Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CatchMark Timber Trust, Inc. | |
Entity Central Index Key | 0001341141 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Smaller Reporting Company | true | |
Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 49,006,426 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Cash and cash equivalents | $ 10,817 | $ 5,614 |
Accounts receivable | 6,491 | 7,355 |
Prepaid expenses and other assets | 4,831 | 7,369 |
Operating lease right-of-use asset, less accumulated amortization of $139 as of June 30, 2019 (Note 2) | 3,261 | |
Deferred financing costs | 288 | 327 |
Timber assets (Note 3): | ||
Timber and timberlands, net | 665,616 | 687,851 |
Intangible lease assets, less accumulated amortization of $947 and $945 as of June 30, 2019 and December 31, 2018, respectively | 10 | 12 |
Investments in unconsolidated joint ventures (Note 4) | 39,309 | 96,244 |
Total assets | 730,623 | 804,772 |
Liabilities: | ||
Accounts payable and accrued expenses | 4,992 | 4,936 |
Operating lease liability (Note 2) | 3,361 | |
Other liabilities | 14,646 | 5,940 |
Notes payable and lines of credit, net of deferred financing costs (Note 5) | 472,631 | 472,240 |
Total liabilities | 495,630 | 483,116 |
Commitments and Contingencies (Note 7) | 0 | 0 |
Stockholders’ Equity: | ||
Class A Common stock, $0.01 par value; 900,000 shares authorized; 48,965 and 49,127 shares issued and outstanding as of June 30, 2019 and December 31, 2018, respectively | 490 | 492 |
Additional paid-in capital | 728,792 | 730,416 |
Accumulated deficit and distributions | (483,376) | (409,260) |
Accumulated other comprehensive income (loss) | (10,913) | 8 |
Total stockholders’ equity | 234,993 | 321,656 |
Total liabilities and stockholders’ equity | $ 730,623 | $ 804,772 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Operating lease, right-of-use asset, accumulated amortization | $ 139 | |
Intangible lease assets, accumulated amortization | $ 947 | $ 945 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, shares issued (in shares) | 48,965,000 | 49,127,000 |
Common stock, shares outstanding (in shares) | 48,965,000 | 49,127,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Revenues: | |||||
Revenues | $ 28,660 | $ 26,249 | $ 51,233 | $ 50,353 | |
Expenses: | |||||
Depletion | 6,030 | 6,598 | 11,298 | 13,660 | |
General and administrative expenses | 3,203 | 3,173 | 6,566 | 6,118 | |
Land rent expense | 133 | 176 | 275 | 337 | |
Other operating expenses | 1,629 | 1,445 | 3,273 | 2,841 | |
Operating costs and expenses | 26,661 | 26,006 | 47,728 | 51,129 | |
Other income (expense): | |||||
Interest income | 32 | 96 | 62 | 160 | |
Interest expense | (4,709) | (2,553) | (9,331) | (6,804) | |
Gain on large dispositions | [1] | 764 | 0 | 764 | 0 |
Total other income (expense) | (3,913) | (2,457) | (8,505) | (6,644) | |
Loss before unconsolidated joint ventures | (1,914) | (2,214) | (5,000) | (7,420) | |
Income (loss) from unconsolidated joint ventures (Note 4) | (28,651) | 709 | (55,960) | 2,530 | |
Net loss | $ (30,565) | $ (1,505) | $ (60,960) | $ (4,890) | |
Weighted-average common shares outstanding - basic and diluted (in shares) | 49,076 | 49,104 | 49,069 | 46,755 | |
Net loss per share - basic and diluted (in dollars per shares) | $ (0.62) | $ (0.03) | $ (1.24) | $ (0.10) | |
Timber sales | |||||
Revenues: | |||||
Revenues | $ 16,273 | $ 17,745 | $ 32,824 | $ 36,398 | |
Timberland sales | |||||
Revenues: | |||||
Revenues | 8,224 | 6,834 | 10,314 | 11,086 | |
Expenses: | |||||
Costs and expenses | 6,921 | 5,233 | 8,481 | 8,380 | |
Management services | |||||
Revenues: | |||||
Revenues | 2,841 | 25 | 5,683 | 61 | |
Expenses: | |||||
Costs and expenses | 1,592 | 1,422 | 3,326 | 3,252 | |
Other revenues | |||||
Revenues: | |||||
Revenues | 1,322 | 1,645 | 2,412 | 2,808 | |
Contract logging and hauling costs | |||||
Expenses: | |||||
Costs and expenses | $ 7,153 | $ 7,959 | $ 14,509 | $ 16,541 | |
[1] | Large dispositions are sales of large blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions are typically larger transactions in acreage and gross sales price than recurring HBU sales and are not part of core operations, are infrequent in nature and would cause material variances in comparative results if not reported separately. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (30,565) | $ (1,505) | $ (60,960) | $ (4,890) |
Other comprehensive income (loss): | ||||
Market value adjustment to interest rate swaps | (6,980) | 1,520 | (10,921) | 3,451 |
Comprehensive income (loss) | $ (37,545) | $ 15 | $ (71,881) | $ (1,439) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit and Distributions | Accumulated Other Comprehensive Income (Loss) |
Balance, beginning of period (in shares) at Dec. 31, 2017 | 43,425 | ||||
Balance, beginning of period at Dec. 31, 2017 | $ 402,380 | $ 434 | $ 661,222 | $ (261,652) | $ 2,376 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Equity Offering (in shares) | 5,750 | ||||
Equity Offering | 72,450 | $ 58 | 72,392 | ||
LTIP, net of forfeitures and amounts withheld for income taxes (in shares) | (46) | ||||
LTIP, net of forfeitures and amounts withheld for income taxes | (86) | $ (1) | (85) | ||
Stock issuance cost | (3,490) | (3,490) | |||
Dividends to common stockholders | (5,815) | (5,815) | |||
Net loss | (3,385) | (3,385) | |||
Other comprehensive (loss) income | 1,931 | 1,931 | |||
Balance, end of period (in shares) at Mar. 31, 2018 | 49,129 | ||||
Balance, end of period at Mar. 31, 2018 | 463,985 | $ 491 | 730,039 | (270,852) | 4,307 |
Balance, beginning of period (in shares) at Dec. 31, 2017 | 43,425 | ||||
Balance, beginning of period at Dec. 31, 2017 | 402,380 | $ 434 | 661,222 | (261,652) | 2,376 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (4,890) | ||||
Balance, end of period (in shares) at Jun. 30, 2018 | 49,123 | ||||
Balance, end of period at Jun. 30, 2018 | 457,725 | $ 491 | 730,361 | (278,954) | 5,827 |
Balance, beginning of period (in shares) at Mar. 31, 2018 | 49,129 | ||||
Balance, beginning of period at Mar. 31, 2018 | 463,985 | $ 491 | 730,039 | (270,852) | 4,307 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
LTIP, net of forfeitures and amounts withheld for income taxes (in shares) | (6) | ||||
LTIP, net of forfeitures and amounts withheld for income taxes | 422 | 422 | |||
Stock issuance cost | (100) | (100) | |||
Dividends to common stockholders | (6,597) | (6,597) | |||
Net loss | (1,505) | (1,505) | |||
Other comprehensive (loss) income | 1,520 | 1,520 | |||
Balance, end of period (in shares) at Jun. 30, 2018 | 49,123 | ||||
Balance, end of period at Jun. 30, 2018 | $ 457,725 | $ 491 | 730,361 | (278,954) | 5,827 |
Balance, beginning of period (in shares) at Dec. 31, 2018 | 49,127 | 49,127 | |||
Balance, beginning of period at Dec. 31, 2018 | $ 321,656 | $ 492 | 730,416 | (409,260) | 8 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
LTIP, net of forfeitures and amounts withheld for income taxes (in shares) | 92 | ||||
LTIP, net of forfeitures and amounts withheld for income taxes | 293 | $ 1 | 292 | ||
Dividends to common stockholders | (6,578) | (6,578) | |||
Repurchases of common shares (in shares) | (136) | ||||
Repurchase of common stock | (1,004) | $ (1) | (1,003) | ||
Net loss | (30,395) | (30,395) | |||
Other comprehensive (loss) income | (3,941) | (3,941) | |||
Balance, end of period (in shares) at Mar. 31, 2019 | 49,083 | ||||
Balance, end of period at Mar. 31, 2019 | $ 280,031 | $ 492 | 729,705 | (446,233) | (3,933) |
Balance, beginning of period (in shares) at Dec. 31, 2018 | 49,127 | 49,127 | |||
Balance, beginning of period at Dec. 31, 2018 | $ 321,656 | $ 492 | 730,416 | (409,260) | 8 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | $ (60,960) | ||||
Balance, end of period (in shares) at Jun. 30, 2019 | 48,965 | 48,965 | |||
Balance, end of period at Jun. 30, 2019 | $ 234,993 | $ 490 | 728,792 | (483,376) | (10,913) |
Balance, beginning of period (in shares) at Mar. 31, 2019 | 49,083 | ||||
Balance, beginning of period at Mar. 31, 2019 | 280,031 | $ 492 | 729,705 | (446,233) | (3,933) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
LTIP, net of forfeitures and amounts withheld for income taxes (in shares) | 17 | ||||
LTIP, net of forfeitures and amounts withheld for income taxes | 490 | 490 | |||
Dividends to common stockholders | (6,578) | (6,578) | |||
Repurchases of common shares (in shares) | (135) | ||||
Repurchase of common stock | (1,405) | $ (2) | (1,403) | ||
Net loss | (30,565) | (30,565) | |||
Other comprehensive (loss) income | $ (6,980) | (6,980) | |||
Balance, end of period (in shares) at Jun. 30, 2019 | 48,965 | 48,965 | |||
Balance, end of period at Jun. 30, 2019 | $ 234,993 | $ 490 | $ 728,792 | $ (483,376) | $ (10,913) |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (PARENTHETICAL) - $ / shares | 3 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends to common stockholders (in dollars per share) | $ 0.135 | $ 0.135 | $ 0.135 | $ 0.135 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | ||
Cash Flows from Operating Activities: | |||
Net loss | $ (60,960) | $ (4,890) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depletion | 11,298 | 13,660 | |
Basis of timberland sold, lease terminations and other | [1] | 8,475 | 7,788 |
Stock-based compensation expense | 1,149 | 1,561 | |
Noncash interest expense | 564 | 1,933 | |
Other amortization | 123 | 106 | |
Loss (income) from unconsolidated joint ventures | 55,960 | (2,530) | |
Operating distributions from unconsolidated joint ventures | 128 | 3,668 | |
Gain on large dispositions | [2] | (764) | 0 |
Changes in assets and liabilities: | |||
Accounts receivable | 35 | 412 | |
Prepaid expenses and other assets | 641 | (3,453) | |
Accounts payable and accrued expenses | 91 | 396 | |
Other liabilities | 465 | 1,672 | |
Net cash provided by operating activities | 17,205 | 20,323 | |
Cash Flows from Investing Activities: | |||
Timberland acquisitions and earnest money paid | 0 | (33,597) | |
Capital expenditures (excluding timberland acquisitions) | (2,197) | (2,117) | |
Distributions from unconsolidated joint ventures | 847 | 3,562 | |
Net proceeds from large dispositions | 5,311 | 0 | |
Net cash provided by (used in) investing activities | 3,961 | (32,152) | |
Cash Flows from Financing Activities: | |||
Repayment of notes payable | 0 | (69,000) | |
Proceeds from note payable | 0 | 30,000 | |
Financing costs paid | (33) | (103) | |
Issuance of common stock | 0 | 72,450 | |
Other offering costs paid | 0 | (3,590) | |
Dividends paid to common stockholders | (13,156) | (12,412) | |
Repurchase of common shares under the share repurchase program | (2,409) | 0 | |
Repurchase of common shares for minimum tax withholdings | (365) | (1,225) | |
Net cash provided by (used in) financing activities | (15,963) | 16,120 | |
Net change in cash and cash equivalents | 5,203 | 4,291 | |
Cash and cash equivalents, beginning of period | 5,614 | 7,805 | |
Cash and cash equivalents, end of period | $ 10,817 | $ 12,096 | |
[1] | Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses. | ||
[2] | Large dispositions are sales of large blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions are typically larger transactions in acreage and gross sales price than recurring HBU sales and are not part of core operations, are infrequent in nature and would cause material variances in comparative results if not reported separately. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. |
Organization
Organization | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization CatchMark Timber Trust Inc. ("CatchMark Timber Trust") ( NYSE : CTT) owns and operates timberlands located in the United States and has elected to be taxed as a REIT for federal income tax purposes. CatchMark Timber Trust acquires, owns, operates, manages, and disposes of timberland directly, through wholly-owned subsidiaries, or through joint ventures. CatchMark Timber Trust was incorporated in Maryland in 2005 and commenced operations in 2007. CatchMark Timber Trust conducts substantially all of its business through CatchMark Timber Operating Partnership, L.P. (“ CatchMark Timber OP ”), a Delaware limited partnership. CatchMark Timber Trust is the general partner of CatchMark Timber OP , possesses full legal control and authority over its operations, and owns 99.99% of its common partnership units. CatchMark LP Holder, LLC (“ CatchMark LP Holder ”), a Delaware limited liability company and wholly-owned subsidiary of CatchMark Timber Trust , is the sole limited partner of CatchMark Timber OP and owns the remaining 0.01% of its common partnership units. In addition, CatchMark Timber TRS, Inc. (“CatchMark TRS”), a Delaware corporation formed as a wholly-owned subsidiary of CatchMark Timber OP in 2006, is our taxable REIT subsidiary. Unless otherwise noted, references herein to CatchMark shall include CatchMark Timber Trust and all of its subsidiaries, including CatchMark Timber OP , and the subsidiaries of CatchMark Timber OP , including CatchMark TRS. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The consolidated financial statements of CatchMark have been prepared in accordance with the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X and do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Results for these interim periods are not necessarily indicative of results for a full year. CatchMark’s consolidated financial statements include the accounts of CatchMark and any VIE in which CatchMark is deemed the primary beneficiary. With respect to entities that are not VIEs, CatchMark's consolidated financial statements also include the accounts of any entity in which CatchMark owns a controlling financial interest and any limited partnership in which CatchMark owns a controlling general partnership interest. In determining whether a controlling interest exists, CatchMark considers, among other factors, the ownership of voting interests, protective rights, and participatory rights of the investors. All intercompany balances and transactions have been eliminated in consolidation. For further information, refer to the audited financial statements and footnotes included in CatchMark’s Annual Report on Form 10-K for the year ended December 31, 2018. Investments in Joint Ventures For joint ventures that it does not control but exercises significant influence, CatchMark uses the equity method of accounting. CatchMark's judgment about its level of influence or control of an entity involves consideration of various factors including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace CatchMark as manager, and/or to liquidate the venture. Under the equity method, the investment in a joint venture is recorded at cost and adjusted for equity in earnings and cash contributions and distributions. Income or loss and cash distributions from an unconsolidated joint venture are allocated according to the provisions of the respective joint venture agreement, which may be different from its stated ownership percentages. Any difference between the carrying amount of these investments on CatchMark’s balance sheets and the underlying equity in net assets on the joint venture’s balance sheets is adjusted as the related underlying assets are depreciated, amortized, or sold. Distributions received from unconsolidated joint ventures are classified in the accompanying consolidated statements of cash flows using the cumulative earnings approach under which distributions received in an amount equal to cumulative equity in earnings are classified as cash inflows from operating activities and distributions received in excess of cumulative equity in earnings represent returns of investment and therefore are classified as cash inflows from investing activities. For information on CatchMark’s unconsolidated joint ventures, which are accounted for using the equity method of accounting, see Note 4 — Unconsolidated Joint Ventures . Segment Information CatchMark primarily engages in the acquisition, ownership, operation, management, and disposition of timberland properties located in the United States, either directly through wholly-owned subsidiaries or through equity method investments in affiliated joint ventures. CatchMark defines operating segments in accordance with ASC Topic 280, Segment Reporting, to reflect the manner in which its chief operating decision maker, the Chief Executive Officer, evaluates performance and allocates resources in managing the business. CatchMark has aggregated its operating segments into three reportable segments: Harvest, Real Estate and Investment Management. See Note 9 — Segment Information for additional information. New Lease Accounting Standard In February 2016, the FASB issued ASU 2016-02, Leases ("ASC 842"). ASC 842 establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability on its balance sheet for all leases, subject to certain scope exceptions. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. CatchMark adopted ASC 842 effective January 1, 2019 using the modified retrospective approach with the cumulative effect of the application recognized at the effective date. CatchMark elected the package of practical expedients, including the option to account for each separate lease component of a contract and its associated non-lease component as a single lease component, thus causing all fixed payments to be capitalized; and the practical expedient, which among other things, allows CatchMark to carry forward historical lease classification. Variable lease payment amounts that cannot be determined at the commencement of the lease such as increases in lease payments based on changes in index rates or usage, are not included in the operating lease ROU asset or liability. These are expensed as incurred and recorded as variable lease expense. Management identified and evaluated all of its in-place leases, subleases, and contracts with a lease component, and determined that its office lease is the only lease within the scope of ASC 842. CatchMark elected the practical expedient to not apply the recognition requirements of ASC 842 to its short-term leases. CatchMark determined its long-term timber lease to be a lease of biological assets, a scope exception to ASC 842. Long-term timber lease expense is reported as land rent expense on CatchMark's consolidated statements of operations. See Note 7 — Commitments and Contingencies, Obligations under Operating Leases for additional information on the long-term timber lease. Additionally, CatchMark determined that its hunting and recreational leases do not qualify as leases under ASC 842. See Note 2 — Summary of Significant Accounting Policies and Note 11 — Recreational Leases to CatchMark’s audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2018 for additional information on its hunting and recreational leases. CatchMark's office lease commenced in January 2019 and expires in November 2028 and qualifies as an operating lease under ASC 842. As of January 1, 2019, CatchMark recorded an operating lease ROU asset and an operating lease liability of approximately $3.4 million on its balance sheet, which represents the net present value of lease payments over the lease term discounted using CatchMark's incremental borrowing rate at commencement date. CatchMark’s office lease contains renewal options; however, the options were not included in the calculation of the operating lease ROU and operating lease liability as it is not reasonably certain that CatchMark will exercise the renewal options. CatchMark recorded approximately $13,000 and $100,000 of amortization expense related to the operating lease ROU asset and the operating lease liability, respectively, for the three months and six months ended June 30, 2019 , which was included in general and administrative expenses on its consolidated statement of operations and in other amortization on its consolidated statement of cash flows. For the three months and six months ended June 30, 2019, CatchMark paid $95,000 and $117,000 , respectively, in cash for its office lease. The adoption of ASC 842 did not result in a cumulative-effect adjustment to CatchMark's retained earnings, as its office lease commenced in January 2019. CatchMark had the following future annual payments for its operating lease as of June 30, 2019 and December 31, 2018: As of ( in thousands ) June 30, 2019 December 31, 2018 Required payments 2019 $ 195 $ 312 2020 397 397 2021 412 412 2022 424 424 2023 435 435 2024 447 447 Thereafter 1,873 1,873 $ 4,183 $ 4,300 Less: imputed interest (822 ) Operating lease liability $ 3,361 Remaining lease term (Years) 9.4 Discount rate 4.58 % Reclassification Certain prior period amounts have been reclassified to conform with the current period's financial statement presentation. Within revenues on the accompanying statements of operations, asset management fees in the amount of $25,000 and $61,000 , for the three months and six months ended June 30, 2018 , have been reclassified from other revenues to asset management fees. Recent Accounting Pronouncements In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities (Topic 815), which amends the hedge accounting recognition and presentation requirements in ASC 815, " Derivatives and Hedging ." In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes . ASU 2017-12 expands an entity's ability to hedge nonfinancial and financial risk components and reduces the complexity in fair value hedges of interest rate risk. It eliminates the requirement to separately measure and report hedge ineffectiveness and requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item when the hedged item affects earnings. The amendments in ASU 2018-16 permit use of the OIS rate based on SOFR as a U.S. benchmark interest rate for hedge accounting purposes under Topic 815. CatchMark adopted ASU 2017-12 on January 1, 2018 and ASU 2018-16 on January 1, 2019. These adoptions did not have a material effect on CatchMark's consolidated financial statements. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of ASC 718 to include share-based payments granted to non-employees in exchange for goods or services used or consumed in an entity’s own operations. This guidance aligns the measurement and classification for share-based payments to non-employees with the guidance for share-based payments to employees, with certain exceptions. ASU 2018-07 is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods therein. CatchMark adopted ASU 2018-07 on January 1, 2019 and the adoption did not have a material effect on its consolidated financial statements. On July 16, 2018, the FASB issued ASU 2018-09, Codification Improvements. The amendments in this update represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. Some of the amendments make the ASC easier to understand and easier to apply by eliminating inconsistencies, providing needed clarifications, and improving the presentation of guidance in the ASC. ASU 2018-09 is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods therein. CatchMark adopted ASU 2018-09 on January 1, 2019 and the adoption did not have a material effect on its consolidated financial statements. 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, which added new disclosure requirements, eliminated and modified existing disclosure requirements on fair value measurement to improve the effectiveness of ASC 820. ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. CatchMark is currently assessing the impact ASU 2018-13 will have on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities, which reduces the cost and complexity of financial reporting associated with consolidation of VIEs. This guidance supersedes the private company alternative for common control leasing arrangements issued in 2014 and expands it to all qualifying common control arrangements. ASU 2018-17 is effective for public entities for fiscal years beginning after December 15, 2019, and interim periods therein. CatchMark is currently assessing the impact ASU 2018-17 will have on its consolidated financial statements. |
Timber Assets
Timber Assets | 6 Months Ended |
Jun. 30, 2019 | |
Real Estate [Abstract] | |
Timber Assets | Timber Assets As of June 30, 2019 and December 31, 2018 , timber and timberlands consisted of the following, respectively: As of June 30, 2019 (in thousands) Gross Accumulated Depletion or Amortization Net Timber $ 317,079 $ 11,298 $ 305,781 Timberlands 359,527 — 359,527 Mainline roads 1,001 693 308 Timber and timberlands $ 677,607 $ 11,991 $ 665,616 As of December 31, 2018 (in thousands) Gross Accumulated Depletion or Amortization Net Timber $ 345,972 $ 25,912 $ 320,060 Timberlands 367,488 — 367,488 Mainline roads 954 651 303 Timber and timberlands $ 714,414 $ 26,563 $ 687,851 Timberland Sales During the three months ended June 30, 2019 and 2018 , CatchMark sold approximately 4,000 and 3,100 acres of timberland for $8.2 million and $6.8 million , respectively. CatchMark's cost basis in the timberland sold was $6.5 million and $4.8 million , respectively. During the six months ended June 30, 2019 and 2018 , CatchMark sold approximately 4,900 and 5,300 acres of timberland for $10.3 million and $11.1 million , respectively. CatchMark's cost basis in the timberland sold was $8.0 million and $7.7 million , respectively. Large Dispositions On June 28, 2019, CatchMark completed the sale of approximately 3,600 acres of its wholly-owned timberlands located in Georgia for approximately $5.5 million . CatchMark's total cost basis was approximately $4.5 million . Net proceeds of $5.3 million was used to pay down CatchMark's outstanding debt balance on the Multi-Draw Term Facility on July 1, 2019. Timberland sales and large dispositions acreage by state is listed below: Six Months Ended June 30, Acres Sold In: 2019 2018 Alabama 600 800 Georgia 4,600 1,700 Louisiana — 200 North Carolina 500 100 South Carolina 2,800 2,400 Texas — 100 Total 8,500 5,300 Current Timberland Portfolio As of June 30, 2019 , CatchMark directly owned interests in approximately 450,700 acres of timberlands in the U.S. South and Pacific Northwest, approximately 424,400 acres of which were fee-simple interests and approximately 26,300 acres were leasehold interests. Land acreage by state is listed below: Acres by state as of June 30, 2019 (1) Fee Lease Total South Alabama 72,300 1,800 74,100 Florida 2,000 — 2,000 Georgia 256,700 24,500 281,200 North Carolina 100 — 100 South Carolina 74,900 — 74,900 Tennessee 300 — 300 406,300 26,300 432,600 Pacific Northwest Oregon 18,100 — 18,100 Total 424,400 26,300 450,700 (1) Represents CatchMark wholly-owned acreage only; excludes ownership interest in acreage held by joint ventures. |
Unconsolidated Joint Ventures
Unconsolidated Joint Ventures | 6 Months Ended |
Jun. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Unconsolidated Joint Ventures | Unconsolidated Joint Ventures As of June 30, 2019 , CatchMark owned interests in two joint ventures with unrelated parties: the Triple T Joint Venture and the Dawsonville Bluffs Joint Venture (each as defined and described below). As of June 30, 2019 Dawsonville Bluffs Joint Venture Triple T Joint Venture Ownership percentage 50.0% 21.6 % (1) Acreage owned by the joint venture 4,400 1,095,300 Merchantable timber inventory (million tons) 0.3 (2) 41.2 (2) Location Georgia Texas (1) Represents our share of total partner capital contributions. (2) Merchantable timber inventory does not include current year growth. CatchMark accounts for these investments using the equity method of accounting. Triple T Joint Venture During 2018, CatchMark formed a joint venture, TexMark Timber Treasury, LP, a Delaware limited partnership (the "Triple T Joint Venture"), with a consortium of institutional investors (the "Preferred Investors") to acquire 1.1 million acres of high-quality East Texas industrial timberlands (the “Triple T Timberlands”), for approximately $1.39 billion (the “Acquisition Price”), exclusive of transaction costs. The Triple T Joint Venture completed the acquisition of the Triple T Timberlands in July 2018. CatchMark invested $200.0 million in the Triple T Joint Venture, equal to 21.6% of the total equity contributions, in exchange for a common limited partnership interest. CatchMark, through a separate wholly-owned and consolidated subsidiary, is the sole general partner of the Triple T Joint Venture. CatchMark uses the equity method to account for its investment in the Triple T Joint Venture since it does not possess the power to direct the activities that most significantly impact the economic performance of the Triple T Joint Venture, and accordingly, CatchMark does not possess the first characteristic of a primary beneficiary described in GAAP. CatchMark appointed three common board members of the Triple T Joint Venture, including its Chief Executive Officer, Chief Financial Officer, and Senior Vice President of Forest Resources, which provides CatchMark with significant influence over the Triple T Joint Venture. Accordingly, pursuant to the applicable accounting literature, it is appropriate for CatchMark to apply the equity method of accounting to its investment in the Triple T Joint Venture. The Triple T Joint Venture agreement provides for liquidation rights and distribution priorities that are significantly different from CatchMark's stated ownership percentage based on total equity contributions. The Preferred Investors are entitled to a minimum 10.25% cumulative return on their equity contributions, plus a complete return of their equity contributions before any distributions may be made on CatchMark’s common limited partnership interest. As such, CatchMark uses the hypothetical-liquidation-at-book-value method (“HLBV”) to determine its equity in the earnings of the Triple T Joint Venture. The HLBV method is commonly applied to equity investments in real estate, where cash distribution percentages vary at different points in time and are not directly linked to an investor's ownership percentage. For investments accounted for under the HLBV method, applying the percentage ownership interest to GAAP net income in order to determine earnings or losses would not accurately represent the income allocation and cash flow distributions that will ultimately be received by the investors. CatchMark applies HLBV using a balance sheet approach. A calculation is prepared at each balance sheet date to determine the amount that CatchMark would receive if the Triple T Joint Venture were to liquidate all of its assets (at book value in accordance with GAAP) on that date and distribute the proceeds to the partners based on the contractually-defined liquidation priorities. The difference between the calculated liquidation distribution amounts at the beginning and the end of the reporting period, after adjusting for capital contributions and distributions, is CatchMark's income or loss from the Triple T Joint Venture for the period. Condensed balance sheet information for the Triple T Joint Venture is as follows: As of (in thousands) June 30, 2019 December 31, 2018 Triple T Joint Venture: Total assets $ 1,596,530 $ 1,607,413 Total liabilities $ 760,941 $ 754,610 Total equity $ 835,589 $ 852,803 CatchMark: Carrying value of investment $ 34,362 $ 90,450 Condensed income statement information for the Triple T Joint Venture is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Triple T Joint Venture: Total revenues $ 43,978 $ — $ 79,941 $ — Operating income $ 5,426 $ — $ 7,948 $ — Net loss $ (1,586 ) $ — $ (5,867 ) $ — CatchMark: Equity share of net loss $ (28,600 ) $ — $ (56,088 ) $ — Condensed statement of cash flow information for the Triple T Joint Venture is as follows: Six Months Ended June 30, (in thousands) 2019 2018 Triple T Joint Venture: Net cash provided by operating activities $ 8,544 $ — Net cash used in investing activities $ (2,041 ) $ — Net cash provided by financing activities $ 91 $ — Net change in cash and cash equivalents $ 6,594 $ — Cash and cash equivalents, beginning of period $ 39,300 $ — Cash and cash equivalents, end of period $ 45,894 $ — CatchMark's equity share of the Triple T Joint Venture's net loss determined using the HLBV method as of June 30, 2019 is calculated as follows: (in thousands) Triple T Joint Venture: Total equity as of June 30, 2019 $ 835,589 Preferred Investors: Equity in Triple T Joint Venture as of January 1, 2019 $ 762,353 Minimum preferred return as of June 30, 2019 $ 38,749 Class A preferred equity as of June 30, 2019 $ 125 HLBV distribution as of June 30, 2019 $ 801,227 CatchMark: Equity in Triple T Joint Venture as of June 30, 2019 $ 34,362 Equity in Triple T Joint Venture, as of January 1, 2019 $ 90,450 Equity share of Triple T Joint Venture's net loss $ (56,088 ) Dawsonville Bluffs Joint Venture During 2017, CatchMark formed the Dawsonville Bluffs Joint Venture with MPERS, each owns a 50% membership interest. CatchMark shares substantive participation rights with MPERS, including management selection and termination, and the approval of material operating and capital decisions and, as such, uses the equity method of accounting to record its investment. Income or loss and cash distributions are allocated according to the provisions of the joint venture agreement, which are consistent with the ownership percentages for the Dawsonville Bluffs Joint Venture. Condensed balance sheet information for the Dawsonville Bluffs Joint Venture is as follows: As of (in thousands) June 30, 2019 December 31, 2018 Dawsonville Bluffs Joint Venture: Total assets $ 10,515 $ 12,164 Total liabilities $ 620 $ 575 Total equity $ 9,895 $ 11,589 CatchMark: Carrying value of investment $ 4,947 $ 5,795 Condensed income statement information for the Dawsonville Bluffs Joint Venture is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Dawsonville Bluffs Joint Venture: Total revenues $ 7 $ 2,821 $ 1,420 $ 13,614 Net income (loss) $ (102 ) $ 1,417 $ 255 $ 5,059 CatchMark: Equity share of net income (loss) $ (51 ) $ 709 $ 128 $ 2,530 Condensed statement of cash flow information for the Dawsonville Joint Venture is as follows: Six Months Ended June 30, (in thousands) 2019 2018 Dawsonville Joint Venture: Net cash provided by operating activities $ 1,252 $ 12,657 Net cash provided by investing activities $ — $ — Net cash used in financing activities $ (1,949 ) $ (14,460 ) Net change in cash and cash equivalents $ (697 ) $ (1,803 ) Cash and cash equivalents, beginning of period $ 1,731 $ 5,375 Cash and cash equivalents, end of period $ 1,034 $ 3,572 For the six months ended June 30, 2019 and 2018, CatchMark received cash distributions of $1.0 million and $7.2 million , respectively, from the Dawsonville Bluffs Joint Venture. See Note 10 — Subsequent Events for information on a disposition closed subsequent to June 30, 2019. Asset Management Fees CatchMark provides asset management services to the Triple T Joint Venture and the Dawsonville Bluffs Joint Venture. Under these arrangements, CatchMark oversees the day-to-day operations of these joint ventures and their properties, including accounting, reporting and other administrative services, subject to certain major decisions that require partner approval. For management of the Triple T Joint Venture, CatchMark receives a fee equal to 1% per annum, subject to reduction and deferment in certain circumstances, of the Acquisition Price multiplied by 78.4 %, which represents the percentage of the total equity contributions made to the Triple T Joint Venture by the Preferred Investors. For management of the Dawsonville Bluffs Joint Venture, CatchMark receives a percentage fee based on invested capital, as defined by the joint venture agreement. During the three months and six months ended June 30, 2019 and 2018, CatchMark earned the following fees from these unconsolidated joint ventures: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Triple T Joint Venture (1) $ 2,822 $ — $ 5,643 $ — Dawsonville Bluffs Joint Venture 19 25 40 61 $ 2,841 $ 25 $ 5,683 $ 61 (1) Includes approximately $0.1 million and $0.2 million of reimbursements of compensation costs for the three months and six months ended June 30, 2019, respectively. |
Notes Payable and Lines of Cred
Notes Payable and Lines of Credit | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable and Lines of Credit | Notes Payable and Lines of Credit As of June 30, 2019 and December 31, 2018 , CatchMark had the following debt balances outstanding: (in thousands) Outstanding Balance as of Credit Facility Maturity Date Interest Rate Current Interest Rate (1) June 30, 2019 December 31, 2018 Term Loan A-1 12/23/2024 LIBOR + 1.75% 4.15 % $ 100,000 $ 100,000 Term Loan A-2 12/1/2026 LIBOR + 1.90% 4.30 % 100,000 100,000 Term Loan A-3 12/1/2027 LIBOR + 2.00% 4.40 % 68,619 68,619 Term Loan A-4 8/22/2025 LIBOR + 1.70% 4.12 % 140,000 140,000 Multi-Draw Term Facility 12/1/2024 LIBOR + 2.20% 4.61 % 70,000 70,000 Total principal balance $ 478,619 $ 478,619 Less: net unamortized deferred financing costs (5,988 ) $ (6,379 ) Total $ 472,631 $ 472,240 (1) For the Multi-Draw Term Facility, the interest rate represents weighted-average interest rate as of June 30, 2019 . The weighted-average interest rate excludes the impact of the interest rate swaps (see Note 6 — Interest Rate Swaps ), amortization of deferred financing costs, unused commitment fees, and estimated patronage refunds. Amended Credit Agreement CatchMark is party to a credit agreement dated as of December 1, 2017, as amended on August 22, 2018 and June 28, 2019 (the “Amended Credit Agreement”), with a syndicate of lenders, including CoBank. The Amended Credit Agreement provides for borrowing under credit facilities consisting of the following: • a $35.0 million five -year revolving credit facility (the “Revolving Credit Facility”); • a $200.0 million seven -year multi-draw term credit facility (the “Multi-Draw Term Facility”); • a $100.0 million ten -year term loan (the “Term Loan A-1”); • a $100.0 million nine -year term loan (the “Term Loan A-2”); • a $68.6 million ten -year term loan (the “Term Loan A-3”); and • a $140.0 million seven -year term loan (the "Term Loan A-4"). As of June 30, 2019 , $165.0 million remained available under CatchMark's credit facilities, consisting of $130.0 million under the Multi-Draw Term Facility and $35.0 million under the Revolving Credit Facility. Borrowings under the Revolving Credit Facility may be used for general working capital, to support letters of credit, to fund cash earnest money deposits, to fund acquisitions in an amount not to exceed $5.0 million , and for other general corporate purposes. The Revolving Credit Facility bears interest at an adjustable rate equal to a base rate plus between 0.50% and 1.20% or a LIBOR rate plus between 1.50% and 2.20% , in each case depending on CatchMark's LTV Ratio, and will terminate and all amounts outstanding under the facility will be due and payable on December 1, 2022. The Multi-Draw Term Facility may be used to finance timberland acquisitions and associated expenses, to fund investment in joint ventures, and to reimburse payments of drafts under letters of credit. The Multi-Draw Term Facility, which is interest only until its maturity date, bears interest at an adjustable rate equal to a base rate plus between 0.50% and 1.20% or a LIBOR rate plus between 1.50% and 2.20% , in each case depending on CatchMark's LTV Ratio, and will terminate and all amounts outstanding under the facility will be due and payable on December 1, 2024. CatchMark pays the lenders an unused commitment fee on the unused portions of the Revolving Credit Facility and the Multi-Draw Term Facility at an adjustable rate ranging from 0.15% to 0.35% , depending on the LTV Ratio. CatchMark’s obligations under the credit agreement are collateralized by a first priority lien on the timberlands owned by CatchMark’s subsidiaries and substantially all of CatchMark’s subsidiaries’ other assets in which a security interest may lawfully be granted, including, without limitation, accounts, equipment, inventory, intellectual property, bank accounts and investment property. In addition, the obligations under the credit agreement are jointly and severally guaranteed by CatchMark and all of its subsidiaries pursuant to the terms of the credit agreement. CatchMark has also agreed to guarantee certain losses caused by certain willful acts of CatchMark or its subsidiaries. Patronage Refunds CatchMark is eligible to receive annual patronage refunds from its lenders (the "Patronage Banks") under a profit-sharing program made available to borrowers of the Farm Credit System. CatchMark has received a patronage refund on its eligible patronage loans annually since 2015. The eligibility remains the same under the Amended Credit Agreement. Therefore, CatchMark accrues patronage refunds it expects to receive based on actual patronage refunds received as a percentage of its weighted-average eligible debt balance. For the three months ended June 30, 2019 and 2018, CatchMark accrued approximately $1.0 million and $0.7 million , respectively, as patronage refunds receivable on its consolidated balance sheets and as an offset against interest expense on the consolidated statements of operations. For the six months ended June 30, 2019 and 2018, CatchMark accrued approximately $1.9 million and $1.2 million , respectively, as patronage refunds receivable on its consolidated balance sheets and as an offset against interest expense on the consolidated statements of operations. In March 2019 and 2018, CatchMark received patronage refunds of $3.3 million and $2.7 million , respectively, on its patronage eligible borrowings. Of the total patronage refunds received in both years, 75% was received in cash and 25% was received in equity of the Patronage Banks. As of June 30, 2019 and December 31, 2018 , the following balances related to the patronage refunds program were included on CatchMark's consolidated balance sheets: (in thousands) As of Patronage refunds classified as: June 30, 2019 December 31, 2018 Accounts receivable $ 1,925 $ 3,323 Prepaid expenses and other assets (1) 2,329 1,499 Total $ 4,254 $ 4,822 (1) Represents cumulative patronage refunds received as equity of the Patronage Banks. Debt Covenants The Amended Credit Agreement contains, among others, the following financial covenants: • limit the LTV ratio to (i) 50% at any time prior to the last day of fiscal quarter corresponding to December 1, 2021, and (ii) 45% at any time thereafter; • require maintenance of a FCCR of not less than 1.05:1.00; • require maintenance of a minimum liquidity balance of no less than $25.0 million at any time; and • limit the aggregated capital expenditures to 1% of the value of the timberlands during any fiscal year. The Amended Credit Agreement permits CatchMark to declare, set aside funds for, or pay dividends, distributions, or other payments to stockholders so long as it is not in default under the credit agreement and its minimum liquidity balance, after giving effect to the payment, is at least $25 million . However, if CatchMark has suffered a bankruptcy event or a change of control, the credit agreement prohibits CatchMark from declaring, setting aside, or paying any dividend, distribution, or other payment other than as required to maintain its REIT qualification. The Amended Credit Agreement also subjects CatchMark to mandatory prepayment from proceeds generated from dispositions of timberlands or lease terminations, which may have the effect of limiting its ability to make distributions to stockholders under certain circumstances. CatchMark was in compliance with the financial covenants of its credit agreement as of June 30, 2019 . Interest Paid and Fair Value of Outstanding Debt During the three months ended June 30, 2019 and 2018 , CatchMark made interest payments of $5.3 million and $2.7 million , respectively, on its borrowings. Included in the interest payments for the three months ended June 30, 2019 was unused commitment fees of $0.1 million . No unused commitment fees were paid during the second quarter of 2018. During the six months ended June 30, 2019 and 2018 , CatchMark made interest payment of $10.5 million and $5.6 million , respectively, on its borrowings. Included in the interest payments for the six months ended June 30, 2019 and 2018 were unused commitment fees of $0.1 million and $0.1 million , respectively. As of June 30, 2019 and December 31, 2018 , the weighted-average interest rate on CatchMark's borrowings, after consideration of its interest rate swaps (see Note 6 — Interest Rate Swaps ), was 4.30% and 4.31% , respectively. After further consideration of expected patronage refunds, CatchMark's weighted-average interest rate as of June 30, 2019 and December 31, 2018 was 3.50% and 3.51% , respectively. |
Interest Rate Swaps
Interest Rate Swaps | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swaps | Interest Rate Swaps CatchMark uses interest rate swaps to mitigate its exposure to changing interest rates on its variable rate debt instruments. As of June 30, 2019 , CatchMark had ten outstanding interest rate swaps with terms below: (in thousands) Interest Rate Swap Effective Date Maturity Date Pay Rate Receive Rate Notional Amount 2017 Swap - 3YR 3/28/2017 3/28/2020 1.800% one-month LIBOR $ 30,000 2018 Swap - 2YR 9/6/2018 9/6/2020 2.796% one-month LIBOR $ 50,000 2018 Swap - 3YR 9/6/2018 9/6/2021 2.869% one-month LIBOR $ 50,000 2017 Swap - 4YR 3/28/2017 11/28/2021 2.045% one-month LIBOR $ 20,000 2018 Swap - 4YR 2/28/2018 11/28/2022 2.703% one-month LIBOR $ 30,000 2017 Swap - 7YR 3/23/2017 3/23/2024 2.330% one-month LIBOR $ 20,000 2014 Swap - 10YR 12/23/2014 12/23/2024 2.395% one-month LIBOR $ 35,000 2016 Swap - 8YR 8/23/2016 12/23/2024 1.280% one-month LIBOR $ 45,000 2018 Swap - 8YR 2/28/2018 11/28/2026 2.884% one-month LIBOR $ 20,000 2018 Swap - 9YR 8/28/2018 8/28/2027 3.014% one-month LIBOR $ 50,000 $ 350,000 As of June 30, 2019 , CatchMark’s interest rate swaps effectively fixed the interest rate on $350.0 million of its $478.6 million variable rate debt at 4.26% , inclusive of the applicable spread. All ten interest rate swaps qualify for hedge accounting treatment. Fair Value and Cash Paid for Interest Under Interest Rate Swaps The following table presents information about CatchMark's interest rate swaps measured at fair value as of June 30, 2019 and December 31, 2018 : (in thousands) Estimated Fair Value as of Instrument Type Balance Sheet Classification June 30, 2019 December 31, 2018 Derivatives designated as hedging instruments: Interest rate swaps Prepaid expenses and other assets $ 894 $ 3,643 Interest rate swaps Other liabilities $ (11,807 ) $ (3,635 ) As of June 30, 2019 , CatchMark estimated that approximately $2.2 million will be reclassified from accumulated other comprehensive loss to interest expense over the next 12 months. Pursuant to the terms of its interest rate swaps, CatchMark received $20,600 and $62,800 during the three months and six months ended June 30, 2019 , respectively. For the three months and six months ended June 30, 2018 , CatchMark paid $0.1 million and $0.3 million , respectively. All amounts were included in interest expense in the consolidated statements of operations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Mahrt Timber Agreements In connection with its acquisition of timberlands from WestRock, CatchMark entered into a master stumpage agreement and a fiber supply agreement (collectively, the “Mahrt Timber Agreements”) with a wholly-owned subsidiary of WestRock. The master stumpage agreement provides that CatchMark will sell specified amounts of timber and make available certain portions of our timberlands to CatchMark TRS for harvesting. The fiber supply agreement provides that WestRock will purchase a specified tonnage of timber from CatchMark TRS at specified prices per ton, depending upon the type of timber product. The prices for the timber purchased pursuant to the fiber supply agreement are negotiated every two years but are subject to quarterly market pricing adjustments based on an index published by TimberMart-South, a quarterly trade publication that reports raw forest product prices in 11 southern states. The initial term of the Mahrt Timber Agreements is October 9, 2007 through December 31, 2032 , subject to extension and early termination provisions. The Mahrt Timber Agreements ensure a long-term source of supply of wood fiber products for WestRock in order to meet its paperboard and lumber production requirements at specified mills and provide CatchMark with a reliable customer for the wood products from its timberlands. WestRock can terminate the Mahrt Timber Agreements prior to the expiration of the initial term if CatchMark replaces FRC as the forest manager without the prior written consent of WestRock, except pursuant to an internalization of the company's forestry management functions. CatchMark can terminate the Mahrt Timber Agreements if WestRock (i) ceases to operate the Mahrt mill for a period that exceeds 12 consecutive months, (ii) fails to purchase a specified tonnage of timber for two consecutive years, subject to certain limited exceptions or (iii) fails to make payments when due (and fails to cure within 30 days ). In addition, either party can terminate the Mahrt Timber Agreements if the other party commits a material breach (and fails to cure within 60 days ) or becomes insolvent. Further, the Mahrt Timber Agreements provide for adjustments to both parties' obligations in the event of a force majeure, which is defined to include, among other things, lightning, fires, storms, floods, infestation and other acts of God or nature. Timberland Operating Agreements Pursuant to the terms of the timberland operating agreement between CatchMark and FRC (the "FRC Timberland Operating Agreement"), FRC manages and operates certain of CatchMark's timberlands and related timber operations, including ensuring delivery of timber to WestRock in compliance with the Mahrt Timber Agreements. In consideration for rendering the services described in the timberland operating agreement, CatchMark pays FRC (i) a monthly management fee based on the actual acreage that FRC manages, which is payable monthly in advance, and (ii) an incentive fee based on timber harvest revenues generated by the timberlands, which is payable quarterly in arrears. The FRC Timberland Operating Agreement, as amended, is effective through March 31, 2020, and is automatically extended for one -year periods unless written notice is provided by CatchMark or FRC to the other party at least 120 days prior to the current expiration. The FRC Timberland Operating Agreement may be terminated by either party with mutual consent or by CatchMark with or without cause upon providing 120 days’ prior written notice. Pursuant to the terms of the timberland operating agreement between CatchMark and AFM (the "AFM Timberland Operating Agreement"), AFM manages and operates certain of CatchMark's timberlands and related timber operations, including ensuring delivery of timber to customers. In consideration for rendering the services described in the AFM Timberland Operating Agreement, CatchMark pays AFM (i) a monthly management fee based on the actual acreage AFM manages, which is payable monthly in advance, and (ii) an incentive fee based on revenues generated by the timber operations. The incentive fee is payable quarterly in arrears. The AFM Timberland Operating Agreement is effective through November 30, 2019 for the U.S. South region and December 31, 2019 for the Pacific Northwest region, and is automatically extended for one -year periods unless written notice is provided by CatchMark or AFM to the other party at least 120 days prior to the current expiration. The AFM Timberland Operating Agreement may be terminated by either party with mutual consent or by CatchMark with or without cause upon providing 120 days’ prior written notice. Obligations under Operating Leases CatchMark held leasehold interest in approximately 26,300 acres of timberlands under a long-term lease that expires in May 2022 (the “LTC Lease”). The LTC Lease provides CatchMark access rights to harvest timber as specified in the lease agreement, therefore, a lease of biological assets, which is excluded from the scope of ASC 842. As of June 30, 2019, CatchMark had the following future lease payments under its LTC Lease: (in thousands) Required Payments 2019 $ 37 2020 504 2021 504 2022 449 $ 1,494 See Note 2 — Summary of Significant Accounting Policies for information on CatchMark's office lease, which is within the scope of ASC 842. Litigation From time to time, CatchMark may be a party to legal proceedings, claims, and administrative proceedings that arise in the ordinary course of its business. Management makes assumptions and estimates concerning the likelihood and amount of any reasonably possible loss relating to these matters using the latest information available. CatchMark records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, CatchMark accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, CatchMark accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, CatchMark discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, CatchMark discloses the nature and estimate of the possible loss of the litigation. CatchMark does not disclose information with respect to litigation where an unfavorable outcome is considered to be remote. CatchMark is no t currently involved in any legal proceedings of which the outcome is reasonably likely to have a material adverse effect on the results of operations or financial condition of CatchMark. CatchMark is not aware of any legal proceedings contemplated by governmental authorities. |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Stock-based Compensation - Independent Directors On June 28, 2019, pursuant to the Amended and Restated Independent Directors' Compensation Plan (a sub-plan of CatchMark's LTIP), CatchMark issued the annual equity-based grants to its independent directors. Each independent director received a grant with a fair value of $70,000 , which will vest on the date of CatchMark's 2020 annual meeting of stockholders. At their elections, three independent directors each received 6,699 shares of CatchMark's restricted stock and the remaining three independent directors each received 6,699 units of a class of limited partnership interests (the "LTIP Units") in CatchMark Timber OP. The LTIP Units are structured to qualify as "profits interests" for federal income tax purposes that, subject to certain conditions, including vesting, are convertible by the holder into CatchMark Timber OP's common units. Aggregate grant date fair value of $0.4 million will be amortized over the one-year vesting period within general and administrative expenses. See Note 8 — Noncontrolling Interest in our Annual Report on Form 10-K for the year ended December 31, 2018 for further information on LTIP Units. Stock-based Compensation - Employees During the three months ended June 30, 2019, CatchMark did no t issue any shares of service-based restricted stock to its employees. During the six months ended June 30, 2019 , CatchMark issued 131,500 shares of service-based restricted stock to certain non-executive employees, vesting over a four-year period. The fair value of serviced-based restricted stock grants was determined by the closing price of CatchMark's common stock on the grant date. A rollforward of CatchMark's unvested, service-based restricted stock awards to employees for the six months ended June 30, 2019 is as follows: Number of Underlying Shares Weighted-Average Grant Date Fair Value Unvested at December 31, 2018 300,395 $ 10.60 Granted 131,500 $ 9.34 Vested (83,817 ) $ 11.37 Forfeited (5,062 ) $ 10.85 Unvested at June 30, 2019 343,016 $ 9.93 Stock-based Compensation Expense A summary of CatchMark's stock-based compensation expense for the three months and six months ended June 30, 2019 and 2018 is presented below: (in thousands) Three Months Ended June 30, Six Months Ended June 30, Stock-based Compensation Expense classified as: 2019 2018 2019 2018 General and administrative expenses $ 463 $ 758 $ 1,034 $ 1,274 Forestry management expenses 27 38 115 287 Total $ 490 $ 796 $ 1,149 $ 1,561 As of June 30, 2019 , approximately $3.7 million of unrecognized compensation expense related to unvested restricted stock and LTIP Units remained and will be recognized over a weighted-average period of 2.3 years. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As of June 30, 2019 , CatchMark had the following reportable segments: Harvest, Real Estate and Investment Management. Harvest includes wholly-owned timber assets and associated timber sales, other revenues and related expenses. Real Estate includes timberland sales, cost of timberland sales and large dispositions. Investment Management includes investment in and income (loss) from unconsolidated joint ventures and asset management fee revenues earned for the management of these joint ventures. General and administrative expenses, along with other expense and income items, are not allocated among segments. Asset information and capital expenditures by segment are not reported because CatchMark does not use these measures to assess performance. CatchMark’s investments in unconsolidated joint ventures is reported separately on the accompanying consolidated balance sheets. During the periods presented, there have been no material intersegment transactions. Adjusted EBITDA is the primary performance measure reviewed by management to assess operating performance. EBITDA is a non-GAAP financial measure of operating performance. EBITDA is defined by the SEC as earnings before interest, taxes, depreciation and amortization; however, CatchMark has excluded certain other expenses that CatchMark believes are not indicative of the ongoing operating results of its timberland portfolio and investment management business, and CatchMark refers to this measure as Adjusted EBITDA. As such, CatchMark's Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. The following table presents operating revenues by reportable segment: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Harvest $ 17,595 $ 19,390 $ 35,236 $ 39,206 Real Estate 8,224 6,834 10,314 11,086 Investment Management 2,841 25 5,683 61 Total $ 28,660 $ 26,249 $ 51,233 $ 50,353 The following table presents Adjusted EBITDA by reportable segment: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Harvest $ 7,285 $ 8,564 $ 14,545 $ 16,704 Real Estate 7,828 6,435 9,785 10,396 Investment Management 2,790 1,324 6,205 6,437 Non-allocated / Corporate EBITDA (2,816 ) (2,308 ) $ (5,286 ) $ (4,627 ) Total $ 15,087 $ 14,015 $ 25,249 $ 28,910 A reconciliation of Adjusted EBITDA to GAAP net loss is presented below: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Adjusted EBITDA $ 15,087 $ 14,015 $ 25,249 $ 28,910 Subtract: Depletion 6,030 6,598 11,298 13,660 Basis of timberland sold, lease terminations and other (1) 6,668 4,932 8,475 7,788 Amortization (2) 229 314 687 2,039 Depletion, amortization, and basis of timberland and mitigation credits sold included in loss from unconsolidated joint venture (3) — 590 395 3,846 HLBV loss from unconsolidated joint venture (4) 28,600 — 56,088 — Stock-based compensation expense 490 796 1,149 1,561 Interest expense (2) 4,395 2,290 8,767 4,871 Gain on large dispositions (5) (764 ) — (764 ) — Other (6) 4 — 114 35 Net loss $ (30,565 ) $ (1,505 ) $ (60,960 ) $ (4,890 ) (1) Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses. (2) For the purpose of the above reconciliation, amortization includes amortization of deferred financing costs, amortization of intangible lease assets, and amortization of mainline road costs, which are included in either interest expense, land rent expense, or other operating expenses in the consolidated statements of operations. (3) Reflects our share of depletion, amortization, and basis of timberland and mitigation credits sold of the unconsolidated Dawsonville Bluffs Joint Venture. (4) Reflects HLBV (income) losses from the Triple T Joint Venture, which is determined based on a hypothetical liquidation of the underlying joint venture at book value as of the reporting date. (5) Large dispositions are sales of large blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions are typically larger transactions in acreage and gross sales price than recurring HBU sales and are not part of core operations, are infrequent in nature and would cause material variances in comparative results if not reported separately. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. (6) Includes certain cash expenses paid, or reimbursement received, that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis, including costs required to be expensed by GAAP related to acquisitions, transactions, joint ventures or new business initiatives. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Large Dispositions On July 26, 2019, CatchMark completed the disposition of approximately 10,800 acres of its wholly-owned timberlands located in Georgia and Alabama for approximately $19.9 million . CatchMark used $14.8 million of the net proceeds to pay down outstanding debt on the Multi-Draw Term Facility on August 1, 2019 and the remaining $5.0 million is expected to be used to fund general corporate purposes, including share repurchases. Dawsonville Bluffs Joint Venture Timberland Disposition On July 15, 2019, the Dawsonville Bluffs Joint Venture completed the disposition of substantially all of its remaining 4,400 acres of timberlands for approximately $8.7 million . CatchMark received an approximately $4.4 million cash distribution from the Dawsonville Bluffs Joint Venture on August 1, 2019, a portion of which represents an incentive-based promote for exceeding investment hurdles. Debt Repayments In addition to the $14.8 million debt repayment discussed above, on July 1, 2019, CatchMark repaid $5.3 million of its outsta nding debt balance on the Multi-Draw Term Facility with net proceeds received from the large disposition closed on June 28, 2019. Dividend Declaration On August 1, 2019, CatchMark declared a cash dividend of $0.135 per share for its common stockholders of record on, August 30, 2019, payable on September 13, 2019. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The consolidated financial statements of CatchMark have been prepared in accordance with the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X and do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Results for these interim periods are not necessarily indicative of results for a full year. CatchMark’s consolidated financial statements include the accounts of CatchMark and any VIE in which CatchMark is deemed the primary beneficiary. With respect to entities that are not VIEs, CatchMark's consolidated financial statements also include the accounts of any entity in which CatchMark owns a controlling financial interest and any limited partnership in which CatchMark owns a controlling general partnership interest. In determining whether a controlling interest exists, CatchMark considers, among other factors, the ownership of voting interests, protective rights, and participatory rights of the investors. All intercompany balances and transactions have been eliminated in consolidation. |
Investments in Joint Ventures | Investments in Joint Ventures For joint ventures that it does not control but exercises significant influence, CatchMark uses the equity method of accounting. CatchMark's judgment about its level of influence or control of an entity involves consideration of various factors including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace CatchMark as manager, and/or to liquidate the venture. Under the equity method, the investment in a joint venture is recorded at cost and adjusted for equity in earnings and cash contributions and distributions. Income or loss and cash distributions from an unconsolidated joint venture are allocated according to the provisions of the respective joint venture agreement, which may be different from its stated ownership percentages. Any difference between the carrying amount of these investments on CatchMark’s balance sheets and the underlying equity in net assets on the joint venture’s balance sheets is adjusted as the related underlying assets are depreciated, amortized, or sold. Distributions received from unconsolidated joint ventures are classified in the accompanying consolidated statements of cash flows using the cumulative earnings approach under which distributions received in an amount equal to cumulative equity in earnings are classified as cash inflows from operating activities and distributions received in excess of cumulative equity in earnings represent returns of investment and therefore are classified as cash inflows from investing activities. |
Segment Information | Segment Information CatchMark primarily engages in the acquisition, ownership, operation, management, and disposition of timberland properties located in the United States, either directly through wholly-owned subsidiaries or through equity method investments in affiliated joint ventures. CatchMark defines operating segments in accordance with ASC Topic 280, Segment Reporting, to reflect the manner in which its chief operating decision maker, the Chief Executive Officer, evaluates performance and allocates resources in managing the business. |
New Lease Accounting Standard / Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities (Topic 815), which amends the hedge accounting recognition and presentation requirements in ASC 815, " Derivatives and Hedging ." In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes . ASU 2017-12 expands an entity's ability to hedge nonfinancial and financial risk components and reduces the complexity in fair value hedges of interest rate risk. It eliminates the requirement to separately measure and report hedge ineffectiveness and requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item when the hedged item affects earnings. The amendments in ASU 2018-16 permit use of the OIS rate based on SOFR as a U.S. benchmark interest rate for hedge accounting purposes under Topic 815. CatchMark adopted ASU 2017-12 on January 1, 2018 and ASU 2018-16 on January 1, 2019. These adoptions did not have a material effect on CatchMark's consolidated financial statements. In June 2018, the FASB issued ASU 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of ASC 718 to include share-based payments granted to non-employees in exchange for goods or services used or consumed in an entity’s own operations. This guidance aligns the measurement and classification for share-based payments to non-employees with the guidance for share-based payments to employees, with certain exceptions. ASU 2018-07 is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods therein. CatchMark adopted ASU 2018-07 on January 1, 2019 and the adoption did not have a material effect on its consolidated financial statements. On July 16, 2018, the FASB issued ASU 2018-09, Codification Improvements. The amendments in this update represent changes to clarify the ASC, correct unintended application of guidance, or make minor improvements to the ASC that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. Some of the amendments make the ASC easier to understand and easier to apply by eliminating inconsistencies, providing needed clarifications, and improving the presentation of guidance in the ASC. ASU 2018-09 is effective for public entities for fiscal years beginning after December 15, 2018, and interim periods therein. CatchMark adopted ASU 2018-09 on January 1, 2019 and the adoption did not have a material effect on its consolidated financial statements. 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, which added new disclosure requirements, eliminated and modified existing disclosure requirements on fair value measurement to improve the effectiveness of ASC 820. ASU 2018-13 is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. CatchMark is currently assessing the impact ASU 2018-13 will have on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities, which reduces the cost and complexity of financial reporting associated with consolidation of VIEs. This guidance supersedes the private company alternative for common control leasing arrangements issued in 2014 and expands it to all qualifying common control arrangements. ASU 2018-17 is effective for public entities for fiscal years beginning after December 15, 2019, and interim periods therein. CatchMark is currently assessing the impact ASU 2018-17 will have on its consolidated financial statements. New Lease Accounting Standard In February 2016, the FASB issued ASU 2016-02, Leases ("ASC 842"). ASC 842 establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability on its balance sheet for all leases, subject to certain scope exceptions. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. CatchMark adopted ASC 842 effective January 1, 2019 using the modified retrospective approach with the cumulative effect of the application recognized at the effective date. CatchMark elected the package of practical expedients, including the option to account for each separate lease component of a contract and its associated non-lease component as a single lease component, thus causing all fixed payments to be capitalized; and the practical expedient, which among other things, allows CatchMark to carry forward historical lease classification. Variable lease payment amounts that cannot be determined at the commencement of the lease such as increases in lease payments based on changes in index rates or usage, are not included in the operating lease ROU asset or liability. These are expensed as incurred and recorded as variable lease expense. Management identified and evaluated all of its in-place leases, subleases, and contracts with a lease component, and determined that its office lease is the only lease within the scope of ASC 842. CatchMark elected the practical expedient to not apply the recognition requirements of ASC 842 to its short-term leases. CatchMark determined its long-term timber lease to be a lease of biological assets, a scope exception to ASC 842. Long-term timber lease expense is reported as land rent expense on CatchMark's consolidated statements of operations. See Note 7 — Commitments and Contingencies, Obligations under Operating Leases for additional information on the long-term timber lease. Additionally, CatchMark determined that its hunting and recreational leases do not qualify as leases under ASC 842. See Note 2 — Summary of Significant Accounting Policies and Note 11 — Recreational Leases to CatchMark’s audited financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2018 for additional information on its hunting and recreational leases. |
Reclassification | Reclassification Certain prior period amounts have been reclassified to conform with the current period's financial statement presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Operating Lease Future Annual Payments, Before Adopting 842 | CatchMark had the following future annual payments for its operating lease as of June 30, 2019 and December 31, 2018: As of ( in thousands ) June 30, 2019 December 31, 2018 Required payments 2019 $ 195 $ 312 2020 397 397 2021 412 412 2022 424 424 2023 435 435 2024 447 447 Thereafter 1,873 1,873 $ 4,183 $ 4,300 Less: imputed interest (822 ) Operating lease liability $ 3,361 Remaining lease term (Years) 9.4 Discount rate 4.58 % As of June 30, 2019, CatchMark had the following future lease payments under its LTC Lease: (in thousands) Required Payments 2019 $ 37 2020 504 2021 504 2022 449 $ 1,494 |
Summary of Operating Lease Future Annual Payments, After Adopting 842 | CatchMark had the following future annual payments for its operating lease as of June 30, 2019 and December 31, 2018: As of ( in thousands ) June 30, 2019 December 31, 2018 Required payments 2019 $ 195 $ 312 2020 397 397 2021 412 412 2022 424 424 2023 435 435 2024 447 447 Thereafter 1,873 1,873 $ 4,183 $ 4,300 Less: imputed interest (822 ) Operating lease liability $ 3,361 Remaining lease term (Years) 9.4 Discount rate 4.58 % |
Timber Assets (Tables)
Timber Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Real Estate [Abstract] | |
Schedule of Timber and Timberlands | As of June 30, 2019 and December 31, 2018 , timber and timberlands consisted of the following, respectively: As of June 30, 2019 (in thousands) Gross Accumulated Depletion or Amortization Net Timber $ 317,079 $ 11,298 $ 305,781 Timberlands 359,527 — 359,527 Mainline roads 1,001 693 308 Timber and timberlands $ 677,607 $ 11,991 $ 665,616 As of December 31, 2018 (in thousands) Gross Accumulated Depletion or Amortization Net Timber $ 345,972 $ 25,912 $ 320,060 Timberlands 367,488 — 367,488 Mainline roads 954 651 303 Timber and timberlands $ 714,414 $ 26,563 $ 687,851 Land acreage by state is listed below: Acres by state as of June 30, 2019 (1) Fee Lease Total South Alabama 72,300 1,800 74,100 Florida 2,000 — 2,000 Georgia 256,700 24,500 281,200 North Carolina 100 — 100 South Carolina 74,900 — 74,900 Tennessee 300 — 300 406,300 26,300 432,600 Pacific Northwest Oregon 18,100 — 18,100 Total 424,400 26,300 450,700 (1) Represents CatchMark wholly-owned acreage only; excludes ownership interest in acreage held by joint ventures. |
Schedule of Land Sale Acreage By State | Timberland sales and large dispositions acreage by state is listed below: Six Months Ended June 30, Acres Sold In: 2019 2018 Alabama 600 800 Georgia 4,600 1,700 Louisiana — 200 North Carolina 500 100 South Carolina 2,800 2,400 Texas — 100 Total 8,500 5,300 |
Unconsolidated Joint Ventures (
Unconsolidated Joint Ventures (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedules of Financial Information, Equity Method Investment | During the three months and six months ended June 30, 2019 and 2018, CatchMark earned the following fees from these unconsolidated joint ventures: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Triple T Joint Venture (1) $ 2,822 $ — $ 5,643 $ — Dawsonville Bluffs Joint Venture 19 25 40 61 $ 2,841 $ 25 $ 5,683 $ 61 (1) Includes approximately $0.1 million and $0.2 million of reimbursements of compensation costs for the three months and six months ended June 30, 2019, respectively. Condensed balance sheet information for the Triple T Joint Venture is as follows: As of (in thousands) June 30, 2019 December 31, 2018 Triple T Joint Venture: Total assets $ 1,596,530 $ 1,607,413 Total liabilities $ 760,941 $ 754,610 Total equity $ 835,589 $ 852,803 CatchMark: Carrying value of investment $ 34,362 $ 90,450 Condensed income statement information for the Triple T Joint Venture is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Triple T Joint Venture: Total revenues $ 43,978 $ — $ 79,941 $ — Operating income $ 5,426 $ — $ 7,948 $ — Net loss $ (1,586 ) $ — $ (5,867 ) $ — CatchMark: Equity share of net loss $ (28,600 ) $ — $ (56,088 ) $ — Condensed statement of cash flow information for the Triple T Joint Venture is as follows: Six Months Ended June 30, (in thousands) 2019 2018 Triple T Joint Venture: Net cash provided by operating activities $ 8,544 $ — Net cash used in investing activities $ (2,041 ) $ — Net cash provided by financing activities $ 91 $ — Net change in cash and cash equivalents $ 6,594 $ — Cash and cash equivalents, beginning of period $ 39,300 $ — Cash and cash equivalents, end of period $ 45,894 $ — CatchMark's equity share of the Triple T Joint Venture's net loss determined using the HLBV method as of June 30, 2019 is calculated as follows: (in thousands) Triple T Joint Venture: Total equity as of June 30, 2019 $ 835,589 Preferred Investors: Equity in Triple T Joint Venture as of January 1, 2019 $ 762,353 Minimum preferred return as of June 30, 2019 $ 38,749 Class A preferred equity as of June 30, 2019 $ 125 HLBV distribution as of June 30, 2019 $ 801,227 CatchMark: Equity in Triple T Joint Venture as of June 30, 2019 $ 34,362 Equity in Triple T Joint Venture, as of January 1, 2019 $ 90,450 Equity share of Triple T Joint Venture's net loss $ (56,088 ) As of June 30, 2019 , CatchMark owned interests in two joint ventures with unrelated parties: the Triple T Joint Venture and the Dawsonville Bluffs Joint Venture (each as defined and described below). As of June 30, 2019 Dawsonville Bluffs Joint Venture Triple T Joint Venture Ownership percentage 50.0% 21.6 % (1) Acreage owned by the joint venture 4,400 1,095,300 Merchantable timber inventory (million tons) 0.3 (2) 41.2 (2) Location Georgia Texas (1) Represents our share of total partner capital contributions. (2) Merchantable timber inventory does not include current year growth. Condensed balance sheet information for the Dawsonville Bluffs Joint Venture is as follows: As of (in thousands) June 30, 2019 December 31, 2018 Dawsonville Bluffs Joint Venture: Total assets $ 10,515 $ 12,164 Total liabilities $ 620 $ 575 Total equity $ 9,895 $ 11,589 CatchMark: Carrying value of investment $ 4,947 $ 5,795 Condensed income statement information for the Dawsonville Bluffs Joint Venture is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Dawsonville Bluffs Joint Venture: Total revenues $ 7 $ 2,821 $ 1,420 $ 13,614 Net income (loss) $ (102 ) $ 1,417 $ 255 $ 5,059 CatchMark: Equity share of net income (loss) $ (51 ) $ 709 $ 128 $ 2,530 Condensed statement of cash flow information for the Dawsonville Joint Venture is as follows: Six Months Ended June 30, (in thousands) 2019 2018 Dawsonville Joint Venture: Net cash provided by operating activities $ 1,252 $ 12,657 Net cash provided by investing activities $ — $ — Net cash used in financing activities $ (1,949 ) $ (14,460 ) Net change in cash and cash equivalents $ (697 ) $ (1,803 ) Cash and cash equivalents, beginning of period $ 1,731 $ 5,375 Cash and cash equivalents, end of period $ 1,034 $ 3,572 |
Notes Payable and Lines of Cr_2
Notes Payable and Lines of Credit (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Outstanding | As of June 30, 2019 and December 31, 2018 , CatchMark had the following debt balances outstanding: (in thousands) Outstanding Balance as of Credit Facility Maturity Date Interest Rate Current Interest Rate (1) June 30, 2019 December 31, 2018 Term Loan A-1 12/23/2024 LIBOR + 1.75% 4.15 % $ 100,000 $ 100,000 Term Loan A-2 12/1/2026 LIBOR + 1.90% 4.30 % 100,000 100,000 Term Loan A-3 12/1/2027 LIBOR + 2.00% 4.40 % 68,619 68,619 Term Loan A-4 8/22/2025 LIBOR + 1.70% 4.12 % 140,000 140,000 Multi-Draw Term Facility 12/1/2024 LIBOR + 2.20% 4.61 % 70,000 70,000 Total principal balance $ 478,619 $ 478,619 Less: net unamortized deferred financing costs (5,988 ) $ (6,379 ) Total $ 472,631 $ 472,240 (1) For the Multi-Draw Term Facility, the interest rate represents weighted-average interest rate as of June 30, 2019 . The weighted-average interest rate excludes the impact of the interest rate swaps (see Note 6 — Interest Rate Swaps ), amortization of deferred financing costs, unused commitment fees, and estimated patronage refunds. |
Schedule of Patronage Refund Classification | As of June 30, 2019 and December 31, 2018 , the following balances related to the patronage refunds program were included on CatchMark's consolidated balance sheets: (in thousands) As of Patronage refunds classified as: June 30, 2019 December 31, 2018 Accounts receivable $ 1,925 $ 3,323 Prepaid expenses and other assets (1) 2,329 1,499 Total $ 4,254 $ 4,822 (1) Represents cumulative patronage refunds received as equity of the Patronage Banks. |
Interest Rate Swaps (Tables)
Interest Rate Swaps (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swaps | The following table presents information about CatchMark's interest rate swaps measured at fair value as of June 30, 2019 and December 31, 2018 : (in thousands) Estimated Fair Value as of Instrument Type Balance Sheet Classification June 30, 2019 December 31, 2018 Derivatives designated as hedging instruments: Interest rate swaps Prepaid expenses and other assets $ 894 $ 3,643 Interest rate swaps Other liabilities $ (11,807 ) $ (3,635 ) CatchMark had ten outstanding interest rate swaps with terms below: (in thousands) Interest Rate Swap Effective Date Maturity Date Pay Rate Receive Rate Notional Amount 2017 Swap - 3YR 3/28/2017 3/28/2020 1.800% one-month LIBOR $ 30,000 2018 Swap - 2YR 9/6/2018 9/6/2020 2.796% one-month LIBOR $ 50,000 2018 Swap - 3YR 9/6/2018 9/6/2021 2.869% one-month LIBOR $ 50,000 2017 Swap - 4YR 3/28/2017 11/28/2021 2.045% one-month LIBOR $ 20,000 2018 Swap - 4YR 2/28/2018 11/28/2022 2.703% one-month LIBOR $ 30,000 2017 Swap - 7YR 3/23/2017 3/23/2024 2.330% one-month LIBOR $ 20,000 2014 Swap - 10YR 12/23/2014 12/23/2024 2.395% one-month LIBOR $ 35,000 2016 Swap - 8YR 8/23/2016 12/23/2024 1.280% one-month LIBOR $ 45,000 2018 Swap - 8YR 2/28/2018 11/28/2026 2.884% one-month LIBOR $ 20,000 2018 Swap - 9YR 8/28/2018 8/28/2027 3.014% one-month LIBOR $ 50,000 $ 350,000 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Operating Lease Future Annual Payments | CatchMark had the following future annual payments for its operating lease as of June 30, 2019 and December 31, 2018: As of ( in thousands ) June 30, 2019 December 31, 2018 Required payments 2019 $ 195 $ 312 2020 397 397 2021 412 412 2022 424 424 2023 435 435 2024 447 447 Thereafter 1,873 1,873 $ 4,183 $ 4,300 Less: imputed interest (822 ) Operating lease liability $ 3,361 Remaining lease term (Years) 9.4 Discount rate 4.58 % As of June 30, 2019, CatchMark had the following future lease payments under its LTC Lease: (in thousands) Required Payments 2019 $ 37 2020 504 2021 504 2022 449 $ 1,494 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Unvested Restricted Stock Awards Activity | A rollforward of CatchMark's unvested, service-based restricted stock awards to employees for the six months ended June 30, 2019 is as follows: Number of Underlying Shares Weighted-Average Grant Date Fair Value Unvested at December 31, 2018 300,395 $ 10.60 Granted 131,500 $ 9.34 Vested (83,817 ) $ 11.37 Forfeited (5,062 ) $ 10.85 Unvested at June 30, 2019 343,016 $ 9.93 |
Schedule of Stock-Based Compensation Expense | A summary of CatchMark's stock-based compensation expense for the three months and six months ended June 30, 2019 and 2018 is presented below: (in thousands) Three Months Ended June 30, Six Months Ended June 30, Stock-based Compensation Expense classified as: 2019 2018 2019 2018 General and administrative expenses $ 463 $ 758 $ 1,034 $ 1,274 Forestry management expenses 27 38 115 287 Total $ 490 $ 796 $ 1,149 $ 1,561 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents operating revenues by reportable segment: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Harvest $ 17,595 $ 19,390 $ 35,236 $ 39,206 Real Estate 8,224 6,834 10,314 11,086 Investment Management 2,841 25 5,683 61 Total $ 28,660 $ 26,249 $ 51,233 $ 50,353 The following table presents Adjusted EBITDA by reportable segment: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Harvest $ 7,285 $ 8,564 $ 14,545 $ 16,704 Real Estate 7,828 6,435 9,785 10,396 Investment Management 2,790 1,324 6,205 6,437 Non-allocated / Corporate EBITDA (2,816 ) (2,308 ) $ (5,286 ) $ (4,627 ) Total $ 15,087 $ 14,015 $ 25,249 $ 28,910 A reconciliation of Adjusted EBITDA to GAAP net loss is presented below: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2019 2018 2019 2018 Adjusted EBITDA $ 15,087 $ 14,015 $ 25,249 $ 28,910 Subtract: Depletion 6,030 6,598 11,298 13,660 Basis of timberland sold, lease terminations and other (1) 6,668 4,932 8,475 7,788 Amortization (2) 229 314 687 2,039 Depletion, amortization, and basis of timberland and mitigation credits sold included in loss from unconsolidated joint venture (3) — 590 395 3,846 HLBV loss from unconsolidated joint venture (4) 28,600 — 56,088 — Stock-based compensation expense 490 796 1,149 1,561 Interest expense (2) 4,395 2,290 8,767 4,871 Gain on large dispositions (5) (764 ) — (764 ) — Other (6) 4 — 114 35 Net loss $ (30,565 ) $ (1,505 ) $ (60,960 ) $ (4,890 ) (1) Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses. (2) For the purpose of the above reconciliation, amortization includes amortization of deferred financing costs, amortization of intangible lease assets, and amortization of mainline road costs, which are included in either interest expense, land rent expense, or other operating expenses in the consolidated statements of operations. (3) Reflects our share of depletion, amortization, and basis of timberland and mitigation credits sold of the unconsolidated Dawsonville Bluffs Joint Venture. (4) Reflects HLBV (income) losses from the Triple T Joint Venture, which is determined based on a hypothetical liquidation of the underlying joint venture at book value as of the reporting date. (5) Large dispositions are sales of large blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions are typically larger transactions in acreage and gross sales price than recurring HBU sales and are not part of core operations, are infrequent in nature and would cause material variances in comparative results if not reported separately. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. (6) Includes certain cash expenses paid, or reimbursement received, that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis, including costs required to be expensed by GAAP related to acquisitions, transactions, joint ventures or new business initiatives. |
Organization - Narrative (Detai
Organization - Narrative (Details) | 6 Months Ended |
Jun. 30, 2019 | |
General Partner | |
Class of Stock [Line Items] | |
Percentage of interest owned of its common partnership units | 99.99% |
Limited Partner | |
Class of Stock [Line Items] | |
Percentage of interest owned of its common partnership units | 0.01% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($)segment | Jun. 30, 2018USD ($) | Jan. 01, 2019USD ($) | |
Significant Accounting Policies [Line Items] | ||||||
Number of reportable segments | segment | 3 | |||||
Operating lease right-of-use asset | $ 3,261,000 | $ 3,261,000 | $ 3,400,000 | |||
Operating lease liability | 3,361,000 | 3,361,000 | $ 3,400,000 | |||
Amortization expense | 13,000 | 100,000 | ||||
Reclassification out of other revenues and (into) asset management fees | (28,660,000) | $ (26,249,000) | (51,233,000) | $ (50,353,000) | ||
Cash paid for office leases | 95,000 | 117,000 | ||||
Other revenues | ||||||
Significant Accounting Policies [Line Items] | ||||||
Reclassification out of other revenues and (into) asset management fees | (1,322,000) | (1,645,000) | (2,412,000) | (2,808,000) | ||
Management services | ||||||
Significant Accounting Policies [Line Items] | ||||||
Reclassification out of other revenues and (into) asset management fees | $ (2,841,000) | (25,000) | $ (5,683,000) | (61,000) | ||
Restatement Adjustment | Other revenues | ||||||
Significant Accounting Policies [Line Items] | ||||||
Reclassification out of other revenues and (into) asset management fees | $ 25,000 | 61,000 | ||||
Restatement Adjustment | Management services | ||||||
Significant Accounting Policies [Line Items] | ||||||
Reclassification out of other revenues and (into) asset management fees | $ (25,000) | $ (61,000) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Operating Lease Future Annual Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Leases, After Adoption 842 | |||
2019 | $ 195 | ||
2020 | 397 | ||
2021 | 412 | ||
2022 | 424 | ||
2023 | 435 | ||
2024 | 447 | ||
Thereafter | 1,873 | ||
Total Required Payments | 4,183 | ||
Less: imputed interest | (822) | ||
Operating lease liability | $ 3,361 | $ 3,400 | |
Operating Leases, Before Adoption 842 | |||
2019 | $ 312 | ||
2020 | 397 | ||
2021 | 412 | ||
2022 | 424 | ||
2023 | 435 | ||
2024 | 447 | ||
Thereafter | 1,873 | ||
Total Required Payments | $ 4,300 | ||
Remaining lease term (Years) | 9 years 4 months 12 days | ||
Discount rate | 4.58% |
Timber Assets - Schedule of Tim
Timber Assets - Schedule of Timber and Timberlands (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Gross | $ 677,607 | $ 714,414 |
Accumulated Depletion or Amortization | 11,991 | 26,563 |
Net | 665,616 | 687,851 |
Timber | ||
Property, Plant and Equipment [Line Items] | ||
Gross | 317,079 | 345,972 |
Accumulated Depletion or Amortization | 11,298 | 25,912 |
Net | 305,781 | 320,060 |
Timberlands | ||
Property, Plant and Equipment [Line Items] | ||
Gross | 359,527 | 367,488 |
Accumulated Depletion or Amortization | 0 | 0 |
Net | 359,527 | 367,488 |
Mainline roads | ||
Property, Plant and Equipment [Line Items] | ||
Gross | 1,001 | 954 |
Accumulated Depletion or Amortization | 693 | 651 |
Net | $ 308 | $ 303 |
Timber Assets - Narrative (Deta
Timber Assets - Narrative (Details) $ in Thousands | Jul. 26, 2019USD ($)a | Jul. 15, 2019USD ($)a | Jul. 01, 2019USD ($) | Jun. 28, 2019USD ($)a | Jun. 30, 2019USD ($)a | Jun. 30, 2018USD ($)a | Jun. 30, 2019USD ($)a | Jun. 30, 2018USD ($)a | |
Property, Plant and Equipment [Line Items] | |||||||||
Revenues, timberland sold | $ | $ 28,660 | $ 26,249 | $ 51,233 | $ 50,353 | |||||
Timberland sales | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Revenues, timberland sold | $ | $ 8,224 | $ 6,834 | $ 10,314 | $ 11,086 | |||||
Timber | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Acres of timberland sold, excluding large disposition | 4,000 | 3,100 | 4,900 | 5,300 | |||||
Cost basis of timberland sold | $ | $ 4,500 | $ 6,500 | $ 4,800 | $ 8,000 | $ 7,700 | ||||
Acres of timberland sold, large disposition | 3,600 | ||||||||
Area of land, owned interests | [1] | 450,700 | 450,700 | ||||||
Area of land, held in fee simple interests | [1] | 424,400 | 424,400 | ||||||
Area of land, held in leasehold interests | [1] | 26,300 | 26,300 | ||||||
Timber | Subsequent Event | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Acres of timberland sold, excluding large disposition | 4,400 | ||||||||
Acres of timberland sold, large disposition | 10,800 | ||||||||
Net proceeds used from large disposition to pay down outstanding debt | $ | $ 5,300 | ||||||||
Timber | Timberland sales | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Revenues, timberland sold | $ | $ 5,500 | $ 8,200 | $ 6,800 | $ 10,300 | $ 11,100 | ||||
Timber | Timberland sales | Subsequent Event | |||||||||
Property, Plant and Equipment [Line Items] | |||||||||
Revenues, timberland sold | $ | $ 19,900 | $ 8,700 | |||||||
[1] | Represents CatchMark wholly-owned acreage only; excludes ownership interest in acreage held by joint ventures. |
Timber Assets - Timberland Disp
Timber Assets - Timberland Disposition (Details) - Timber - a | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Total | 8,500 | 5,300 |
Alabama | ||
Property, Plant and Equipment [Line Items] | ||
Total | 600 | 800 |
Georgia | ||
Property, Plant and Equipment [Line Items] | ||
Total | 4,600 | 1,700 |
Louisiana | ||
Property, Plant and Equipment [Line Items] | ||
Total | 0 | 200 |
North Carolina | ||
Property, Plant and Equipment [Line Items] | ||
Total | 500 | 100 |
South Carolina | ||
Property, Plant and Equipment [Line Items] | ||
Total | 2,800 | 2,400 |
Texas | ||
Property, Plant and Equipment [Line Items] | ||
Total | 0 | 100 |
Timber Assets - Schedule of T_2
Timber Assets - Schedule of Timberland Portfolio (Details) - Timber | Jun. 30, 2019a | [1] |
Property, Plant and Equipment [Line Items] | ||
Fee | 424,400 | |
Lease | 26,300 | |
Total | 450,700 | |
South | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 406,300 | |
Lease | 26,300 | |
Total | 432,600 | |
South | Alabama | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 72,300 | |
Lease | 1,800 | |
Total | 74,100 | |
South | Florida | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 2,000 | |
Lease | 0 | |
Total | 2,000 | |
South | Georgia | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 256,700 | |
Lease | 24,500 | |
Total | 281,200 | |
South | North Carolina | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 100 | |
Lease | 0 | |
Total | 100 | |
South | South Carolina | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 74,900 | |
Lease | 0 | |
Total | 74,900 | |
South | Tennessee | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 300 | |
Lease | 0 | |
Total | 300 | |
Pacific Northwest | Oregon | ||
Property, Plant and Equipment [Line Items] | ||
Fee | 18,100 | |
Lease | 0 | |
Total | 18,100 | |
[1] | Represents CatchMark wholly-owned acreage only; excludes ownership interest in acreage held by joint ventures. |
Unconsolidated Joint Ventures -
Unconsolidated Joint Ventures - Narrative (Details) $ in Thousands, a in Millions | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019USD ($)joint_venture | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)amembers | Jul. 31, 2018USD ($) | Dec. 31, 2017 | ||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of joint ventures with unrelated parties | joint_venture | 2 | |||||
Payments to acquire timberland | $ 0 | $ 33,597 | ||||
Triple T Timberlands | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Acres of land | a | 1.1 | |||||
Payments to acquire timberland | $ 1,390,000 | |||||
Triple T Joint Venture | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity method investment, value of equity interest | $ 200,000 | |||||
Ownership percentage | 21.60% | [1] | 21.60% | |||
Number of common board members | members | 3 | |||||
Annual asset management fee, percentage | 1.00% | |||||
Triple T Joint Venture | Investor | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 78.40% | |||||
Minimum cumulative return on equity contribution, percentage | 10.25% | |||||
Dawsonville Bluffs | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 50.00% | |||||
Cash distributions received | $ 1,000 | $ 7,200 | ||||
[1] | Represents our share of total partner capital contributions. |
Unconsolidated Joint Ventures_2
Unconsolidated Joint Ventures - Schedule of Equity Method Investments (Details) T in Millions | 6 Months Ended | |||
Jun. 30, 2019aT | Jul. 31, 2018 | |||
Dawsonville Bluffs Joint Venture | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 50.00% | |||
Acreage owned by the joint venture | a | 4,400 | |||
Merchantable timber inventory (million tons) | T | [1] | 0.3 | ||
Location | Georgia | |||
Triple T Joint Venture | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 21.60% | [2] | 21.60% | |
Acreage owned by the joint venture | a | 1,095,300 | |||
Merchantable timber inventory (million tons) | T | [1] | 41.2 | ||
Location | Texas | |||
[1] | Merchantable timber inventory does not include current year growth. | |||
[2] | Represents our share of total partner capital contributions. |
Unconsolidated Joint Ventures_3
Unconsolidated Joint Ventures - Schedule of Condensed Balance Sheet Information (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
CatchMark: | |||
Carrying value of investment | $ 39,309 | $ 96,244 | |
Triple T Joint Venture | |||
Joint Venture: | |||
Total assets | 1,596,530 | 1,607,413 | |
Total liabilities | 760,941 | 754,610 | |
Total equity | 835,589 | 852,803 | |
CatchMark: | |||
Carrying value of investment | 34,362 | $ 90,450 | 90,450 |
Dawsonville Bluffs | |||
Joint Venture: | |||
Total assets | 10,515 | 12,164 | |
Total liabilities | 620 | 575 | |
Total equity | 9,895 | 11,589 | |
CatchMark: | |||
Carrying value of investment | $ 4,947 | $ 5,795 |
Unconsolidated Joint Ventures_4
Unconsolidated Joint Ventures - Schedule of Condensed Income Statement Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | |
CatchMark: | |||||
Equity share of net income (loss) | $ (28,651) | $ 709 | $ (55,960) | $ 2,530 | |
Triple T Joint Venture | |||||
Joint Venture: | |||||
Total revenues | 43,978 | 0 | 79,941 | 0 | |
Operating income | 5,426 | 0 | 7,948 | 0 | |
Net income (loss) | (1,586) | 0 | (5,867) | 0 | |
CatchMark: | |||||
Equity share of net income (loss) | (28,600) | 0 | (56,088) | 0 | $ (56,088) |
Dawsonville Bluffs | |||||
Joint Venture: | |||||
Total revenues | 7 | 2,821 | 1,420 | 13,614 | |
Net income (loss) | (102) | 1,417 | 255 | 5,059 | |
CatchMark: | |||||
Equity share of net income (loss) | $ (51) | $ 709 | $ 128 | $ 2,530 |
Unconsolidated Joint Ventures_5
Unconsolidated Joint Ventures - Schedule of Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | ||
Net cash provided by operating activities | $ 17,205 | $ 20,323 |
Net cash used in investing activities | 3,961 | (32,152) |
Net cash provided by financing activities | (15,963) | 16,120 |
Net change in cash and cash equivalents | 5,203 | 4,291 |
Cash and cash equivalents, beginning of period | 5,614 | 7,805 |
Cash and cash equivalents, end of period | 10,817 | 12,096 |
Triple T Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Net cash provided by operating activities | 8,544 | 0 |
Net cash used in investing activities | (2,041) | 0 |
Net cash provided by financing activities | 91 | |
Net change in cash and cash equivalents | 6,594 | 0 |
Cash and cash equivalents, beginning of period | 39,300 | 0 |
Cash and cash equivalents, end of period | 45,894 | 0 |
Dawsonville Bluffs Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Net cash provided by operating activities | 1,252 | 12,657 |
Net cash used in investing activities | 0 | 0 |
Net cash provided by financing activities | (1,949) | (14,460) |
Net change in cash and cash equivalents | (697) | (1,803) |
Cash and cash equivalents, beginning of period | 1,731 | 5,375 |
Cash and cash equivalents, end of period | $ 1,034 | $ 3,572 |
Unconsolidated Joint Ventures_6
Unconsolidated Joint Ventures - Schedule of Equity Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Preferred Investors: | |||||||
Equity in Triple T Joint Venture | $ 39,309 | $ 39,309 | $ 39,309 | $ 96,244 | |||
CatchMark: | |||||||
Equity share of Triple T Joint Venture's net loss | (28,651) | $ 709 | (55,960) | $ 2,530 | |||
Triple T Joint Venture | |||||||
Triple T Joint Venture: | |||||||
Total equity as of June 30, 2019 | 835,589 | 835,589 | 835,589 | ||||
Preferred Investors: | |||||||
Equity in Triple T Joint Venture | 34,362 | 34,362 | 34,362 | $ 90,450 | 90,450 | ||
CatchMark: | |||||||
Equity share of Triple T Joint Venture's net loss | (28,600) | $ 0 | (56,088) | $ 0 | (56,088) | ||
Triple T Joint Venture | Investor | |||||||
Preferred Investors: | |||||||
Equity in Triple T Joint Venture | $ 762,353 | ||||||
Minimum preferred return as of June 30, 2019 | 38,749 | 38,749 | 38,749 | ||||
HLBV distribution as of June 30, 2019 | 801,227 | 801,227 | 801,227 | ||||
Triple T Joint Venture | Class A Preferred | |||||||
Preferred Investors: | |||||||
Equity in Triple T Joint Venture | $ 125 | $ 125 | $ 125 |
Unconsolidated Joint Ventures_7
Unconsolidated Joint Ventures - Schedule of Fees Earned (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Schedule of Equity Method Investments [Line Items] | |||||
Fees earned | $ 28,660 | $ 26,249 | $ 51,233 | $ 50,353 | |
Management services | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Fees earned | 2,841 | 25 | 5,683 | 61 | |
Management services | Triple T Joint Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Fees earned | [1] | 2,822 | 0 | 5,643 | 0 |
Reimbursed compensation costs, included in fees earned | 100 | 200 | |||
Management services | Dawsonville Bluffs Joint Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Fees earned | $ 19 | $ 25 | $ 40 | $ 61 | |
[1] | Includes approximately $0.1 million and $0.2 million of reimbursements of compensation costs for the three months and six months ended June 30, 2019, respectively. |
Notes Payable and Lines of Cr_3
Notes Payable and Lines of Credit - Schedule of Long-Term Debt Outstanding (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Dec. 31, 2018 | ||
Debt Instrument [Line Items] | |||
Total principal balance | $ 478,619 | $ 478,619 | |
Less: net unamortized deferred financing costs | (5,988) | (6,379) | |
Total | $ 472,631 | 472,240 | |
Amended Credit Agreement | Term Loan A-1 | |||
Debt Instrument [Line Items] | |||
Maturity Date | Dec. 23, 2024 | ||
Current Interest Rate | [1] | 4.15% | |
Total principal balance | $ 100,000 | 100,000 | |
Basis spread on variable rate | 1.75% | ||
Amended Credit Agreement | Term Loan A-1 | LIBOR | |||
Debt Instrument [Line Items] | |||
Description of variable rate basis | LIBOR | ||
Amended Credit Agreement | Term Loan A-2 | |||
Debt Instrument [Line Items] | |||
Maturity Date | Dec. 1, 2026 | ||
Current Interest Rate | [1] | 4.30% | |
Total principal balance | $ 100,000 | 100,000 | |
Basis spread on variable rate | 1.90% | ||
Amended Credit Agreement | Term Loan A-2 | LIBOR | |||
Debt Instrument [Line Items] | |||
Description of variable rate basis | LIBOR | ||
Amended Credit Agreement | Term Loan A-3 | |||
Debt Instrument [Line Items] | |||
Maturity Date | Dec. 1, 2027 | ||
Current Interest Rate | [1] | 4.40% | |
Total principal balance | $ 68,619 | 68,619 | |
Basis spread on variable rate | 2.00% | ||
Amended Credit Agreement | Term Loan A-3 | LIBOR | |||
Debt Instrument [Line Items] | |||
Description of variable rate basis | LIBOR | ||
Amended Credit Agreement | Term Loan A-4 | |||
Debt Instrument [Line Items] | |||
Maturity Date | Aug. 22, 2025 | ||
Current Interest Rate | [1] | 4.12% | |
Total principal balance | $ 140,000 | 140,000 | |
Basis spread on variable rate | 1.70% | ||
Amended Credit Agreement | Term Loan A-4 | LIBOR | |||
Debt Instrument [Line Items] | |||
Description of variable rate basis | LIBOR | ||
Amended Credit Agreement | Multi-Draw Term Facility | |||
Debt Instrument [Line Items] | |||
Maturity Date | Dec. 1, 2024 | ||
Current Interest Rate | [1] | 4.61% | |
Total principal balance | $ 70,000 | $ 70,000 | |
Basis spread on variable rate | 2.20% | ||
Amended Credit Agreement | Multi-Draw Term Facility | LIBOR | |||
Debt Instrument [Line Items] | |||
Description of variable rate basis | LIBOR | ||
[1] | For the Multi-Draw Term Facility, the interest rate represents weighted-average interest rate as of June 30, 2019. The weighted-average interest rate excludes the impact of the interest rate swaps (see Note 6 — Interest Rate Swaps), amortization of deferred financing costs, unused commitment fees, and estimated patronage refunds. |
Notes Payable and Lines of Cr_4
Notes Payable and Lines of Credit - Credit Agreement Amendment - Narrative (Details) - Amended Credit Agreement - USD ($) | Aug. 22, 2018 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||
Remaining borrowing capacity | $ 165,000,000 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 35,000,000 | |
Debt term | 5 years | |
Remaining borrowing capacity | 35,000,000 | |
Amount of credit facility allowed to be used for timberland acquisitions (not to exceed) | $ 5,000,000 | |
Revolving Credit Facility | Base Rate | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | base rate | |
Revolving Credit Facility | Base Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Revolving Credit Facility | Base Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.20% | |
Revolving Credit Facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR | |
Revolving Credit Facility | LIBOR | Minimum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.50% | |
Revolving Credit Facility | LIBOR | Maximum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.20% | |
Multi-Draw Term Facility | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 200,000,000 | |
Debt term | 7 years | |
Remaining borrowing capacity | $ 130,000,000 | |
Basis spread on variable rate | 2.20% | |
Multi-Draw Term Facility | Minimum | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage on unused portion | 0.15% | |
Multi-Draw Term Facility | Maximum | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage on unused portion | 0.35% | |
Multi-Draw Term Facility | Base Rate | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | base rate | |
Multi-Draw Term Facility | Base Rate | Minimum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Multi-Draw Term Facility | Base Rate | Maximum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.20% | |
Multi-Draw Term Facility | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR | |
Multi-Draw Term Facility | LIBOR | Minimum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.50% | |
Multi-Draw Term Facility | LIBOR | Maximum | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.20% | |
Term Loan A-1 | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 100,000,000 | |
Debt term | 10 years | |
Basis spread on variable rate | 1.75% | |
Term Loan A-1 | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR | |
Term Loan A-2 | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 100,000,000 | |
Debt term | 9 years | |
Basis spread on variable rate | 1.90% | |
Term Loan A-2 | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR | |
Term Loan A-3 | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 68,600,000 | |
Debt term | 10 years | |
Basis spread on variable rate | 2.00% | |
Term Loan A-3 | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR | |
Term Loan A-4 | ||
Debt Instrument [Line Items] | ||
Maximum amounts available for borrowing | $ 140,000,000 | |
Debt term | 7 years | |
Basis spread on variable rate | 1.70% | |
Term Loan A-4 | LIBOR | ||
Debt Instrument [Line Items] | ||
Description of variable rate basis | LIBOR |
Notes Payable and Lines of Cr_5
Notes Payable and Lines of Credit - Patronage Refunds - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |||||||
Patronage refund accrual | $ 1,000 | $ 700 | $ 1,900 | $ 1,200 | |||
Patronage refund receivable | $ 4,254 | $ 3,300 | $ 2,700 | $ 4,254 | $ 4,822 | ||
Patronage refund percentage, cash | 75.00% | 75.00% | |||||
Patronage refund percentage, equity in Patronage Banks | 25.00% | 25.00% |
Notes Payable and Lines of Cr_6
Notes Payable and Lines of Credit - Patronage Refunds - Schedule of Patronage Refund Classification (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | |
Debt Instrument [Line Items] | |||||
Total | $ 4,254 | $ 3,300 | $ 4,822 | $ 2,700 | |
Accounts receivable | |||||
Debt Instrument [Line Items] | |||||
Total | 1,925 | 3,323 | |||
Prepaid expenses and other assets | |||||
Debt Instrument [Line Items] | |||||
Total | [1] | $ 2,329 | $ 1,499 | ||
[1] | Represents cumulative patronage refunds received as equity of the Patronage Banks. |
Notes Payable and Lines of Cr_7
Notes Payable and Lines of Credit - Debt Covenants - Narrative (Details) - Amended Credit Agreement | 6 Months Ended | |
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | |
Debt Instrument [Line Items] | ||
Covenant term, loan to value (LTV) ratio (percent) | 45.00% | |
Covenant terms, fixed charge coverage ratio (not less than) | 1.05 | |
Capital expenditure percentage of timberlands | 1.00% | |
Maximum | ||
Debt Instrument [Line Items] | ||
Covenant term, loan to value (LTV) ratio (percent) | 50.00% | |
Minimum | ||
Debt Instrument [Line Items] | ||
Covenant terms, minimum liquidity balance required (no less than) | $ 25,000,000 | $ 25,000,000 |
Notes Payable and Lines of Cr_8
Notes Payable and Lines of Credit - Interest Paid and Fair Value of Outstanding Debt - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||||
Interest payments | $ 5,300,000 | $ 2,700,000 | $ 10,500,000 | $ 5,600,000 | |
Unused commitment fees, included in interest payments | $ 100,000 | $ 0 | $ 100,000 | $ 100,000 | |
Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Weighted-average interest rate | 4.30% | 4.30% | 4.31% | ||
Weighted-average interest rate, after patronage refunds | 3.50% | 3.50% | 3.51% |
Interest Rate Swaps - Narrative
Interest Rate Swaps - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($)derivative | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)derivative | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Derivative [Line Items] | |||||
Variable rate debt | $ 478,619,000 | $ 478,619,000 | $ 478,619,000 | ||
Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Notional amount | $ 350,000,000 | $ 350,000,000 | |||
Derivative, fixed interest rate | 4.26% | 4.26% | |||
Amount to be reclassified from accumulated other comprehensive loss to interest expense net 12 months | $ 2,200,000 | $ 2,200,000 | |||
(Proceeds from) payments for interest rate swap | $ (20,600) | $ 100,000 | $ (62,800) | $ 300,000 | |
Designated as Hedging Instrument | Interest rate swaps | |||||
Derivative [Line Items] | |||||
Number of interest rate derivatives outstanding | derivative | 10 | 10 |
Interest Rate Swaps - Schedule
Interest Rate Swaps - Schedule of Interest Rate Swaps Outstanding (Details) - Designated as Hedging Instrument | Jun. 30, 2019USD ($) |
Derivative [Line Items] | |
Pay Rate | 4.26% |
Notional Amount | $ 350,000,000 |
2017 Swap - 3YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 1.80% |
Notional Amount | $ 30,000,000 |
2018 Swap - 2YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.796% |
Notional Amount | $ 50,000,000 |
2018 Swap - 3YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.869% |
Notional Amount | $ 50,000,000 |
2017 Swap - 4YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.045% |
Notional Amount | $ 20,000,000 |
2018 Swap - 4YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.703% |
Notional Amount | $ 30,000,000 |
2017 Swap - 7YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.33% |
Notional Amount | $ 20,000,000 |
2014 Swap - 10YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.395% |
Notional Amount | $ 35,000,000 |
2016 Swap - 8YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 1.28% |
Notional Amount | $ 45,000,000 |
2018 Swap - 8YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 2.884% |
Notional Amount | $ 20,000,000 |
2018 Swap - 9YR | LIBOR | |
Derivative [Line Items] | |
Pay Rate | 3.014% |
Notional Amount | $ 50,000,000 |
Interest Rate Swaps - Schedul_2
Interest Rate Swaps - Schedule of Interest Rate Swaps Measured at Fair Value (Details) - Interest rate swaps - Designated as Hedging Instrument - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Prepaid expenses and other assets | ||
Derivatives designated as hedging instruments: | ||
Derivative assets, fair value | $ 894 | $ 3,643 |
Other liabilities | ||
Derivatives designated as hedging instruments: | ||
Derivative liabilities, fair value | $ (11,807) | $ (3,635) |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 6 Months Ended | |
Jun. 30, 2019USD ($)astate | ||
Commitments and Contingencies [Line Items] | ||
Negotiation period of timber price | 2 years | |
Number of southern states reporting raw forest product prices | state | 11 | |
Cease to operate mill termination right, period (that exceeds) | 12 months | |
Failure to purchase specified tonnage of timber termination right, period | 2 years | |
Payment failure to cure termination right, period | 30 days | |
Material breach failure to cure termination right, period | 60 days | |
Legal proceedings | $ | $ 0 | |
Timber | ||
Commitments and Contingencies [Line Items] | ||
Area of land, held in leasehold interests | a | 26,300 | [1] |
WestRock Corporation | ||
Commitments and Contingencies [Line Items] | ||
Material breach failure to cure termination right, period | 60 days | |
Forest Resource Consultants, Inc. | ||
Commitments and Contingencies [Line Items] | ||
Operating agreement, notice of termination option | 120 days | |
American Forestry Management, Inc. | ||
Commitments and Contingencies [Line Items] | ||
Operating agreement, notice of termination option | 120 days | |
Forest Resource Consultants, Inc. | ||
Commitments and Contingencies [Line Items] | ||
Operating agreement, term of extension option | 1 year | |
Days notice required before automatic renewal | 120 days | |
Operating agreement, notice of termination option | 120 days | |
American Forestry Management, Inc. | ||
Commitments and Contingencies [Line Items] | ||
Operating agreement, term of extension option | 1 year | |
Days notice required before automatic renewal | 120 days | |
Operating agreement, notice of termination option | 120 days | |
[1] | Represents CatchMark wholly-owned acreage only; excludes ownership interest in acreage held by joint ventures. |
Commitments and Contingencies_2
Commitments and Contingencies - Operating Lease Future Annual Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Lessee, Lease, Description [Line Items] | ||
2020 | $ 397 | |
2021 | 412 | |
2022 | 424 | |
Total Required Payments | $ 4,300 | |
Timber | ||
Lessee, Lease, Description [Line Items] | ||
2019 | $ 37 | |
2021 | 504 | |
2022 | 449 | |
Total Required Payments | $ 1,494 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock-based Compensation-Independent Directors and Employees - Narrative (Details) $ in Thousands | Jun. 28, 2019USD ($)directorshares | Jun. 30, 2019USD ($)shares | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)shares | Jun. 30, 2018USD ($) | Jun. 27, 2020USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Amount to be recognized with general and administrative expense over vesting period | $ | $ 490 | $ 796 | $ 1,149 | $ 1,561 | ||
Director | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 1 year | |||||
Director | Forecast | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Amount to be recognized with general and administrative expense over vesting period | $ | $ 400 | |||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of independent directors, received awards | director | 3 | |||||
Issued in period (in shares) | shares | 0 | 131,500 | ||||
Award vesting period | 4 years | |||||
Restricted Stock | Director | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Issued in period, value | $ | $ 70 | |||||
Issued in period (in shares) | shares | 6,699 | |||||
LTIP Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of independent directors, received awards | director | 3 | |||||
LTIP Units | Director | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Issued in period (in shares) | shares | 6,699 |
Stock-based Compensation - Roll
Stock-based Compensation - Rollforward of Service-based Restricted Stock to Employees (Details) - Restricted Stock | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Number of Underlying Shares | |
Unvested, beginning of period (in shares) | shares | 300,395 |
Granted (in shares) | shares | 131,500 |
Vested (in shares) | shares | (83,817) |
Forfeited (in shares) | shares | (5,062) |
Unvested, end of period (in shares) | shares | 343,016 |
Weighted-Average Grant Date Fair Value | |
Unvested, beginning of period (in dollars per share) | $ / shares | $ 10.60 |
Granted (in dollars per share) | $ / shares | 9.34 |
Vested (in dollars per share) | $ / shares | 11.37 |
Forfeited (in dollars per share) | $ / shares | 10.85 |
Unvested, end of period (in dollars per share) | $ / shares | $ 9.93 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 490 | $ 796 | $ 1,149 | $ 1,561 |
General and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 463 | 758 | 1,034 | 1,274 |
Forestry management expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 27 | $ 38 | $ 115 | $ 287 |
Stock-based Compensation - St_2
Stock-based Compensation - Stock-based Compensation Expense - Narrative (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Share-based Payment Arrangement [Abstract] | |
Nonvested awards, unrecognized compensation expense | $ 3.7 |
Nonvested awards, unrecognized compensation expense, period for recognition | 2 years 3 months 1 day |
Segment Information - Schedule
Segment Information - Schedule of Operating Revenue, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 28,660 | $ 26,249 | $ 51,233 | $ 50,353 |
Harvest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 17,595 | 19,390 | 35,236 | 39,206 |
Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 8,224 | 6,834 | 10,314 | 11,086 |
Investment Management | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 2,841 | $ 25 | $ 5,683 | $ 61 |
Segment Information - Schedul_2
Segment Information - Schedule of Adjusted EBITDA, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total | $ 15,087 | $ 14,015 | $ 25,249 | $ 28,910 |
Operating Segments | Harvest | ||||
Segment Reporting Information [Line Items] | ||||
Total | 7,285 | 8,564 | 14,545 | 16,704 |
Operating Segments | Real Estate | ||||
Segment Reporting Information [Line Items] | ||||
Total | 7,828 | 6,435 | 9,785 | 10,396 |
Operating Segments | Investment Management | ||||
Segment Reporting Information [Line Items] | ||||
Total | 2,790 | 1,324 | 6,205 | 6,437 |
Non-allocated / Corporate EBITDA | ||||
Segment Reporting Information [Line Items] | ||||
Total | $ (2,816) | $ (2,308) | $ (5,286) | $ (4,627) |
Segment Information - Reconcili
Segment Information - Reconciliation of Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Segment Reporting Information [Line Items] | |||||||
Adjusted EBITDA | $ 15,087 | $ 14,015 | $ 25,249 | $ 28,910 | |||
Subtract: | |||||||
Depletion | 6,030 | 6,598 | 11,298 | 13,660 | |||
Basis of timberland sold, lease terminations and other | [1] | 6,668 | 4,932 | 8,475 | 7,788 | ||
Amortization | [2] | 229 | 314 | 687 | 2,039 | ||
Stock-based compensation expense | 490 | 796 | 1,149 | 1,561 | |||
Interest expense | [2] | 4,395 | 2,290 | 8,767 | 4,871 | ||
Gain on large dispositions | [3] | (764) | 0 | (764) | 0 | ||
Other | [4] | 4 | 0 | 114 | 35 | ||
Net loss | (30,565) | $ (30,395) | (1,505) | $ (3,385) | (60,960) | (4,890) | |
Dawsonville Bluffs Joint Venture | |||||||
Subtract: | |||||||
Depletion, amortization, and basis of timberland and mitigation credits sold included in loss from unconsolidated joint venture | [5] | 0 | 590 | 395 | 3,846 | ||
Triple T Joint Venture | |||||||
Subtract: | |||||||
HLBV loss from unconsolidated joint venture | [6] | $ 28,600 | $ 0 | $ 56,088 | $ 0 | ||
[1] | Includes non-cash basis of timber and timberland assets written-off related to timberland sold, terminations of timberland leases and casualty losses. | ||||||
[2] | For the purpose of the above reconciliation, amortization includes amortization of deferred financing costs, amortization of intangible lease assets, and amortization of mainline road costs, which are included in either interest expense, land rent expense, or other operating expenses in the consolidated statements of operations. | ||||||
[3] | Large dispositions are sales of large blocks of timberland properties in one or several transactions with the objective to generate proceeds to fund capital allocation priorities. Large dispositions are typically larger transactions in acreage and gross sales price than recurring HBU sales and are not part of core operations, are infrequent in nature and would cause material variances in comparative results if not reported separately. Large dispositions may or may not have a higher or better use than timber production or result in a price premium above the land’s timber production value. | ||||||
[4] | Includes certain cash expenses paid, or reimbursement received, that management believes do not directly reflect the core business operations of our timberland portfolio on an on-going basis, including costs required to be expensed by GAAP related to acquisitions, transactions, joint ventures or new business initiatives. | ||||||
[5] | Reflects our share of depletion, amortization, and basis of timberland and mitigation credits sold of the unconsolidated Dawsonville Bluffs Joint Venture. | ||||||
[6] | Reflects HLBV (income) losses from the Triple T Joint Venture, which is determined based on a hypothetical liquidation of the underlying joint venture at book value as of the reporting date. |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) $ / shares in Units, $ in Thousands | Aug. 01, 2019USD ($)$ / shares | Jul. 26, 2019USD ($)a | Jul. 15, 2019USD ($)a | Jul. 01, 2019USD ($) | Jun. 28, 2019USD ($)a | Jun. 30, 2019USD ($)a$ / shares | Mar. 31, 2019$ / shares | Jun. 30, 2018USD ($)a$ / shares | Mar. 31, 2018$ / shares | Jun. 30, 2019USD ($)a | Jun. 30, 2018USD ($)a |
Subsequent Event [Line Items] | |||||||||||
Revenues | $ 28,660 | $ 26,249 | $ 51,233 | $ 50,353 | |||||||
Cash dividend declared, per share (in dollars per share) | $ / shares | $ 0.135 | $ 0.135 | $ 0.135 | $ 0.135 | |||||||
Timberland sales | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Revenues | $ 8,224 | $ 6,834 | $ 10,314 | $ 11,086 | |||||||
Timber | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Acres of timberland sold, large disposition | a | 3,600 | ||||||||||
Acres of timberland sold, excluding large disposition | a | 4,000 | 3,100 | 4,900 | 5,300 | |||||||
Timber | Timberland sales | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Revenues | $ 5,500 | $ 8,200 | $ 6,800 | $ 10,300 | $ 11,100 | ||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Payments expected to be used for general corporate purposes, including share repurchases | $ 5,000 | ||||||||||
Cash dividend declared, per share (in dollars per share) | $ / shares | $ 0.135 | ||||||||||
Subsequent Event | Multi-Draw Term Facility | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Repayment of outstanding debt | $ 14,800 | $ 5,300 | |||||||||
Subsequent Event | Timber | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Acres of timberland sold, large disposition | a | 10,800 | ||||||||||
Acres of timberland sold, excluding large disposition | a | 4,400 | ||||||||||
Cash proceeds received | $ 4,400 | ||||||||||
Subsequent Event | Timber | Timberland sales | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Revenues | $ 19,900 | $ 8,700 |