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 (1) year initial terms with successive, automatic one (1) year renewal terms, unless sooner terminated. The Company generally receives base management fees under these agreements based upon a percentage of gross rental revenues for the portions of the buildings being managed in addition to reimbursement of specified expenses, including employment expenses of personnel employed by the Company in the management and operation of each property. Construction Management Agreements On January 1, 2019, the Company entered into a construction management agreement for two 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 one percent (1%) to four percent (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 “Management Agreement”) 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 $937,500, payable in fifteen quarterly installments of $62,500 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. See Note 21 – Subsequent Events for further discussion of the Hartford investment. Private Placements and Promissory Notes On December 29, 2015, Comstock Growth Fund II, L.C. (“CGF II”), an administrative entity managed by the Company, was created for the purpose of extending loans to the Company. CGF II entered into a subscription agreement with CDS pursuant to which CDS purchased membership interests in CGF II for an initial aggregate principal amount of $5.0 million (the “CGF II Private Placement”). Also on December 29, 2015, the Company entered into a revolving line of credit promissory note with CGF II whereby CGF II made a loan to the Company in the initial principal amount of $5.0 million. On May 23, 2018, the Company entered into a Note Exchange and Subscription Agreement (the “Note Exchange Agreement”) in which a note (“CGF2 Note”) with an outstanding principal and accrued interest balance of $3.7 million was exchanged for 738,390 shares of the Company’s Series C Non-Convertible Preferred Stock, par value $0.01 per share and a stated liquidation value of $5.00 per share (the “Series C Preferred Stock”), issued by the Company to CGF II, a Company wholly owned by our Chief Executive Officer. The CGF2 Note was cancelled in its entirety effective as of the Effective Date. See Note 9 to the Consolidated Financial Statements for further description of the CGF Private Placement. Revenues from Related Parties The following table details the revenue earned from related parties. Years ended December 31, 2019 2018 Related party revenue Asset management $ 19,370 $ 13,273 Real estate services 1,192 570 Total Related Party Revenue $ 20,562 $ 13,843 |
Unconsolidated Joint Venture
Unconsolidated Joint Venture | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Unconsolidated Joint Venture | 15. 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 $125 and $72 as of December 31, 2019 and 2018, respectively, and is included within ‘Prepaid and other assets, net’ in the accompanying Consolidated Balance Sheets. Earnings for the years ended December 31, 2019 and 2018, from this unconsolidated joint venture of $222 and $137, respectively, is included in ‘Other income, net’ in the accompanying Consolidated Statement of Operations. During the years ended December 31, 2019 and 2018, the Company collected and recorded a distribution of $172 and $89, respectively, from this joint venture as a return on investment. Summarized financial information for the unconsolidated joint venture is as follows: Twelve Months Ended December 31, 2019 2018 Statement of Operations: Total net revenue $ 558 $ 391 Total expenses 115 117 Net income $ 443 $ 274 Comstock Holding Companies, Inc. share of net income $ 222 $ 137 |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 16. 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, 2019 2018 Revenue by customer Related party $ 20,562 $ 13,843 Commercial 4,755 2,604 Total Revenue by Customer $ 25,317 $ 16,447 Years ended December 31, 2019 2018 Revenue by contract type Fixed-price $ 4,137 $ 2,084 Cost-plus 14,546 12,040 Time and Material 6,634 2,323 Total Revenue by contract type $ 25,317 $ 16,447 For the years ended December 31, 2019 and 2018, $23.3 million and $15.9 million of our revenues were earned for contracts where revenue is recognized over time, respectively. For the years ended December 31, 2019 and 2018, $2.1 million and $0.6 million of our revenues were earned for contracts where revenue is recognized at a point in time, respectively. |
Income (Loss) Per Share
Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | 17. 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, 2019 and 2018 are presented in the accompanying Consolidated Statements of Operations. Restricted stock awards, stock options and warrants for the years ended December 31, 2019 and 2018 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, 2019 and 2018 as their inclusion would be anti-dilutive. Years Ended December 31, 2019 2018 Stock options 237 6 Warrants 604 41 841 47 The following share equivalents have been excluded from the discontinued operations dilutive share computation for the years ended December 31, 2019 and 2018 as their inclusion would be anti-dilutive. Years Ended December 31, 2019 2018 Restricted stock awards 207 91 Stock options 263 357 Warrants 604 601 1,074 1,049 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 18. INCOME TAXES During the year ended December 31, 2019, the Company recognized income tax expense of $2 thousand from continuing operations and the effective tax rate was (0.29)%. During the year ended December 31, 2018, the Company recognized income tax benefit of $1.1 million and the effective tax rate was (21.54)%. 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 recorded valuation allowances for certain tax attributes and other deferred tax assets. At this time, sufficient uncertainty exists regarding the future realization of these deferred tax assets through future taxable income. If, in the future, the Company believes that it is more likely than not that these deferred tax benefits will be realized, the valuation allowances will be reversed. 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 $145 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, 2019, the three-year cumulative shift in ownership of the Company’s stock has not triggered an impairment of our NOL asset. However, if an ownership change were to occur, the Section 382 limitation would not be expected to materially impact the Company’s financial position or results of operations as of December 31, 2019, because the Company has recorded a full valuation allowance on substantially all of its net deferred tax assets. 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, 2019 and 2018, respectively. We file U.S. and state income tax returns in jurisdictions with varying statutes of limitations. The 2016 through 2018 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: 2019 2018 Deferred: Federal $ 178 $ 2 State 32 — 210 2 Valuation allowance (208 ) (1,064 ) Total income tax expense (benefit) $ 2 $ (1,062 ) 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, 2019 and 2018 are as follows: 2019 2018 Deferred tax assets: Inventory $ 201 $ 500 Warranty 5 63 Net operating loss and tax credit carryforwards 37,440 37,812 Accrued expenses 7 4 Stock based compensation 502 379 Investment in affiliates 482 (28 ) Deferred Revenue - Advance payment 64 — 38,701 38,730 Less - valuation allowance (38,601 ) (38,684 ) Net deferred tax assets 100 46 Deferred tax liabilities: Depreciation and amortization (55 ) (11 ) Goodwill amortization (56 ) (44 ) Net deferred tax liabilities (111 ) (55 ) Net deferred tax assets (liabilities) $ (11 ) $ (9 ) A reconciliation of the statutory rate and the effective tax rate after adjustments for non-includable partnership income arising from non-controlling interest follows: 2019 2018 Federal statutory rate (21.00 %) (21.00 %) State income taxes - net of federal benefit (4.74 %) (4.74 %) Permanent differences (0.44 %) (2.40 %) Return to provision adjustments 0.42 % (4.29 %) Change in valuation allowance 25.47 % 11.81 % Current state income tax 0.00 % 0.00 % Change in enacted rate 0.00 % 1.52 % Other, net 0.00 % (2.44 %) Effective tax rate (0.29 %) (21.54 %) |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | 19. DISCONTINUED OPERATIONS On April 30, 2019, the Company entered into the MTA 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 13 – Consolidation of Variable Interest Entities for further discussion regarding the accounting related to discontinued operations. The carrying amount of the assets and liabilities from discontinued operations, which were included within the Company’s prior Homebuilding segment, have been moved from their historical balance sheet presentation to assets and liabilities from discontinued operations as follows: December 31, 2019 December 31, 2018 ASSETS Cash and cash equivalents $ — $ 4,926 Restricted cash — 1,231 Trade receivables — 527 Real estate inventories — 20,082 Other assets, net — 1,102 TOTAL ASSETS $ — $ 27,868 LIABILITIES Accounts payable and accrued liabilities — 4,839 Notes payable - secured by real estate inventories, net of deferred financing charges — 12,510 Income taxes payable — 50 TOTAL LIABILITIES — 17,399 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: Years Ended December 31, 2019 2018 Revenues Revenue—homebuilding $ 14,919 $ 41,245 Revenue—real estate services — — Total revenue 14,919 41,245 Expenses Cost of sales—homebuilding 14,901 42,799 Impairment charges — 2,232 Sales and marketing 270 175 General and administrative 21 1,262 Interest and real estate tax expense — 74 Operating (loss) (273 ) (5,297 ) Other (loss), net — (7 ) (Loss) from discontinued operations before income taxes (273 ) (5,304 ) Income tax (benefit) expense (15 ) 18 Net (loss) from discontinued operations (258 ) (5,322 ) Net income attributable to non-controlling interests 313 470 Net (loss) attributable to Comstock Holding Companies, Inc. (571 ) (5,792 ) |
Segment Disclosures
Segment Disclosures | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Disclosures | 20. SEGMENT DISCLOSURES Subsequent to July 23, 2019 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 assets 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 within the states of Maryland and Virginia. In our Real Estate Services segment, our experienced real estate services-based 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, environmental studies, remediation services and provide 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, 2019 and 2018. 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 (loss) income 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 Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2018 Gross revenue $ 13,416 $ 3,031 $ 16,447 Gross profit 1,182 (59 ) 1,123 Net (loss) income 2,256 (849 ) 1,407 Total assets 3,870 3,362 7,232 Depreciation, amortization, and stock based compensation 225 221 446 Interest expense — 90 90 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. SUBSEQUENT EVENTS Line of Credit and CGF Note 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 capital line of credit (the “Loan”) in the amount of $10 million. Under the terms of the Loan Documents, the Loan provides for an initial variable interest rate of the WSJ Prime Rate plus 1.00% per annum on advances made under the Loan, payable monthly in arrears. The five-year term facility allows for interim draws that carry a maturity date of twelve months from the initial date of the disbursement unless a longer initial term is agreed to by the Lender. On March 27, 2020, the Company drew $5.5 million on the Loan and on April 13, 2020 the Company retired the CGF Note. COVID-19 In December 2019, COVID-19 surfaced in Wuhan, China. Through March 2020, the spread of this virus and government responses is causing business disruption and is adversely affecting many, including the travel, leisure and hospitality industries and with respect to companies that have significant operations or supply chains in China. The spread of COVID-19 has also caused significant volatility in U.S. and international debt and equity markets, which can negatively impact consumer confidence. There is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. economy and consumer confidence. The Company is taking all necessary steps to keep our business premises, customer properties, vendors and employees in a safe environment and are constantly monitoring the impact of COVID – 19. As discussed in Note 2, the Company derives a substantial portion of its revenues from various related party entities associated with real estate properties. The extent to which COVID-19 impacts our results and the results of the properties we manage will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions taken to contain it or treat its impact. While we have not seen a significant impact to our results from COVID-19 to date, if the virus continues to cause significant negative impacts to economic conditions or consumer confidence, our revenues including our property management revenues, recoverability of assets including trade receivables, related party receivables, goodwill and our fair value investment in Investors X, results of operations, financial condition and liquidity could be adversely impacted. Cares Act On March 27, 2020, the United States enacted the Coronavirus Aid, Relief and Economic Security Act (CARES Act). The Cares Act is an emergency economic stimulus package that includes spending and tax breaks to strengthen the United States economy and fund a nationwide effort to curtail the effect of COVID-19. While the CARES Act provides sweeping tax changes in response to the COVID-19 pandemic, some of the more significant provisions which are expected to impact the Company’s financial statements include removal of certain limitations on utilization of net operating losses, increasing the loss carryback period for certain losses to five years, and increasing the ability to deduct interest expense, as well as amending certain provisions of the previously enacted Tax Cuts and Jobs Act. Due to the recent enactment of the CARES Act, the Company is still evaluating the impact, if any, that the CARES Act will have on its financial position, results of operations or cash flows. |
Revision of Prior Period Financ
Revision of Prior Period Financial Statements | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Changes And Error Corrections [Abstract] | |
Revision of Prior Period Financial Statements | 22. REVISION OF PRIOR PERIOD FINANCIAL STATEMENTS In connection with the preparation of the Company’s 2019 consolidated financial statements, the Company identified errors in its historical financial statements relating to how the Company accounted for debt discounts and how the Company accounted for reimbursement of salaries and other salary related costs. Specifically, the Company incorrectly accounted for debt discount that should have been fully amortized at the end of the initial three-year term of the CGF Note in October 2017. In addition, in 2018 and the interim periods in 2019, the Company previously reported the reimbursement of salary costs from its property management agreements on a net basis, although the Company was required to account for these payroll related reimbursements on a gross basis. The correction of these non-cash errors had no effect on the reported operating income (loss) or total cash flows from operations, investing, or financing of the Company. The Company evaluated the errors and, based on an analysis of quantitative and qualitative factors, determined that the related impact was not material to the Company’s consolidated financial statements for any prior period. All financial statements and footnotes presented herein have been adjusted to reflect the revisions below. For the Three Months Ended March 31, 2019 For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 3,861 $ 350 $ 4,211 $ 4,024 $ 426 $ 4,450 $ 7,885 $ 776 $ 8,661 Direct costs - asset management 3,317 350 3,667 3,514 426 3,940 6,831 776 7,607 Interest (expense) (34 ) 16 (18 ) (132 ) 16 (116 ) (166 ) 32 (134 ) Net income (loss) 69 16 85 (253 ) 16 (237 ) (184 ) 32 (152 ) Notes payable - due to affiliates, net of discount 4,935 799 5,734 4,984 718 5,702 4,984 718 5,702 Additional paid-in capital 180,769 959 181,728 197,333 1,025 198,358 197,333 1,025 198,358 Accumulated deficit (194,250 ) (1,758 ) (196,008 ) (194,503 ) (1,742 ) (196,245 ) (194,503 ) (1,742 ) (196,245 ) Total equity 7,095 (799 ) 6,296 7,013 (718 ) 6,295 7,013 (718 ) 6,295 For the Three Months Ended September 30, 2019 For the Nine Months Ended September 30, 2019 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 4,293 $ 487 $ 4,780 $ 12,178 $ 1,263 $ 13,441 Direct costs - asset management 3,710 487 4,197 10,541 1,263 11,804 Interest (expense) (186 ) 16 (170 ) (352 ) 48 (304 ) Net (loss) (643 ) 16 (627 ) (827 ) 48 (779 ) Notes payable - due to affiliates, net of discount 4,981 702 5,683 4,981 702 5,683 Additional paid-in capital 198,184 1,025 199,209 198,184 1,025 199,209 Accumulated deficit (195,146 ) (1,726 ) (196,872 ) (195,146 ) (1,726 ) (196,872 ) Total equity 7,221 (702 ) 6,519 7,221 (702 ) 6,519 For the Three Months Ended March 31, 2018 For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 2,791 $ — $ 2,791 $ 2,960 $ 224 $ 3,184 $ 5,751 $ 224 $ 5,975 Direct costs - asset management 2,541 — 2,541 2,606 224 2,830 5,147 224 5,371 Interest (expense) (24 ) 13 (11 ) (24 ) (39 ) (63 ) (48 ) (26 ) (74 ) Income tax (expense) benefit — — — 495 — 495 495 — 495 Net (loss) (723 ) 13 (710 ) (1,002 ) (39 ) (1,041 ) (1,725 ) (26 ) (1,751 ) Notes payable - due to affiliates, net of discount 15,346 1,891 17,237 4,874 847 5,721 4,874 847 5,721 Additional paid-in capital 177,747 — 177,747 181,009 1,083 182,092 181,009 1,083 182,092 Accumulated deficit (190,526 ) (1,891 ) (192,417 ) (191,528 ) (1,930 ) (193,458 ) (191,528 ) (1,930 ) (193,458 ) Total equity 2,119 (1,891 ) 228 11,318 (847 ) 10,471 11,318 (847 ) 10,471 For the Three Months Ended September 30, 2018 For the Nine Months Ended September 30, 2018 For the Twelve Months Ended December 31, 2018 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 2,730 $ 355 $ 3,085 $ 8,481 $ 579 $ 9,060 $ 12,473 $ 943 $ 13,416 Direct costs - asset management 2,458 355 2,813 7,605 579 8,184 11,291 943 12,234 Interest (expense) (25 ) 16 (9 ) (73 ) (10 ) (83 ) (97 ) 7 (90 ) Income tax (expense) benefit 445 83 528 940 83 1,023 938 124 1,062 Net (loss) (1,927 ) 99 (1,828 ) (3,652 ) 73 (3,579 ) (4,516 ) 131 (4,385 ) Notes payable - due to affiliates, net of discount 4,869 831 5,700 4,869 831 5,700 4,903 813 5,716 Additional paid-in capital 180,683 1,000 181,683 180,683 1,000 181,683 180,673 959 181,632 Accumulated deficit (193,456 ) (1,831 ) (195,287 ) (193,456 ) (1,831 ) (195,287 ) (194,319 ) (1,772 ) (196,091 ) Total equity 7,627 (831 ) 6,796 7,627 (831 ) 6,796 6,630 (813 ) 5,817 |
Organization (Policies)
Organization (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Liquidity Developments | Liquidity Developments We finance our Asset management and Real Estate Services operations, capital expenditures, and business acquisitions with internally generated funds, borrowings from our credit facilities and long-term debt. Pursuant to the Master Transfer Agreement (“MTA”), the Company transferred to Comstock Development Services, LC (“CDS”), an entity owned and controlled by the Company’s Chief Executive Officer, its Class A membership interests in Investors X, the entity owning the Company’s residual homebuilding operations in exchange for certain residual cash flows over the next three years (“Investors X”). Refer to Note 13 – Consolidation of Variable Interest Entities for further discussion regarding the accounting related to discontinued operations. The associated debt obligations were also transferred to CDS. See Note 9 in the accompanying Consolidated Financial Statements for more details on our debt and credit facilities. At December 31, 2019, $5.7 million of our notes payable to affiliates were set to mature prior to the end of 2020. These funds were primarily obtained from entities wholly owned by our Chief Executive Officer, and the Company. On March 19, 2020, the Company entered into a $10 million revolving line of credit agreement with CDS with an initial term of five years. See Note 21 – Subsequent Events for additional information about the transaction. |
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 in the valuation of equity method investments, valuation of deferred tax assets, analysis of goodwill impairment, and valuation of equity-based compensation. |
Discontinued Operations | Discontinued Operations On July 23, 2019 the Company completed the transfer of Investors X subject to the Master Transfer Agreement (“MTA”). For the years ended December 31, 2019 and 2018, we classified revenues, expenses, assets and liabilities related to Investors X into discontinued operations on the Consolidated Balance Sheets, 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 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. |
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 81% of the Company’s total consolidated revenues in 2019. See Note 14 – Related Party Transactions for more information. |
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 to seven year planned investment periods. Our investments in real estate ventures are not redeemable until the disposition of the underlying real estate investment. We have elected to account for these equity method investments using the fair value option. 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, Investments in Real Estate Ventures for additional information on Investments in real estate ventures. |
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 Substantially all of 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. We also lease equipment under both operating and finance lease arrangements. 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 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 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 9 for additional information on the Company's long-term debt and related debt issuance costs. |
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 |
Recently adopted accounting pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Recently adopted accounting pronouncements In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” which removes Step 2 from the goodwill impairment test and replaces the qualitative assessment. Impairment will be measured using the difference between the carrying amount and the fair value of the reporting unit. Under this revised guidance, failing Step 1 will always result in a goodwill impairment. The amendments in this update should be applied prospectively for annual and interim periods in fiscal years beginning after December 15, 2019. Early adoption is permitted for goodwill impairment tests with measurement dates after January 1, 2017. The Company early adopted this guidance during the fourth quarter of 2018 and the early adoption did not have a material impact on the Company’s Consolidated Financial Statements. In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”) 2016-02, “Leases” (“ASU 2016-02”). The core principle of the standard is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in its statement of financial position a liability to make lease payments (the lease liability) and a right-of-use (“ROU”) asset representing its right to use the underlying asset for the lease term. The FASB subsequently issued ASU 2018-10 and ASU 2018-11 in July 2018, which provide clarifications and improvements to ASU 2016-02. ASU 2018-11 also provides the optional transition method which will allow companies to apply the new lease standard at the adoption date instead of at the earliest comparative period presented. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted this standard using the modified retrospective method effective January 1, 2019. As permitted by the guidance, the Company elected to retain the original lease classification and historical accounting for initial direct costs for leases existing prior to the adoption date and did not reassess contracts entered into prior to the adoption date for the existence of a lease. The Company also did not recognize ROU assets and lease liabilities for short-term leases, which are leases in existence as of the adoption date with an original term of twelve months or less. As a result of the adoption of the standard, the Company recognized ROU assets and liabilities of $170 thousand as of the adoption date on its Consolidated Balance Sheet. There was no cumulative effect on beginning retained earnings. The assets and liabilities recognized upon application of the transition provisions were primarily associated with our existing office leases. 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 August 2018, the 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. We do not expect the adoption of this pronouncement to have a material impact on our Consolidated Financial Statements. 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. We have evaluated all other issued and unadopted Accounting Standards Updates and believe the adoption of these standards will not have a material impact on our consolidated statements of operations, comprehensive income, balance sheets, or cash flows |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Fixed Assets are Carried at Cost Less Accumulated Depreciation | 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 |
Investments in Real Estate Ve_2
Investments in Real Estate Ventures at Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Investments in Real Estate Ventures | The table below shows the movement in the Company’s investments in real estate ventures reported at fair value. Year Ended December 2019 Fair value investments as of July 23, $ 9,306 Investments 1,200 Distributions (1,525 ) Change in fair value (560 ) Fair value investments as of December 31, $ 8,421 |
Schedule of Combined Financial Information for Unconsolidated Real Estate Ventures | The following table summarizes the combined financial information for our unconsolidated real estate ventures accounted for under the fair value option. 2019 Balance Sheets: Real estate inventories $ 11,328 Investments in real estate, net of depreciation 1,200 Cash 2,616 Accounts receivable 200 Other assets 1,456 Total assets 16,800 Notes payable 6,166 Warranty reserves 150 Accounts payable 1,787 Accrued liabilities 500 Purchaser deposits 1,773 Total liabilties 10,376 Total equity 6,424 Statements of Operations: Revenue 6,832 Net loss (1,364 ) |
Fixed Assets, Net (Tables)
Fixed Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Summary of Fixed Assets | Fixed assets consist of the following: December 31, 2019 December 31, 2018 Computer equipment and capitalized software $ 893 $ 767 Furniture and fixtures 63 56 Office equipment 224 209 Vehicles 141 88 Leasehold improvements 6 — 1,327 1,120 Less : accumulated depreciation (1,049 ) (899 ) $ 278 $ 221 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of December 31, 2019 are as follows: Operating Leases 2020 $ 59 2021 54 2022 9 Total lease payments 122 Less: imputed interest 8 Present value of lease liabilities $ 114 |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Intangible Assets | Intangible assets include customer relationships which has an amortization period of four years. December 31, 2019 December 31, 2018 Intangibles $ 268 $ 268 Less : accumulated amortization (165 ) (98 ) $ 103 $ 170 |
Summary of Future Estimated Amortization Expense | As of December 31, 2019, the future estimated amortization expense related to these intangible assets was: Amortization Expense 2020 $ 67 2021 36 Total $ 103 |
Contract Liabilities (Tables)
Contract Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Contract Liability [Abstract] | |
Summary of Contract Liabilities | Progress payment balances in excess of revenue recognized are classified as contract liabilities on the Consolidated Balance Sheet in the financial statement line item titled “Deferred revenue.” Years ended December 31, 2019 2018 Contract Liabilities: Asset Management - Deferred revenue $ - $ 1,875 Total Contract Liabilities $ - $ 1,875 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | Notes payable consisted of the following: December 31, 2019 December 31, 2018 Secured financing $ 694 $ 922 Notes payable - due to affiliates, unsecured, net of $27 and $16 thousand discount and unamortized deferred financing charges, respectively 5,706 5,716 Unsecured financing charges 595 595 Total notes payable, net $ 6,995 $ 7,233 |
Maturities of Borrowings | As of December 31, 2019, maturities of our borrowings are as follows: 2020 $ 5,810 2021 50 2022 1,162 2023 — 2024 and thereafter — Total $ 7,022 |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 December 31, 2018 Carrying amount $ 6,311 $ 6,420 Fair value $ 6,136 $ 6,224 |
Restricted Stock, Stock Optio_2
Restricted Stock, Stock Options and Other Stock Plans (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [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 and 2018. 2019 2018 Weighted average fair value of options granted $ 1.65 $ 1.80 Dividend yields — — Expected volatility 82.03%-82.32% 72.21%-83.47% Weighted average expected volatility 82.27% 81.76% Weighted average risk-free interest rates 2.15% 2.74% Weighted average expected term (in years) 8 6 |
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, 2018 436 $ 3.25 $ 8.50 - Granted 84 2.90 Exercised — — Forfeited or Expired (102 ) 2.28 Outstanding at December 31, 2018 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 Exercisable at December 31, 2019 221 $ 4.09 4.46 $ 22 |
Summary of Company's Restricted Share Activity | A summary of the Company’s restricted share activity is presented below: Shares Weighted Average Grant Date Fair Value Restricted nonvested at January 1, 2018 243 $ 2.16 Granted - - Vested (68 ) 2.13 Forfeited or Expired (37 ) 2.11 Outstanding at December 31, 2018 138 $ 2.18 Granted 254 2.33 Vested (46 ) 2.18 Forfeited or Expired — — Nonvested at December 31, 2019 346 $ 2.29 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Revenue Earned From Related Parties | The following table details the revenue earned from related parties. Years ended December 31, 2019 2018 Related party revenue Asset management $ 19,370 $ 13,273 Real estate services 1,192 570 Total Related Party Revenue $ 20,562 $ 13,843 |
Unconsolidated Joint Venture (T
Unconsolidated Joint Venture (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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: Twelve Months Ended December 31, 2019 2018 Statement of Operations: Total net revenue $ 558 $ 391 Total expenses 115 117 Net income $ 443 $ 274 Comstock Holding Companies, Inc. share of net income $ 222 $ 137 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 2018 Revenue by customer Related party $ 20,562 $ 13,843 Commercial 4,755 2,604 Total Revenue by Customer $ 25,317 $ 16,447 Years ended December 31, 2019 2018 Revenue by contract type Fixed-price $ 4,137 $ 2,084 Cost-plus 14,546 12,040 Time and Material 6,634 2,323 Total Revenue by contract type $ 25,317 $ 16,447 |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Continued Operations [Member] | |
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, 2019 and 2018 as their inclusion would be anti-dilutive. Years Ended December 31, 2019 2018 Stock options 237 6 Warrants 604 41 841 47 |
Discontinued Operations [Member] | |
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, 2019 and 2018 as their inclusion would be anti-dilutive. Years Ended December 31, 2019 2018 Restricted stock awards 207 91 Stock options 263 357 Warrants 604 601 1,074 1,049 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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: 2019 2018 Deferred: Federal $ 178 $ 2 State 32 — 210 2 Valuation allowance (208 ) (1,064 ) Total income tax expense (benefit) $ 2 $ (1,062 ) |
Components of Deferred Tax Assets and Liabilities | 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, 2019 and 2018 are as follows: 2019 2018 Deferred tax assets: Inventory $ 201 $ 500 Warranty 5 63 Net operating loss and tax credit carryforwards 37,440 37,812 Accrued expenses 7 4 Stock based compensation 502 379 Investment in affiliates 482 (28 ) Deferred Revenue - Advance payment 64 — 38,701 38,730 Less - valuation allowance (38,601 ) (38,684 ) Net deferred tax assets 100 46 Deferred tax liabilities: Depreciation and amortization (55 ) (11 ) Goodwill amortization (56 ) (44 ) Net deferred tax liabilities (111 ) (55 ) Net deferred tax assets (liabilities) $ (11 ) $ (9 ) |
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: 2019 2018 Federal statutory rate (21.00 %) (21.00 %) State income taxes - net of federal benefit (4.74 %) (4.74 %) Permanent differences (0.44 %) (2.40 %) Return to provision adjustments 0.42 % (4.29 %) Change in valuation allowance 25.47 % 11.81 % Current state income tax 0.00 % 0.00 % Change in enacted rate 0.00 % 1.52 % Other, net 0.00 % (2.44 %) Effective tax rate (0.29 %) (21.54 %) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Discontinued Operations in Financial Statements | The carrying amount of the assets and liabilities from discontinued operations, which were included within the Company’s prior Homebuilding segment, have been moved from their historical balance sheet presentation to assets and liabilities from discontinued operations as follows: December 31, 2019 December 31, 2018 ASSETS Cash and cash equivalents $ — $ 4,926 Restricted cash — 1,231 Trade receivables — 527 Real estate inventories — 20,082 Other assets, net — 1,102 TOTAL ASSETS $ — $ 27,868 LIABILITIES Accounts payable and accrued liabilities — 4,839 Notes payable - secured by real estate inventories, net of deferred financing charges — 12,510 Income taxes payable — 50 TOTAL LIABILITIES — 17,399 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: Years Ended December 31, 2019 2018 Revenues Revenue—homebuilding $ 14,919 $ 41,245 Revenue—real estate services — — Total revenue 14,919 41,245 Expenses Cost of sales—homebuilding 14,901 42,799 Impairment charges — 2,232 Sales and marketing 270 175 General and administrative 21 1,262 Interest and real estate tax expense — 74 Operating (loss) (273 ) (5,297 ) Other (loss), net — (7 ) (Loss) from discontinued operations before income taxes (273 ) (5,304 ) Income tax (benefit) expense (15 ) 18 Net (loss) from discontinued operations (258 ) (5,322 ) Net income attributable to non-controlling interests 313 470 Net (loss) attributable to Comstock Holding Companies, Inc. (571 ) (5,792 ) |
Segment Disclosures (Tables)
Segment Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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, 2019 and 2018. 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 (loss) income 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 Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2018 Gross revenue $ 13,416 $ 3,031 $ 16,447 Gross profit 1,182 (59 ) 1,123 Net (loss) income 2,256 (849 ) 1,407 Total assets 3,870 3,362 7,232 Depreciation, amortization, and stock based compensation 225 221 446 Interest expense — 90 90 |
Revision of Prior Period Fina_2
Revision of Prior Period Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Changes And Error Corrections [Abstract] | |
Schedule of Financial Statement Line Item Correction of the Amounts Previously Reported to the Revised Amounts | All financial statements and footnotes presented herein have been adjusted to reflect the revisions below. For the Three Months Ended March 31, 2019 For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 3,861 $ 350 $ 4,211 $ 4,024 $ 426 $ 4,450 $ 7,885 $ 776 $ 8,661 Direct costs - asset management 3,317 350 3,667 3,514 426 3,940 6,831 776 7,607 Interest (expense) (34 ) 16 (18 ) (132 ) 16 (116 ) (166 ) 32 (134 ) Net income (loss) 69 16 85 (253 ) 16 (237 ) (184 ) 32 (152 ) Notes payable - due to affiliates, net of discount 4,935 799 5,734 4,984 718 5,702 4,984 718 5,702 Additional paid-in capital 180,769 959 181,728 197,333 1,025 198,358 197,333 1,025 198,358 Accumulated deficit (194,250 ) (1,758 ) (196,008 ) (194,503 ) (1,742 ) (196,245 ) (194,503 ) (1,742 ) (196,245 ) Total equity 7,095 (799 ) 6,296 7,013 (718 ) 6,295 7,013 (718 ) 6,295 For the Three Months Ended September 30, 2019 For the Nine Months Ended September 30, 2019 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 4,293 $ 487 $ 4,780 $ 12,178 $ 1,263 $ 13,441 Direct costs - asset management 3,710 487 4,197 10,541 1,263 11,804 Interest (expense) (186 ) 16 (170 ) (352 ) 48 (304 ) Net (loss) (643 ) 16 (627 ) (827 ) 48 (779 ) Notes payable - due to affiliates, net of discount 4,981 702 5,683 4,981 702 5,683 Additional paid-in capital 198,184 1,025 199,209 198,184 1,025 199,209 Accumulated deficit (195,146 ) (1,726 ) (196,872 ) (195,146 ) (1,726 ) (196,872 ) Total equity 7,221 (702 ) 6,519 7,221 (702 ) 6,519 For the Three Months Ended March 31, 2018 For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 2,791 $ — $ 2,791 $ 2,960 $ 224 $ 3,184 $ 5,751 $ 224 $ 5,975 Direct costs - asset management 2,541 — 2,541 2,606 224 2,830 5,147 224 5,371 Interest (expense) (24 ) 13 (11 ) (24 ) (39 ) (63 ) (48 ) (26 ) (74 ) Income tax (expense) benefit — — — 495 — 495 495 — 495 Net (loss) (723 ) 13 (710 ) (1,002 ) (39 ) (1,041 ) (1,725 ) (26 ) (1,751 ) Notes payable - due to affiliates, net of discount 15,346 1,891 17,237 4,874 847 5,721 4,874 847 5,721 Additional paid-in capital 177,747 — 177,747 181,009 1,083 182,092 181,009 1,083 182,092 Accumulated deficit (190,526 ) (1,891 ) (192,417 ) (191,528 ) (1,930 ) (193,458 ) (191,528 ) (1,930 ) (193,458 ) Total equity 2,119 (1,891 ) 228 11,318 (847 ) 10,471 11,318 (847 ) 10,471 For the Three Months Ended September 30, 2018 For the Nine Months Ended September 30, 2018 For the Twelve Months Ended December 31, 2018 As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted As previously reported Adjustment As adjusted Revenues - asset management $ 2,730 $ 355 $ 3,085 $ 8,481 $ 579 $ 9,060 $ 12,473 $ 943 $ 13,416 Direct costs - asset management 2,458 355 2,813 7,605 579 8,184 11,291 943 12,234 Interest (expense) (25 ) 16 (9 ) (73 ) (10 ) (83 ) (97 ) 7 (90 ) Income tax (expense) benefit 445 83 528 940 83 1,023 938 124 1,062 Net (loss) (1,927 ) 99 (1,828 ) (3,652 ) 73 (3,579 ) (4,516 ) 131 (4,385 ) Notes payable - due to affiliates, net of discount 4,869 831 5,700 4,869 831 5,700 4,903 813 5,716 Additional paid-in capital 180,683 1,000 181,683 180,683 1,000 181,683 180,673 959 181,632 Accumulated deficit (193,456 ) (1,831 ) (195,287 ) (193,456 ) (1,831 ) (195,287 ) (194,319 ) (1,772 ) (196,091 ) Total equity 7,627 (831 ) 6,796 7,627 (831 ) 6,796 6,630 (813 ) 5,817 |
Organization - Additional Infor
Organization - Additional Information (Detail) - USD ($) | Mar. 19, 2020 | Dec. 31, 2019 |
Organization And Basis Of Presentation [Line Items] | ||
Notes payable to affiliates | $ 5,700,000 | |
Notes payable maturity | 2020 | |
CDS [Member] | Subsequent Events [Member] | Revolving Capital Line of Credit Agreement [Member] | ||
Organization And Basis Of Presentation [Line Items] | ||
Debt instrument, term | 5 years | |
CDS [Member] | Subsequent Events [Member] | Revolving Capital Line of Credit Agreement [Member] | Secured Financing [Member] | ||
Organization And Basis Of Presentation [Line Items] | ||
Capital line of credit | $ 10,000,000 | |
Debt instrument, term | 5 years | |
Master Transfer Agreement | CDS [Member] | Class A [Member] | ||
Organization And Basis Of Presentation [Line Items] | ||
Membership interests transferred in exchange for estimated residual cash flows period | 3 years |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | Jan. 01, 2019USD ($) | Dec. 31, 2019USD ($)Sector | Dec. 31, 2018USD ($) |
Summary Of Significant Accounting Policies [Line Items] | |||
Revenue, practical expedient, incremental cost of obtaining contract | true | ||
Stock based compensation cost | $ 479,000 | $ 257,000 | |
Stock based compensation cost capitalized to Long-term assets of discontinued operations | 5,000 | 23,000 | |
Lease ROU assets | 114,000 | 0 | |
Lease liabilities | 114,000 | ||
ASU 2016-02 [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Lease ROU assets | $ 170,000 | ||
Lease liabilities | 170,000 | ||
Cumulative effect on beginning retained earnings | $ 0 | ||
General and Administrative and Direct Costs - Real Estate Services [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Stock based compensation expenses | $ 474,000 | $ 234,000 | |
Unconsolidated Real Estate Venture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Number of sector, real estate own and operate | Sector | 2 | ||
Minimum [Member] | Unconsolidated Real Estate Venture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Investments in real estate ventures, planned investment period | 3 years | ||
Maximum [Member] | Unconsolidated Real Estate Venture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Investments in real estate ventures, planned investment period | 7 years | ||
Customer Concentration Risk [Member] | Revenues [Member] | Related Party Entities [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 81.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Fixed Assets are Carried at Cost Less Accumulated Depreciation (Detail) | 12 Months Ended |
Dec. 31, 2019 | |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | Shorter of asset life or related lease term |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 7 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 5 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 3 years |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 3 years |
Capitalized Software [Member] | |
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 ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts Receivable Net Current [Abstract] | ||
Allowance for doubtful accounts | $ 0 | |
Trade receivables | 1,886,000 | $ 973,000 |
Receivables from related parties | $ 3,644,000 | $ 2,950,000 |
Investments in Real Estate Ve_3
Investments in Real Estate Ventures at Fair Value - Additional Information (Detail) - USD ($) | 5 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 30, 2019 | Jul. 23, 2019 | |
Schedule Of Equity Method Investments [Line Items] | |||||
Fair value of investment | $ 8,421,000 | $ 8,421,000 | $ 0 | $ 9,306,000 | |
Distribution from equity method investment | 1,525,000 | ||||
Recognized loss in fair value due to lower estimated cash flows | 560,000 | 560,000 | $ 0 | ||
Cash invested | 1,200,000 | ||||
Investor's X [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Fair value of investment | $ 7,200,000 | 7,200,000 | $ 9,300,000 | ||
Distribution from equity method investment | 1,500,000 | ||||
Recognized loss in fair value due to lower estimated cash flows | 560,000 | ||||
The Hartford [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Fair value of investment | $ 1,200,000 | ||||
Distribution from equity method investment | 0 | ||||
Recognized loss in fair value due to lower estimated cash flows | 0 | ||||
Cash invested | $ 1,200,000 |
Investments in Real Estate Ve_4
Investments in Real Estate Ventures at Fair Value - Schedule of Investments in Real Estate Ventures (Detail) - USD ($) | 5 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |||
Fair value investments, beginning balance | $ 9,306,000 | $ 0 | |
Investments | 1,200,000 | ||
Distributions | (1,525,000) | ||
Change in fair value | (560,000) | (560,000) | $ 0 |
Fair value investments, ending balance | $ 8,421,000 | $ 8,421,000 | $ 0 |
Investments in Real Estate Ve_5
Investments in Real Estate Ventures at Fair Value - Schedule of Combined Financial Information for Unconsolidated Real Estate Ventures (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Balance Sheets: | ||||||||||||
TOTAL ASSETS | $ 19,933 | $ 35,100 | ||||||||||
TOTAL LIABILITIES | 11,576 | 29,283 | ||||||||||
Total equity | 8,357 | (9,889) | ||||||||||
Statements of Operations: | ||||||||||||
Net loss | $ (627) | $ (237) | $ 85 | $ (1,828) | $ (1,041) | $ (710) | $ (152) | $ (1,751) | $ (779) | $ (3,579) | 893 | $ (4,385) |
Unconsolidated Real Estate Ventures [Member] | ||||||||||||
Balance Sheets: | ||||||||||||
Real estate inventories | 11,328 | |||||||||||
Investments in real estate, net of depreciation | 1,200 | |||||||||||
Cash | 2,616 | |||||||||||
Accounts receivable | 200 | |||||||||||
Other assets | 1,456 | |||||||||||
TOTAL ASSETS | 16,800 | |||||||||||
Notes payable | 6,166 | |||||||||||
Warranty reserves | 150 | |||||||||||
Accounts payable | 1,787 | |||||||||||
Accrued liabilities | 500 | |||||||||||
Purchaser deposits | 1,773 | |||||||||||
TOTAL LIABILITIES | 10,376 | |||||||||||
Total equity | 6,424 | |||||||||||
Statements of Operations: | ||||||||||||
Revenue | 6,832 | |||||||||||
Net loss | $ (1,364) |
Fixed Assets, Net - Fixed Asset
Fixed Assets, Net - Fixed Assets are Carried at Cost Less Accumulated Depreciation (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | $ 1,327 | $ 1,120 |
Less : accumulated depreciation | (1,049) | (899) |
Fixed assets, Net, Total | 278 | 221 |
Computer Equipment and Capitalized Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 893 | 767 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 63 | 56 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 224 | 209 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 141 | 88 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | $ 6 | $ 0 |
Fixed Assets, Net - Additional
Fixed Assets, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 150 | $ 118 |
General and Administrative [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 150 | $ 118 |
Leases - Additional Information
Leases - Additional Information (Detail) | Dec. 31, 2019USD ($) |
Lessee Lease Description [Line Items] | |
Operating lease borrowing rate | 6.50% |
Operating lease payments related to option to extend lease term | $ 108,000 |
Operating lease not yet commenced liability | $ 0 |
Maximum [Member] | |
Lessee Lease Description [Line Items] | |
Operating lease term of contract | 12 months |
Operating lease remaining lease term | 3 years |
Minimum [Member] | |
Lessee Lease Description [Line Items] | |
Operating lease remaining lease term | 1 year |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of lease liabilities (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 59 |
2021 | 54 |
2022 | 9 |
Total lease payments | 122 |
Less: imputed interest | 8 |
Present value of lease liabilities | $ 114 |
Goodwill and Intangibles - Addi
Goodwill and Intangibles - Additional Information (Detail) - USD ($) | Jul. 17, 2017 | Dec. 31, 2019 | Dec. 31, 2018 |
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 [Member] | |||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Intangible asset amortization | $ 67,000 | $ 67,000 | |
Customer Relationships [Member] | |||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Amortization period of intangible assets | 4 years | ||
Comstock Environmental [Member] | |||
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, 2019 | Dec. 31, 2018 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Intangibles | $ 268 | $ 268 |
Less : accumulated amortization | (165) | (98) |
Intangible assets, net | $ 103 | $ 170 |
Goodwill and Intangibles - Su_2
Goodwill and Intangibles - Summary of Future Estimated Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2020 | $ 67 | |
2021 | 36 | |
Total | $ 103 | $ 170 |
Contract Liabilities - Summary
Contract Liabilities - Summary of Contract Liabilities (Detail) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Contract Liabilities: | ||
Deferred revenue | $ 0 | $ 1,875,000 |
Total Contract Liabilities | 0 | 1,875,000 |
Asset Management [Member] | ||
Contract Liabilities: | ||
Deferred revenue | $ 0 | $ 1,875,000 |
Contract Liabilities - Addition
Contract Liabilities - Additional Information (Detail) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Contract With Customer Asset And Liability [Abstract] | ||
Contract liabilities | $ 0 | $ 1,875,000 |
Debt - Additional Information (
Debt - Additional Information (Detail) | May 23, 2018USD ($)$ / sharesshares | Oct. 17, 2014USD ($) | Dec. 31, 2019USD ($)SecurityLoanPromissory_Notes$ / shares | Dec. 31, 2018USD ($)SecurityLoanPromissory_Notes$ / shares | Dec. 29, 2015USD ($) | Dec. 18, 2014USD ($) |
Line of Credit Facility [Line Items] | ||||||
Debt instrument, gross | $ 7,022,000 | |||||
Outstanding borrowings and accrued interest, net of discounts | $ 5,700,000 | |||||
Credit facility outstanding | $ 5,000,000 | |||||
Series C Preferred Stock [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Preferred stock par value per share | $ / shares | $ 0.01 | $ 0.01 | ||||
Comstock Growth Fund [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest payments | $ 600,000 | $ 600,000 | ||||
Unsecured Seller-financed Promissory Note [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument maturity date | Jul. 17, 2022 | |||||
Interest rate for period | 5.00% | 6.00% | ||||
Debt instrument, gross | $ 595,000 | $ 595,000 | ||||
Number of unsecured seller-financed promissory note outstanding | Promissory_Notes | 1 | 1 | ||||
Unsecured Seller-financed Promissory Note [Member] | 3rd Loan Anniversary [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long term debt due for maturity dates | $ 50,000 | |||||
Unsecured Seller-financed Promissory Note [Member] | 4th Loan Anniversary [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long term debt due for maturity dates | $ 50,000 | |||||
LIBOR Rate [Member] | Unsecured Seller-financed Promissory Note [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument spread variable rate | 3.00% | |||||
Secured Financing [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Number of secured loans | SecurityLoan | 2 | 2 | ||||
Fixed interest rate | 6.50% | 6.50% | ||||
Debt instrument maturity date | Oct. 17, 2022 | |||||
Secured Loan One [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding secured debt | $ 667,000 | $ 874,000 | ||||
Secured Loan Two [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding secured debt | 27,000 | 34,000 | ||||
Secured Line of Credit [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding secured debt | 13,000 | |||||
Maximum borrowing capacity | $ 200,000 | |||||
Interest rate for period | 6.75% | |||||
Secured Line of Credit [Member] | Prime Rate [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument spread variable rate | 2.50% | |||||
Unsecured Notes Payable To Affiliate [Member] | Comstock Growth Fund [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Outstanding borrowings and accrued interest, net of discounts | $ 5,700,000 | $ 5,700,000 | ||||
Notes Payable, Other Payables [Member] | Comstock Growth Fund [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument maturity date | Apr. 16, 2020 | |||||
Maximum borrowing capacity | $ 20,000,000 | $ 25,000,000 | ||||
Debt instrument, term | 3 years | |||||
Debt instrument, initial principal amount | $ 10,000,000 | |||||
Loan annual principal repayment, percentage | 10.00% | |||||
Principal payments to CGF | $ 0 | $ 0 | ||||
Notes Payable, Other Payables [Member] | Comstock Growth Fund [Member] | Membership Exchange Agreement [Member] | ||||||
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 [Member] | Comstock Growth Fund [Member] | Membership Exchange Agreement [Member] | Series C- Non Convertible Preferred Stock [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Convertible preferred shares issued upon conversion | shares | 1,482,300 | |||||
Preferred stock par value per share | $ / shares | $ 0.01 | |||||
Notes Payable, Other Payables [Member] | Comstock Growth Fund [Member] | Membership Exchange Agreement [Member] | Series C Preferred Stock [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Preferred stock liquidation value per share | $ / shares | $ 5 |
Debt - Summary of Notes Payable
Debt - Summary of Notes Payable (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 |
Debt Disclosure [Abstract] | ||||||||
Secured financing | $ 694 | $ 922 | ||||||
Short term notes payable - due to affiliates, net of discount | 5,706 | $ 5,683 | $ 5,702 | $ 5,734 | 5,716 | $ 5,700 | $ 5,721 | $ 17,237 |
Unsecured financing charges | 595 | 595 | ||||||
Total notes payable, net | $ 6,995 | $ 7,233 |
Debt - Summary of Notes Payab_2
Debt - Summary of Notes Payable (Parenthetical) (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Notes Payable to Affiliates [Member] | ||
Debt Instrument [Line Items] | ||
Discount and deferred financing charges, net of amortization | $ 27 | $ 16 |
Debt - Maturities of Borrowings
Debt - Maturities of Borrowings (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 5,810 |
2021 | 50 |
2022 | 1,162 |
2023 | 0 |
2024 and thereafter | 0 |
Total | $ 7,022 |
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, 2019 | Dec. 31, 2018 |
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Carrying amount | $ 6,995 | $ 7,233 |
Unobservable Inputs (Level 3 Inputs) [Member] | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Carrying amount | 6,311 | 6,420 |
Fair value | $ 6,136 | $ 6,224 |
Fair Value Disclosures - Additi
Fair Value Disclosures - Additional Information (Detail) - USD ($) | Dec. 31, 2019 | Jul. 23, 2019 | Dec. 31, 2018 |
Fair Value, Option, Quantitative Disclosures [Line Items] | |||
Investments in real estate ventures at fair value | $ 8,421,000 | $ 9,306,000 | $ 0 |
Level 3 [Member] | |||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||
Investments in real estate ventures at fair value | $ 8,400,000 | ||
Comstock Growth Fund One And Two [Member] | Series C- Non Convertible Preferred Stock [Member] | |||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||
Convertible preferred shares issued upon conversion | 2,220,690 | ||
Preferred stock liquidation value per share | $ 5 |
Restricted Stock, Stock Optio_3
Restricted Stock, Stock Options and Other Stock Plans - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 12, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average remaining contractual term of unexercised stock options | 4 years 6 months | 7 years 8 months 12 days | |||
Class A [Member] | November 2014 New Share Repurchase Program [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Remaining common stock available for repurchase under share repurchase program | 404,000 | 404,000 | |||
Class A [Member] | Maximum [Member] | November 2014 New Share Repurchase Program [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
New share repurchase program, shares authorized to repurchase | 429,000 | ||||
2019 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost related to nonvested stock issuances | $ 625 | $ 321 | |||
2019 Plan [Member] | Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 2,500,000 | ||||
Description of additional shares authorized for issuance under omnibus incentive plan | The 2019 Plan authorized 2.5 million shares of our Class A Common Stock subject to adjustment for forfeitures and tax withholdings. | ||||
Shares available for issuance under omnibus incentive plan | 2,100,000 | 60,000 | |||
2019 Plan [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Omnibus incentive plan stock option expiration period | 10 years | ||||
Weighted-average remaining contractual term of unexercised stock options | 7 years 2 months 26 days | ||||
2004 Long-Term Compensation Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost related to nonvested stock issuances | $ 625 | $ 321 | |||
2004 Long-Term Compensation Plan [Member] | Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for issuance under omnibus incentive plan | 2,100,000 | 60,000 | |||
2004 Long-Term Compensation Plan [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average remaining contractual term of unexercised stock options | 7 years 8 months 1 day | 8 years 6 months |
Restricted Stock, Stock Optio_4
Restricted Stock, Stock Options and Other Stock Plans - Summary of Assumptions Used to Calculate Fair Value of Options (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Abstract] | ||
Weighted average fair value of options granted | $ 1.65 | $ 1.80 |
Dividend yields | 0.00% | 0.00% |
Expected volatility, minimum | 82.03% | 72.21% |
Expected volatility, maximum | 82.32% | 83.47% |
Weighted average expected volatility | 82.27% | 81.76% |
Weighted average risk-free interest rates | 2.15% | 2.74% |
Weighted average expected term (in years) | 8 years | 6 years |
Restricted Stock, Stock Optio_5
Restricted Stock, Stock Options and Other Stock Plans - Summary Information about Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-Average Remaining Contractual Term, Outstanding | 4 years 6 months | 7 years 8 months 12 days | |
Stock Options [Member] | 2004 Long-Term Compensation Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning balance, Shares | 418 | 436 | |
Granted, Shares | 84 | ||
Exercised, Shares | 0 | ||
Forfeited or Expired, Shares | (102) | ||
Ending balance, Shares | 418 | 436 | |
Weighted Average Exercise Price, Beginning balance | $ 3.42 | $ 3.25 | |
Weighted Average Exercise Price, Granted | 2.90 | ||
Weighted Average Exercise Price, Exercised | 0 | ||
Weighted Average Exercise Price, Forfeited or Expired | 2.28 | ||
Weighted Average Exercise Price, Ending balance | $ 3.42 | $ 3.25 | |
Weighted-Average Remaining Contractual Term, Outstanding | 7 years 8 months 1 day | 8 years 6 months | |
Aggregate Intrinsic Value Outstanding | $ 9 | $ 0 | |
Stock Options [Member] | 2019 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, Shares | 104 | ||
Exercised, Shares | 0 | ||
Forfeited or Expired, Shares | (7) | ||
Ending balance, Shares | 515 | ||
Exercisable, Shares | 221 | ||
Weighted Average Exercise Price, Granted | $ 1.89 | ||
Weighted Average Exercise Price, Exercised | 0 | ||
Weighted Average Exercise Price, Forfeited or Expired | 12.01 | ||
Weighted Average Exercise Price, Ending balance | 2.96 | ||
Weighted Average Exercise Price, Exercisable | $ 4.09 | ||
Weighted-Average Remaining Contractual Term, Outstanding | 7 years 2 months 26 days | ||
Weighted-Average Remaining Contractual Term, Exercisable at December 31, 2019 | 4 years 5 months 15 days | ||
Aggregate Intrinsic Value Outstanding | $ 60 | ||
Aggregate Intrinsic Value Exercisable | $ 22 |
Restricted Stock, Stock Optio_6
Restricted Stock, Stock Options and Other Stock Plans - Summary of Company's Restricted Share Activity (Detail) - Restricted Stock Awards [Member] - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
2004 Long-Term Compensation Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted shares, Beginning balance | 138 | 243 |
Restricted shares, Granted | 0 | |
Restricted shares, Vested | (68) | |
Restricted shares, Forfeited or Expired | (37) | |
Restricted shares, Ending balance | 138 | |
Weighted Average Grant Date Fair Value, Beginning balance | $ 2.18 | $ 2.16 |
Weighted Average Grant Date Fair Value, Granted | 0 | |
Weighted Average Grant Date Fair Value, Vested | 2.13 | |
Weighted Average Grant Date Fair Value, Forfeited or Expired | 2.11 | |
Weighted Average Grant Date Fair Value, Ending balance | $ 2.18 | |
2019 Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted shares, Granted | 254 | |
Restricted shares, Vested | (46) | |
Restricted shares, Forfeited or Expired | 0 | |
Restricted shares, Ending balance | 346 | |
Weighted Average Grant Date Fair Value, Granted | $ 2.33 | |
Weighted Average Grant Date Fair Value, Vested | 2.18 | |
Weighted Average Grant Date Fair Value, Forfeited or Expired | 0 | |
Weighted Average Grant Date Fair Value, Ending balance | $ 2.29 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | Jan. 01, 2020Property | Dec. 30, 2019USD ($) | Apr. 30, 2019USD ($)Installment$ / ft² | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2019USD ($)Property | Dec. 31, 2018USD ($) | May 23, 2018USD ($)$ / sharesshares | Dec. 29, 2015USD ($) |
Related Party Transaction [Line Items] | |||||||||||||||||
Future minimum lease payments | $ 400,000 | ||||||||||||||||
Lease expiration date | Sep. 30, 2020 | ||||||||||||||||
Revenue-asset management | 25,317,000 | $ 16,447,000 | |||||||||||||||
Credit facility outstanding | $ 5,000,000 | ||||||||||||||||
Comstock Growth Fund II, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Debt instrument, initial principal amount | $ 5,000,000 | ||||||||||||||||
Notes Payable, Other Payables [Member] | Note Exchange Agreement [Member] | Comstock Growth Fund II, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Credit facility outstanding | $ 3,700,000 | ||||||||||||||||
Comstock Partners, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Acquisition fee received | $ 500,000 | ||||||||||||||||
Asset Management [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Revenue-asset management | $ 4,780,000 | $ 4,450,000 | $ 4,211,000 | $ 3,085,000 | $ 3,184,000 | $ 2,791,000 | $ 8,661,000 | $ 5,975,000 | $ 13,441,000 | $ 9,060,000 | 19,605,000 | 13,416,000 | |||||
Comstock Asset Management, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Total rental payments made under lease agreement | 600,000 | 400,000 | |||||||||||||||
Rent expense | $ 600,000 | 400,000 | |||||||||||||||
Fixed annual payment | 1,000,000 | ||||||||||||||||
Comstock Asset Management, L.C. [Member] | 2019 Amended Asset Management Agreement [Member] | |||||||||||||||||
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. [Member] | 2019 Amended Asset Management Agreement [Member] | Incentive Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of free cash flow from real estate assets | 10.00% | ||||||||||||||||
Comstock Asset Management, L.C. [Member] | 2019 Amended Asset Management Agreement [Member] | Investment Origination Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of raised capital | 1.00% | ||||||||||||||||
Comstock Asset Management, L.C. [Member] | Asset Management [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Revenue-asset management | $ 12,000,000 | ||||||||||||||||
CDS [Member] | Residential Property Management Agreements [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Number of property into agreement | Property | 2 | ||||||||||||||||
Property management agreements initial term | 1 year | ||||||||||||||||
Property management agreements renewal term | 1 year | ||||||||||||||||
CDS [Member] | Construction Management Agreement [Member] | Subsequent Events [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Number of property into agreement | Property | 2 | ||||||||||||||||
CDS [Member] | Construction Management Agreement [Member] | Minimum [Member] | Subsequent Events [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of construction management fee | 1.00% | ||||||||||||||||
CDS [Member] | Construction Management Agreement [Member] | Maximum [Member] | Subsequent Events [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of construction management fee | 4.00% | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Fixed annual payment | $ 1,000,000 | ||||||||||||||||
Agreement extended termination date | Dec. 31, 2027 | ||||||||||||||||
Agreement additional extension term | 1 year | ||||||||||||||||
Agreement notice period required for non-renewal | 180 days | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | Asset Management Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of CRE portfolio revenues | 2.50% | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | Construction Management Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of all costs associated with portfolio projects in development | 4.00% | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | Property Management Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage of CRE portfolio revenues | 1.00% | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | Acquisition Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Maximum percentage of purchase price of an acquired asset | 0.50% | ||||||||||||||||
CDS [Member] | 2019 Amended Asset Management Agreement [Member] | Disposition Fee [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Percentage sales price of an asset on disposition | 0.50% | ||||||||||||||||
Comstock Investors X [Member] | Business Management Agreement [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Aggregate fee payable | $ 937,500 | ||||||||||||||||
Number of installments of fee payment | Installment | 15 | ||||||||||||||||
Aggregate fee payable, frequency of periodic payment | quarterly | ||||||||||||||||
Fee payable in installments | $ 62,500 | ||||||||||||||||
Hartford Investment [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Investment related to the purchase | $ 1,200,000 | ||||||||||||||||
Series C- Non Convertible Preferred Stock [Member] | Notes Payable, Other Payables [Member] | Note Exchange Agreement [Member] | Comstock Growth Fund II, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Convertible preferred shares issued upon conversion | shares | 738,390 | ||||||||||||||||
Preferred stock par value per share | $ / shares | $ 0.01 | ||||||||||||||||
Series C Preferred Stock [Member] | Notes Payable, Other Payables [Member] | Note Exchange Agreement [Member] | Comstock Growth Fund II, L.C. [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Preferred stock liquidation value per share | $ / shares | $ 5 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Revenue Earned From Related Parties (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||
Related Party Revenue | $ 25,317 | $ 16,447 |
Related Party [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Revenue | 20,562 | 13,843 |
Related Party [Member] | Asset Management [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Revenue | 19,370 | 13,273 |
Related Party [Member] | Real Estate Services [Member] | ||
Related Party Transaction [Line Items] | ||
Related Party Revenue | $ 1,192 | $ 570 |
Unconsolidated Joint Venture -
Unconsolidated Joint Venture - Additional Information (Detail) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule Of Equity Method Investments [Line Items] | |||
(Loss) on equity method investments carried at fair value | $ (560) | $ (560) | $ 0 |
Distribution from equity method investment | 1,525 | ||
Title Insurance Joint Venture [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
(Loss) on equity method investments carried at fair value | 222 | 137 | |
Distribution from equity method investment | 172 | 89 | |
Title Insurance Joint Venture [Member] | Prepaid and Other Assets, Net [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Investment in unconsolidated joint venture | $ 125 | $ 125 | $ 72 |
Unconsolidated Joint Venture _2
Unconsolidated Joint Venture - Summarized Financial Information for Unconsolidated Joint Venture (Detail) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Operations: | |||
Change in fair value | $ (560) | $ (560) | $ 0 |
Title Insurance Joint Venture [Member] | |||
Statement of Operations: | |||
Total net revenue | 558 | 391 | |
Total expenses | 115 | 117 | |
Net income | 443 | 274 | |
Change in fair value | $ 222 | $ 137 |
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, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 25,317 | $ 16,447 |
Fixed-price [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 4,137 | 2,084 |
Cost-plus [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 14,546 | 12,040 |
Time and Material [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 6,634 | 2,323 |
Related Party [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 20,562 | 13,843 |
Commercial [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 4,755 | $ 2,604 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Related Party Revenue | $ 25,317 | $ 16,447 |
Transferred over Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Related Party Revenue | 23,300 | 15,900 |
Transferred at Point in Time [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Related Party Revenue | $ 2,100 | $ 600 |
Income (Loss) Per Share - Summa
Income (Loss) Per Share - Summary of Shares Equivalents Excluded from Continued Operations Dilutive Share Computation (Detail) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 1,074 | 1,049 |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 263 | 357 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 604 | 601 |
Continued Operations [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 841 | 47 |
Continued Operations [Member] | Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 237 | 6 |
Continued Operations [Member] | Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 604 | 41 |
Income (Loss) Per Share - Sum_2
Income (Loss) Per Share - Summary of Shares Equivalents Excluded from Discontinued Operations Dilutive Share Computation (Detail) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 1,074 | 1,049 |
Restricted Stock Awards [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 207 | 91 |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 263 | 357 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation | 604 | 601 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Examination [Line Items] | ||||||
Income tax expense (benefit) from continuing operations | $ (528,000) | $ (495,000) | $ (495,000) | $ (1,023,000) | $ 2,000 | $ (1,062,000) |
Effective tax rate | (0.29%) | (21.54%) | ||||
Net operating losses | $ 145,000,000 | |||||
Year of expiration of net operating loss carryforward expiration year | 2027 | |||||
Specified time period for ownership change | 3 years | |||||
Accruals related to uncertainties tax positions | $ 0 | $ 0 | ||||
Tax year remain subject to examination | 2016 2017 2018 | |||||
Minimum [Member] | ||||||
Income Tax Examination [Line Items] | ||||||
Percentage of ownership change | 50.00% | |||||
Percentage of change in ownership of shareholders | 1.00% | |||||
Maximum [Member] | ||||||
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, 2019 | Dec. 31, 2018 | |
Deferred: | ||
Federal | $ 178 | $ 2 |
State | 32 | 0 |
Deferred Income Tax Expense Total | 210 | 2 |
Valuation allowance | (208) | (1,064) |
Total income tax expense (benefit) | $ 2 | $ (1,062) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Inventory | $ 201 | $ 500 |
Warranty | 5 | 63 |
Net operating loss and tax credit carryforwards | 37,440 | 37,812 |
Accrued expenses | 7 | 4 |
Stock based compensation | 502 | 379 |
Investment in affiliates assets | 482 | |
Investment in affiliates liabilities | (28) | |
Deferred Revenue - Advance payment | 64 | 0 |
Deferred tax assets gross | 38,701 | 38,730 |
Less - valuation allowance | (38,601) | (38,684) |
Net deferred tax assets | 100 | 46 |
Deferred tax liabilities: | ||
Depreciation and amortization | (55) | (11) |
Goodwill amortization | (56) | (44) |
Net deferred tax liabilities | (111) | (55) |
Net deferred tax assets (liabilities) | $ (11) | $ (9) |
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, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | (21.00%) | (21.00%) |
State income taxes - net of federal benefit | (4.74%) | (4.74%) |
Permanent differences | (0.44%) | (2.40%) |
Return to provision adjustments | 0.42% | (4.29%) |
Change in valuation allowance | 25.47% | 11.81% |
Current state income tax | 0.00% | 0.00% |
Change in enacted rate | 0.00% | 1.52% |
Other, net | 0.00% | (2.44%) |
Effective tax rate | (0.29%) | (21.54%) |
Discontinued Operations - Summa
Discontinued Operations - Summary of Assets and Liabilities from Discontinued Operations (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 0 | $ 4,926 |
Restricted cash | 0 | 1,231 |
Trade receivables | 0 | 527 |
Real estate inventories | 0 | 20,082 |
Other assets, net | 0 | 1,102 |
TOTAL ASSETS | 0 | 27,868 |
LIABILITIES | ||
Accounts payable and accrued liabilities | 0 | 4,839 |
Notes payable - secured by real estate inventories, net of deferred financing charges | 0 | 12,510 |
Income taxes payable | 0 | 50 |
TOTAL LIABILITIES | $ 0 | $ 17,399 |
Discontinued Operations - Sum_2
Discontinued Operations - Summary of Operating Results of Discontinued Operations Reflected on Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | ||
Total revenue | $ 14,919 | $ 41,245 |
Expenses | ||
Impairment charges | 0 | 2,232 |
Sales and marketing | 270 | 175 |
General and administrative | 21 | 1,262 |
Interest and real estate tax expense | 0 | 74 |
Operating (loss) | (273) | (5,297) |
Other (loss), net | 0 | (7) |
(Loss) from discontinued operations before income taxes | (273) | (5,304) |
Income tax (benefit) expense | (15) | 18 |
Net (loss) from discontinued operations | (258) | (5,322) |
Net income attributable to non-controlling interests | 313 | 470 |
Net (loss) attributable to Comstock Holding Companies, Inc. | (571) | (5,792) |
Homebuilding [Member] | ||
Revenues | ||
Total revenue | 14,919 | 41,245 |
Expenses | ||
Cost of sales | 14,901 | 42,799 |
Real Estate Services [Member] | ||
Revenues | ||
Total revenue | $ 0 | $ 0 |
Segment Disclosures - Additiona
Segment Disclosures - Additional Information (Detail) | 5 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Disclosures - Segment R
Segment Disclosures - Segment Reporting Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | ||||||||||||
Gross revenue | $ 25,317 | $ 16,447 | ||||||||||
Net income (loss) | $ (627) | $ (237) | $ 85 | $ (1,828) | $ (1,041) | $ (710) | $ (152) | $ (1,751) | $ (779) | $ (3,579) | 893 | (4,385) |
Total assets | 19,933 | 35,100 | ||||||||||
Continuing Operations [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Gross revenue | 25,317 | 16,447 | ||||||||||
Gross profit | 4,145 | 1,123 | ||||||||||
Net income (loss) | 1,464 | 1,407 | ||||||||||
Total assets | 19,933 | 7,232 | ||||||||||
Depreciation, amortization, and stock based compensation | 696 | 446 | ||||||||||
Interest expense | 474 | 90 | ||||||||||
Asset Management [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Gross revenue | 19,605 | 13,416 | ||||||||||
Gross profit | 3,044 | 1,182 | ||||||||||
Net income (loss) | 1,737 | 2,256 | ||||||||||
Total assets | 15,270 | 3,870 | ||||||||||
Depreciation, amortization, and stock based compensation | 430 | 225 | ||||||||||
Interest expense | 390 | |||||||||||
Real Estate Services [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Gross revenue | 5,712 | 3,031 | ||||||||||
Gross profit | 1,101 | (59) | ||||||||||
Net income (loss) | (273) | (849) | ||||||||||
Total assets | 4,663 | 3,362 | ||||||||||
Depreciation, amortization, and stock based compensation | 266 | 221 | ||||||||||
Interest expense | $ 84 | $ 90 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Mar. 19, 2020 | Dec. 31, 2019 | Mar. 27, 2020 |
Comstock Growth Fund [Member] | |||
Subsequent Event [Line Items] | |||
Debt Instrument retired description | On March 27, 2020, the Company drew $5.5 million on the Loan and on April 13, 2020 the Company retired the CGF Note. | ||
Revolving Capital Line of Credit Agreement [Member] | CDS [Member] | Subsequent Events [Member] | |||
Subsequent Event [Line Items] | |||
Debt instrument, term | 5 years | ||
Debt instrument maturity date from initial date | 12 months | ||
Revolving Capital Line of Credit Agreement [Member] | CDS [Member] | Secured Financing [Member] | Subsequent Events [Member] | |||
Subsequent Event [Line Items] | |||
Capital line of credit | $ 10,000,000 | ||
Debt instrument, term | 5 years | ||
Capital line of credit drawn | $ 5,500 | ||
WSJ Prime Rate [Member] | Revolving Capital Line of Credit Agreement [Member] | CDS [Member] | Subsequent Events [Member] | |||
Subsequent Event [Line Items] | |||
Debt instrument spread variable rate | 1.00% |
Revision of Prior Period Fina_3
Revision of Prior Period Financial Statements - Schedule of Financial Statement Line Item Correction of the Amounts Previously Reported to the Revised Amounts (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Total revenue | $ 25,317 | $ 16,447 | |||||||||||
Interest (expense) | $ (170) | $ (116) | $ (18) | $ (9) | $ (63) | $ (11) | $ (134) | $ (74) | $ (304) | $ (83) | (474) | (90) | |
Income tax (expense) benefit | 528 | 495 | 495 | 1,023 | (2) | 1,062 | |||||||
Net income (loss) | (627) | (237) | 85 | (1,828) | (1,041) | (710) | (152) | (1,751) | (779) | (3,579) | 893 | (4,385) | |
Notes payable - due to affiliates, net of discount | 5,683 | 5,702 | 5,734 | 5,700 | 5,721 | 17,237 | 5,702 | 5,721 | 5,683 | 5,700 | 5,706 | 5,716 | |
Additional paid-in capital | 199,209 | 198,358 | 181,728 | 181,683 | 182,092 | 177,747 | 198,358 | 182,092 | 199,209 | 181,683 | 199,372 | 181,632 | |
Accumulated deficit | (196,872) | (196,245) | (196,008) | (195,287) | (193,458) | (192,417) | (196,245) | (193,458) | (196,872) | (195,287) | (195,198) | (196,091) | |
Total equity | 6,519 | 6,295 | 6,296 | 6,796 | 10,471 | 228 | 6,295 | 10,471 | 6,519 | 6,796 | 8,357 | 5,817 | $ 707 |
As Previously Reported [Member] | |||||||||||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Interest (expense) | (186) | (132) | (34) | (25) | (24) | (24) | (166) | (48) | (352) | (73) | (97) | ||
Income tax (expense) benefit | 445 | 495 | 495 | 940 | 938 | ||||||||
Net income (loss) | (643) | (253) | 69 | (1,927) | (1,002) | (723) | (184) | (1,725) | (827) | (3,652) | (4,516) | ||
Notes payable - due to affiliates, net of discount | 4,981 | 4,984 | 4,935 | 4,869 | 4,874 | 15,346 | 4,984 | 4,874 | 4,981 | 4,869 | 4,903 | ||
Additional paid-in capital | 198,184 | 197,333 | 180,769 | 180,683 | 181,009 | 177,747 | 197,333 | 181,009 | 198,184 | 180,683 | 180,673 | ||
Accumulated deficit | (195,146) | (194,503) | (194,250) | (193,456) | (191,528) | (190,526) | (194,503) | (191,528) | (195,146) | (193,456) | (194,319) | ||
Total equity | 7,221 | 7,013 | 7,095 | 7,627 | 11,318 | 2,119 | 7,013 | 11,318 | 7,221 | 7,627 | 6,630 | ||
Adjustment [Member] | |||||||||||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Interest (expense) | 16 | 16 | 16 | 16 | (39) | 13 | 32 | (26) | 48 | (10) | 7 | ||
Income tax (expense) benefit | 83 | 83 | 124 | ||||||||||
Net income (loss) | 16 | 16 | 16 | 99 | (39) | 13 | 32 | (26) | 48 | 73 | 131 | ||
Notes payable - due to affiliates, net of discount | 702 | 718 | 799 | 831 | 847 | 1,891 | 718 | 847 | 702 | 831 | 813 | ||
Additional paid-in capital | 1,025 | 1,025 | 959 | 1,000 | 1,083 | 1,025 | 1,083 | 1,025 | 1,000 | 959 | |||
Accumulated deficit | (1,726) | (1,742) | (1,758) | (1,831) | (1,930) | (1,891) | (1,742) | (1,930) | (1,726) | (1,831) | (1,772) | ||
Total equity | (702) | (718) | (799) | (831) | (847) | (1,891) | (718) | (847) | (702) | (831) | (813) | ||
Asset Management [Member] | |||||||||||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Total revenue | 4,780 | 4,450 | 4,211 | 3,085 | 3,184 | 2,791 | 8,661 | 5,975 | 13,441 | 9,060 | 19,605 | 13,416 | |
Direct costs | 4,197 | 3,940 | 3,667 | 2,813 | 2,830 | 2,541 | 7,607 | 5,371 | 11,804 | 8,184 | $ 16,561 | 12,234 | |
Asset Management [Member] | As Previously Reported [Member] | |||||||||||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Total revenue | 4,293 | 4,024 | 3,861 | 2,730 | 2,960 | 2,791 | 7,885 | 5,751 | 12,178 | 8,481 | 12,473 | ||
Direct costs | 3,710 | 3,514 | 3,317 | 2,458 | 2,606 | $ 2,541 | 6,831 | 5,147 | 10,541 | 7,605 | 11,291 | ||
Asset Management [Member] | Adjustment [Member] | |||||||||||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||||||||||||
Total revenue | 487 | 426 | 350 | 355 | 224 | 776 | 224 | 1,263 | 579 | 943 | |||
Direct costs | $ 487 | $ 426 | $ 350 | $ 355 | $ 224 | $ 776 | $ 224 | $ 1,263 | $ 579 | $ 943 |