Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Information | Alexander & Baldwin, Inc. |
Entity Central Index Key | 1,545,654 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 49,176,369 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q3 |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2017 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Operating Revenue: | |||||
Commercial Real Estate | $ 33.9 | $ 32.7 | $ 101.4 | $ 102 | |
Land Operations | 22.6 | 18.1 | 45.7 | 29.6 | |
Materials & Construction | 55 | 52.1 | 155.7 | 144.7 | |
Total operating revenue | 111.5 | 102.9 | 302.8 | 276.3 | |
Operating Costs and Expenses: | |||||
Cost of Commercial Real Estate | 19.2 | 19.3 | 56.9 | 60.1 | |
Cost of Land Operations | 11.7 | 6.9 | 29.1 | 17.6 | |
Cost of Materials & Construction | 44.3 | 41 | 125.1 | 114.9 | |
Selling, general and administrative | 20.1 | 14.7 | 51 | 42.6 | |
REIT evaluation/conversion costs | [1] | 4.4 | 1.9 | 11.4 | 3.8 |
Total operating costs and expenses | 99.7 | 83.8 | 273.5 | 239 | |
Operating Income | 11.8 | 19.1 | 29.3 | 37.3 | |
Other Income and (Expenses): | |||||
Income related to joint ventures | 4.3 | 0.1 | 7.5 | 3.5 | |
Gain on the sale of improved property | 0 | 0.1 | 3 | 8.1 | |
Reductions in solar investments, net | (0.4) | (0.2) | (2.6) | (9.7) | |
Interest and other income, net | 1.5 | 0.5 | 3.7 | 1.6 | |
Interest expense | (6.1) | (6.4) | (18.5) | (20.1) | |
Total other income and (expenses) | (0.7) | (5.9) | (6.9) | (16.6) | |
Income from Continuing Operations Before Income Taxes | 11.1 | 13.2 | 22.4 | 20.7 | |
Income tax expense | (3.7) | (1) | (6.4) | (1.6) | |
Income from Continuing Operations | 7.4 | 12.2 | 16 | 19.1 | |
Income (loss) from discontinued operations, net of income taxes | (0.8) | (13.6) | 2.4 | (28.1) | |
Net Income (Loss) | 6.6 | (1.4) | 18.4 | (9) | |
Income attributable to noncontrolling interest | (0.5) | (0.5) | (1.7) | (1.1) | |
Net Income (Loss) Attributable to A&B Shareholders | $ 6.1 | $ (1.9) | $ 16.7 | $ (10.1) | |
Basic Earnings (Loss) Per Share of Common Stock: | |||||
Continuing operations available to A&B shareholders (in dollars per share) | $ 0.15 | $ 0.25 | $ 0.32 | $ 0.39 | |
Discontinued operations available to A&B shareholders (in dollars per share) | (0.02) | (0.28) | 0.04 | (0.58) | |
Basic - Net income (loss) available to A&B shareholders (in dollars per share) (in dollars per share) | 0.13 | (0.03) | 0.36 | (0.19) | |
Diluted Earnings (Loss) Per Share of Common Stock: | |||||
Continuing operations available to A&B shareholders (in dollars per share) | 0.15 | 0.24 | 0.31 | 0.38 | |
Discontinued operations available to A&B shareholders (in dollars per share) | (0.02) | (0.27) | 0.05 | (0.57) | |
Net income (loss) available to A&B shareholders (in dollars per share) | $ 0.13 | $ (0.03) | $ 0.36 | $ (0.19) | |
Weighted-Average Number of Shares Outstanding: | |||||
Basic (in shares) | 49.2 | 49 | 49.1 | 49 | |
Diluted (in shares) | 49.6 | 49.4 | 49.6 | 49.4 | |
Amounts Available to A&B Shareholders (See Note 4): | |||||
Continuing operations available to A&B shareholders, net of income taxes | $ 7.4 | $ 12.1 | $ 15.5 | $ 18.9 | |
Income (loss) from discontinued operations, net of income taxes | (0.8) | (13.6) | 2.4 | (28.1) | |
Net Income (Loss) Available to Common Stockholders, Basic | $ 6.6 | $ (1.5) | $ 17.9 | $ (9.2) | |
Cash dividends per share (in dollars per share) | $ 0.07 | $ 0.06 | $ 0.21 | $ 0.18 | |
[1] | Costs related to the Company's in-depth evaluation of and conversion to a REIT. |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 6.6 | $ (1.4) | $ 18.4 | $ (9) |
Other Comprehensive Income: | ||||
Unrealized interest rate hedging (loss) gain | (0.2) | 0 | (0.8) | (2.8) |
Reclassification adjustment for interest expense included in net income (loss) | 0.1 | 0.2 | 0.4 | 0.2 |
Defined benefit pension plans: | ||||
Amortization of prior service credit included in net periodic pension cost | (0.2) | (0.3) | (0.7) | (0.8) |
Amortization of net loss included in net periodic pension cost | 1 | 1.9 | 3.3 | 5.6 |
Settlement loss | 1.4 | 0 | 1.4 | 0 |
Income taxes related to other comprehensive income | (0.8) | (0.8) | (1.4) | (0.7) |
Other comprehensive income, net of tax | 1.3 | 1 | 2.2 | 1.5 |
Comprehensive Income (Loss) | 7.9 | (0.4) | 20.6 | (7.5) |
Less: Income attributable to noncontrolling interest | (0.5) | (0.5) | (1.7) | (1.1) |
Comprehensive Income (Loss) Attributable to A&B Shareholders | $ 7.4 | $ (0.9) | $ 18.9 | $ (8.6) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 13.3 | $ 2.2 |
Accounts receivable, net | 34.2 | 32.1 |
Contracts retention | 12.4 | 13.1 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 20.7 | 16.4 |
Inventories | 30.1 | 43.3 |
Real estate held for sale | 63.8 | 1 |
Income tax receivable | 25.9 | 10.6 |
Prepaid expenses and other assets | 39.4 | 19.6 |
Total current assets | 239.8 | 138.3 |
Investments in Affiliates | 402 | 390.8 |
Real Estate Developments | 151.7 | 179.5 |
Property – Net | 1,212.4 | 1,231.6 |
Intangible Assets – Net | 48.7 | 53.8 |
Goodwill | 102.3 | 102.3 |
Other Assets | 51.4 | 60 |
Total assets | 2,208.3 | 2,156.3 |
Current Liabilities: | ||
Notes payable and current portion of long-term debt | 41.6 | 42.4 |
Accounts payable | 36 | 35.2 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 2.6 | 3.5 |
Accrued interest | 3.8 | 6.3 |
Deferred revenue | 2.7 | 17.6 |
Indemnity holdback related to Grace acquisition | 9.3 | 9.3 |
HC&S cessation-related liabilities | 5 | 19.1 |
Accrued and other liabilities | 28.6 | 31.7 |
Total current liabilities | 129.6 | 165.1 |
Long-term Liabilities: | ||
Long-term debt | 584.2 | 472.7 |
Deferred income taxes | 202.5 | 182 |
Accrued pension and post-retirement benefits | 16.7 | 64.8 |
Other non-current liabilities | 41.4 | 47.7 |
Total long-term liabilities | 844.8 | 767.2 |
Total liabilities | 974.4 | 932.3 |
Commitments and Contingencies | ||
Redeemable Noncontrolling Interest | 10.8 | 10.8 |
Equity: | ||
Common stock - no par value; authorized, 150 million shares; outstanding, 49.2 million and 49.0 million shares at September 30, 2017 and December 31, 2016, respectively | 1,160.5 | 1,157.3 |
Accumulated other comprehensive loss | (41) | (43.2) |
Retained earnings | 99.4 | 95.2 |
Total A&B shareholders' equity | 1,218.9 | 1,209.3 |
Noncontrolling interest | 4.2 | 3.9 |
Total equity | 1,223.1 | 1,213.2 |
Total liabilities and equity | $ 2,208.3 | $ 2,156.3 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets - Parenthetical - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Par value | $ 0 | $ 0 |
Shares authorized | 150,000,000 | 150,000,000 |
Shares outstanding | 49,200,000 | 49,000,000 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash Flows from Operating Activities: | ||
Net Income (Loss) | $ 18.4 | $ (9) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operations: | ||
Depreciation and amortization | 31.4 | 83.5 |
Deferred income taxes | 19.1 | (18.6) |
Gains on asset transactions, net of asset write-downs | (22.2) | (7.6) |
Share-based compensation expense | 3.4 | 3.1 |
Investments in affiliates, net of distributions | 3.2 | 0.2 |
Changes in operating assets and liabilities: | ||
Trade, contracts retention, and other receivables | 1 | (0.3) |
Costs and estimated earnings in excess of billings on uncompleted contracts - net | (5.2) | (0.2) |
Inventories | 13.2 | 8.6 |
Prepaid expenses, income tax receivable and other assets | (19.8) | 4.8 |
Accrued pension and post-retirement benefits | (48) | 3.6 |
Accounts payable and contracts retention | (3) | (4.3) |
Accrued and other liabilities | (38.2) | (7.5) |
Real estate inventory sales (real estate developments held for sale) | 16.5 | 2.8 |
Expenditures for real estate inventory (real estate developments held for sale) | (15) | (10.7) |
Net cash provided by (used in) operations | (45.2) | 48.4 |
Cash Flows from Investing Activities: | ||
Capital expenditures for property, plant and equipment | (33.7) | (105.3) |
Capital expenditures related to 1031 commercial property transactions | 0 | (6.2) |
Proceeds from disposal of property and other assets | 9.8 | 11.4 |
Proceeds from disposals related to 1031 commercial property transactions | 6.9 | 59.3 |
Payments for purchases of investments in affiliates and other investments | (31.5) | (36) |
Proceeds from investments in affiliates and other investments | 3.9 | 6 |
Change in restricted cash associated with 1031 transactions | 6.6 | 16.2 |
Net cash used in investing activities | (38) | (54.6) |
Cash Flows from Financing Activities: | ||
Proceeds from issuance of long-term debt | 145.5 | 222 |
Payments of long-term debt and deferred financing costs | (46.4) | (191.1) |
Borrowings (payments) on line-of-credit agreement, net | 9.8 | (11.8) |
Distribution to noncontrolling interests | (0.2) | (0.5) |
Dividends paid | (10.3) | (8.8) |
Proceeds from issuance (repurchase) of capital stock and other, net | (4.1) | 0.9 |
Net cash provided by financing activities | 94.3 | 10.7 |
Cash and Cash Equivalents: | ||
Net increase in cash and cash equivalents | 11.1 | 4.5 |
Balance, beginning of period | 2.2 | 1.3 |
Balance, end of period | 13.3 | 5.8 |
Other Cash Flow Information: | ||
Interest paid, net of capitalized interest | (15.1) | (22.1) |
Income taxes paid | (4) | 0 |
Noncash Investing and Financing Activities: | ||
Uncollected proceeds from disposal of equipment | 1.9 | 0 |
Capital expenditures included in accounts payable and accrued expenses | $ 3.2 | $ 7.7 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | AOCI Attributable to Parent | Retained Earnings | Non- controlling interest | Redeemable Noncontrolling Interest |
Beginning balance, shares at Dec. 31, 2015 | 48.9 | |||||
Beginning balance at Dec. 31, 2015 | $ 1,227.1 | $ 1,151.7 | $ (45.3) | $ 117.2 | $ 3.5 | |
Total Equity | ||||||
Net income | (9.9) | (10.1) | 0.2 | |||
Other comprehensive income, net of tax | 1.5 | 1.5 | ||||
Dividends paid on common stock | (8.8) | (8.8) | ||||
Distributions to noncontrolling interest | $ (0.1) | |||||
Adjustments to redemption value of redeemable noncontrolling interest | 0.8 | 0.8 | ||||
Share-based compensation | 3.1 | $ 3.1 | ||||
Shares issued or repurchased, net, shares | 0.1 | |||||
Shares issued or repurchased, net | 1 | $ 1.4 | (0.4) | |||
Ending balance at Sep. 30, 2016 | 1,214.8 | $ 1,156.2 | (43.8) | 98.7 | 3.7 | |
Ending balance, shares at Sep. 30, 2016 | 49 | |||||
Redeemable Non-Controlling Interest, beginning balance at Dec. 31, 2015 | 11.6 | |||||
Redeemable Non-Controlling Interest | ||||||
Redeemable Non-Controlling Interest, Net income | (0.9) | |||||
Net (loss) income | 0.9 | |||||
Adjustments to redemption value of redeemable noncontrolling interest | (0.8) | |||||
Redeemable Non-Controlling Interest, ending balance at Sep. 30, 2016 | 11.6 | |||||
Beginning balance, shares at Dec. 31, 2016 | 49 | |||||
Beginning balance at Dec. 31, 2016 | 1,213.2 | $ 1,157.3 | (43.2) | 95.2 | 3.9 | |
Total Equity | ||||||
Net income | 17.2 | 16.7 | 0.5 | |||
Other comprehensive income, net of tax | 2.2 | |||||
Dividends paid on common stock | (10.3) | (10.3) | ||||
Distributions to noncontrolling interest | (0.2) | (0.2) | ||||
Adjustments to redemption value of redeemable noncontrolling interest | 1.2 | 1.2 | ||||
Share-based compensation | 3.4 | $ 3.4 | ||||
Shares issued or repurchased, net, shares | 0.2 | |||||
Shares issued or repurchased, net | (3.6) | $ (0.2) | (3.4) | |||
Ending balance at Sep. 30, 2017 | 1,223.1 | $ 1,160.5 | $ (41) | $ 99.4 | $ 4.2 | |
Ending balance, shares at Sep. 30, 2017 | 49.2 | |||||
Redeemable Non-Controlling Interest, beginning balance at Dec. 31, 2016 | 10.8 | 10.8 | ||||
Redeemable Non-Controlling Interest | ||||||
Redeemable Non-Controlling Interest, Net income | (1.2) | |||||
Adjustments to redemption value of redeemable noncontrolling interest | (1.2) | |||||
Redeemable Non-Controlling Interest, ending balance at Sep. 30, 2017 | $ 10.8 | $ 10.8 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends declared (in dollars per share) | $ 0.07 | $ 0.06 | $ 0.21 | $ 0.18 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | DESCRIPTION OF BUSINESS Business Overview Alexander & Baldwin, Inc. ("A&B" or the "Company") is headquartered in Honolulu and operates three segments: Commercial Real Estate (formerly Leasing); Land Operations (formerly Real Estate Development and Sales and Agribusiness); and Materials & Construction. On July 10, 2017, the Company’s board of directors unanimously approved a plan for the Company to be subject to tax as a real estate investment trust (a “REIT”) for U.S. federal income tax purposes commencing with the Company’s taxable year ending December 31, 2017 (the “REIT Election”). Although the Company began operating in compliance with the requirements for qualification and taxation as a REIT (the “REIT requirements”) for the taxable year ending December 31, 2017, the Company intends to complete a merger that will facilitate the Company’s ongoing compliance with the REIT requirements by ensuring that certain standard REIT ownership limitations and transfer restrictions apply to the Company’s capital stock. Pursuant to the merger agreement entered into on July 10, 2017 among the Company, Alexander & Baldwin REIT Holdings, Inc., a Hawaii corporation and a direct, wholly owned subsidiary of the Company (“A&B REIT Holdings”), and A&B REIT Merger Corporation, a Hawaii corporation and a direct, wholly owned subsidiary of A&B REIT Holdings (“Merger Sub”), Merger Sub will be merged with and into the Company, with the Company continuing as the surviving corporation. As a result of the merger, A&B REIT Holdings will replace the Company as the Hawaii-based, publicly held corporation through which the Company’s operations are now conducted, and promptly following the merger A&B REIT Holdings will be renamed “Alexander & Baldwin, Inc.” During the third quarter of 2017, A&B REIT Holdings filed a registration statement on Form S-4 with the Securities and Exchange Commission (“SEC”), which included a preliminary proxy statement/prospectus that provides information regarding the REIT Election, the proposed merger and the special meeting at which the Company’s shareholders were given the opportunity to vote on the holding company merger proposal. The special meeting was held on October 27, 2017, during which A&B shareholders approved the holding company merger proposal pursuant to the registration statement. Business Segments Commercial Real Estate: The Commercial Real Estate segment owns, operates and manages retail, office and industrial properties in Hawaii and on the mainland. The Commercial Real Estate segment also leases urban land in Hawaii to third-party lessees. Land Operations: Primary activities of the Land Operations segment include planning, zoning, financing, constructing, purchasing, managing, selling, and investing in real property; renewable energy; and diversified agribusiness activities. The Land Operations segment also provides general trucking services, equipment maintenance and repair services, and generates and sells electricity to the extent not used elsewhere in the Company's operations. In December 2016, the Company's sugar plantation on Maui, Hawaiian Commercial & Sugar Company ("HC&S") completed its final harvest and ceased operations (the "Cessation"). See Note 14, "Cessation of Sugar Operations" for further discussion regarding the Cessation and the related costs associated with such exit and disposal activities. Materials & Construction: The Materials & Construction segment, which primarily includes the results of Grace Pacific ("Grace"), performs asphalt paving as prime contractor and subcontractor; imports and sells liquid asphalt; mines, processes and sells rock and sand aggregate; produces and sells asphaltic concrete and ready-mix concrete; provides and sells various construction- and traffic-control-related products; and manufactures and sells precast concrete products. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION The interim condensed consolidated financial statements are unaudited. Because of the nature of the Company’s operations, the results for interim periods are not necessarily indicative of results to be expected for the year. While these condensed consolidated financial statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America ("GAAP") for complete financial statements. Therefore, the interim condensed consolidated financial statements should be read in conjunction with the consolidated balance sheets as of December 31, 2016 and 2015 , and the related consolidated statements of operations, comprehensive income (loss), equity, and cash flows for each of the three years in the period ended December 31, 2016 and the notes thereto included in the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2016 (" 2016 Form 10-K"), and other subsequent filings with the U.S. Securities and Exchange Commission. Reclassifications: Prior year financial statement amounts are reclassified as necessary to conform to the current year presentation, including presentation of results of discontinued operations and reportable operating segments. There was no impact on net income, retained earnings or cash flows as a result of the reclassifications. See Note 17 "Discontinued Operations" and Note 18 "Segment Results" in the accompanying condensed consolidated financial statements for additional information. Rounding: Amounts in the condensed consolidated financial statements and notes are rounded to the nearest tenth of a million. Accordingly, a recalculation of some per-share amounts and percentages, if based on the reported data, may be slightly different. New Accounting Pronouncements: In May 2014, Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) , (“ASU 2014-09”) which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. ASU 2014-09 will supersede the revenue recognition requirements in FASB Accounting Standards Codification Topic 605, Revenue Recognition , and most industry-specific guidance. Under ASU 2014-09, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 provides a five-step analysis of transactions to determine when and how revenue is recognized including (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. In addition, ASU 2014-09 requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers ( Topic 606): Deferral of the Effective Date , deferring the effective date of this standard. As a result, ASU 2014-09 and related amendments will be effective for the Company for its fiscal year beginning January 1, 2018, including interim periods within that fiscal year. Early adoption is permitted, but not before August 1, 2017, the original effective date of ASU 2014-09. In March, April, May, and December 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal Versus Agent Consideration (Reporting Revenue Gross Versus Net) , ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing , and ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients , and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers , respectively (collectively, the “Amendments”). The Amendments serve to clarify certain aspects of and have the same effective date as ASU 2014-09. The Company is completing its evaluation of the impact of adopting ASU 2014-09 and the related Amendments (collectively, “Topic 606”) on its consolidated financial statements and disclosures, internal controls and accounting policies. Topic 606 permits two methods of adoption: retrospectively to each prior reporting period presented, or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the “Modified Retrospective Method”). The Company will adopt Topic 606 on January 1, 2018 and intends to apply the Modified Retrospective Method of transition. The Company expects to provide expanded disclosures regarding our revenues from contracts with customers. The Company will continue to monitor and assess the impact of changes to Topic 606 and interpretations as they become available. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires the identification of arrangements that should be accounted for as leases by lessees. In general, lease arrangements exceeding a twelve month term must now be recognized as assets and liabilities on the balance sheet of the lessee. Under ASU 2016-02, a right-of-use asset and lease obligation will be recorded for all leases, whether operating or financing, while the income statement will reflect lease expense for operating leases and amortization/interest expense for financing leases. The balance sheet amount recorded for existing leases at the date of adoption of ASU 2016-02 must be calculated using the applicable incremental borrowing rate at the date of adoption. In addition, ASU 2016-02 requires the use of the modified retrospective method, which will require adjustment to all comparative periods presented in the consolidated financial statements. ASU 2016-02 is effective for financial statements issued for fiscal years beginning after December 15, 2018. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) ("ASU 2016-15"). ASU 2016-15 is an update that addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice of cash receipts and cash payments presentation and classification in the statement of cash flows. ASU 2016-15 is effective for financial statements issued for fiscal years beginning after December 15, 2017. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). ASU 2016-18 will require entities to show the changes on the total cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between these items on the statement of cash flows. The guidance will be applied retrospectively and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements and footnote disclosures. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business ("ASU 2017-01"). ASU 2017-01 provides guidance regarding the definition of a business with the objective of providing guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those years. ASU 2017-01 should be applied prospectively and early adoption is permitted. The new guidance will result in many real estate transactions being classified as an asset acquisition and transaction costs being capitalized. The Company elected to early adopt FASB ASU No. 2017-01 in the second quarter of fiscal year 2017. The adoption of this standard did not have a material impact on the Company’s financial position or results of operation. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for fiscal years or interim periods beginning after December 15, 2019. ASU 2017-04 should be applied prospectively and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ("ASU 2017-07"). ASU 2017-07 provides that entities will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. In addition, entities will present the other components of net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. These components will not be eligible for capitalization in assets. ASU 2017-07 is effective for fiscal years or interim periods beginning after December 15, 2017 and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation (Topic 718), Scope of Modification Accounting (“ASU 2017-09”). ASU 2017-09 clarifies when changes to the terms or conditions of a shared-based payment award must be accounted for as modifications. Entities will apply the modification accounting guidance if the value, vesting conditions or classification of the award changes. ASU 2017-09 is effective for financial statements issued for fiscal years beginning after December 15, 2017 and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities .” This ASU eliminates the requirement to separately measure and report hedge ineffectiveness and generally 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. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted. The Company is currently evaluating the impact of this ASU. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Commitments, Guarantees and Contingencies: Commitments and financial arrangements not recorded on the Company's condensed consolidated balance sheet, excluding lease commitments that are disclosed in Note 9 of the Company’s 2016 Form 10-K, included the following (in millions) as of September 30, 2017 : Standby letters of credit (a) $ 11.8 Bonds (b) $ 409.7 (a) Consists of standby letters of credit, issued by the Company’s lenders under the Company’s revolving credit facilities, and relate primarily to the Company’s real estate activities. In the event the letters of credit are drawn upon, the Company would be obligated to reimburse the issuer of the letter of credit. None of the letters of credit have been drawn upon to date. (b) Represents bonds related to construction and real estate activities in Hawaii. Approximately $387.1 million is related to construction bonds issued by third party sureties (bid, performance and payment bonds) and the remainder is related to commercial bonds issued by third party sureties (permit, subdivision, license and notary bonds). In the event the bonds are drawn upon, the Company would be obligated to reimburse the surety that issued the bond. None of the bonds has been drawn upon to date. Indemnity Agreements: For certain real estate joint ventures, the Company may be obligated under bond indemnities to complete construction of the real estate development if the joint venture does not perform. These indemnities are designed to protect the surety in exchange for the issuance of surety bonds that cover joint venture construction activities, such as project amenities, roads, utilities, and other infrastructure, at its joint ventures. Under the indemnities, the Company and its joint venture partners agree to indemnify the surety bond issuer from all losses and expenses arising from the failure of the joint venture to complete the specified bonded construction. The maximum potential amount of aggregate future payments is a function of the amount covered by outstanding bonds at the time of default by the joint venture, reduced by the amount of work completed to date. The recorded amounts of the indemnity liabilities were not material individually or in the aggregate. The Company is a guarantor of indebtedness for certain of its unconsolidated joint ventures' borrowings with third party lenders, relating to the repayment of construction loans and performance of construction for the underlying project. As of September 30, 2017 , the Company's limited guarantees on indebtedness related to five of its unconsolidated joint ventures totaled $6.1 million . The Company has not incurred any significant historical losses related to guarantees on its joint venture indebtedness. Other than the obligations described above and those described in the Company's 2016 Form 10-K, obligations of the Company’s non-consolidated joint ventures do not have recourse to the Company and the Company’s "at-risk" amounts are limited to its investment. Legal Proceedings and Other Contingencies: A&B owns 16,000 acres of watershed lands in East Maui. A&B also held four water licenses to another 30,000 acres owned by the State of Hawaii in East Maui. The last of these water license agreements expired in 1986, and all four agreements were then extended as revocable permits that were renewed annually. In 2001, a request was made to the State Board of Land and Natural Resources (the "BLNR") to replace these revocable permits with a long-term water lease. Pending the conclusion by the BLNR of this contested case hearing on the request for the long-term lease, the BLNR has kept the existing permits on a holdover basis. Three parties filed a lawsuit on April 10, 2015 (the "4/10/15 Lawsuit") alleging that the BLNR has been renewing the revocable permits annually rather than keeping them in holdover status. The lawsuit asks the court to void the revocable permits and to declare that the renewals were illegally issued without preparation of an environmental assessment ("EA"). In December 2015, the BLNR decided to reaffirm its prior decisions to keep the permits in holdover status. This decision by the BLNR is being challenged by the three parties. In January 2016, the court ruled in the 4/10/15 Lawsuit that the renewals were not subject to the EA requirement, but that the BLNR lacked legal authority to keep the revocable permits in holdover status beyond one year. The court has allowed the parties to make an immediate appeal of this ruling. In May 2016, the Hawaii State Legislature passed House Bill 2501, which specified that the BLNR has the legal authority to issue holdover revocable permits for the disposition of water rights for a period not to exceed three years. The governor signed this bill into law as Act 126 in June 2016. Pursuant to Act 126, the first annual authorization of the existing holdover permits was sought and granted by the BLNR in December 2016. In addition, on May 24, 2001, petitions were filed by a third party, requesting that the Commission on Water Resource Management of the State of Hawaii ("Water Commission") establish interim instream flow standards ("IIFS") in 27 East Maui streams that feed the Company's irrigation system. The Water Commission initially took action on the petitions in 2008 and 2010, but the petitioners requested a contested case hearing to challenge the Water Commission's decisions on certain petitions. The Water Commission denied the contested case hearing request, but the petitioners successfully appealed the denial to the Hawaii Intermediate Court of Appeals, which ordered the Water Commission to grant the request. The Commission then authorized the appointment of a hearings officer for the contested case hearing and expanded the scope of the contested case hearing to encompass all 27 petitions for amendment of the IIFS for East Maui streams in 23 hydrologic units. The evidentiary phase of the hearing before the Commission-appointed hearings officer was completed on April 2, 2015. On January 15, 2016, the Commission-appointed hearings officer issued his recommended decision on the petitions. The recommended decision would restore water to streams in 11 of the 23 hydrologic units. In March 2016, the hearings officer ordered a reopening of the contested case proceedings in light of the Company’s January 2016 announcement to cease sugar operations at HC&S by the end of the year and to transition to a new diversified agricultural model on the former sugar lands. In April 2016, the Company announced its commitment to fully and permanently restore the priority taro streams identified by the petitioners. Re-opened evidentiary hearings occurred in the first quarter of 2017 and a decision is pending. In August 2017, the hearings officer in the reopened evidentiary hearing issued his proposed decision. The Commission heard arguments on the proposed decision in October 2017. HC&S also used water from four streams in Central Maui ("Na Wai Eha") to irrigate its agricultural lands in Central Maui. Beginning in 2004, the Water Commission began proceedings to establish IIFS for the Na Wai Eha streams. Before the IIFS proceedings were concluded, the Water Commission designated Na Wai Eha as a surface water management area, meaning that all uses of water from these streams required water use permits issued by the Water Commission. Following contested case proceedings, the Water Commission established IIFS in 2010, but that decision was appealed, and the Hawaii Supreme Court remanded the case to the Water Commission for further proceedings. The parties to the IIFS contested case settled the case in 2014. Thereafter, proceedings for the issuance of water use permits commenced with over 100 applicants, including HC&S, vying for permits. While the water use permit proceedings were ongoing, A&B announced the cessation of sugar cane cultivation at the end of 2016. This announcement triggered a re-opening and reconsideration of the 2014 IIFS decision. Reconsideration of the IIFS is taking place simultaneously with consideration of the applications for water use permits. If the Company is not permitted to use sufficient quantities of stream waters, it would have a material adverse effect on the Company’s pursuit of a diversified agribusiness model in subsequent years and the value of the Company’s agricultural lands. A&B is a party to, or may be contingently liable in connection with, other legal actions arising in the normal conduct of its businesses, the outcomes of which, in the opinion of management after consultation with counsel, would not have a material effect on A&B’s condensed consolidated financial statements as a whole. |
Earnings Per Share (_EPS_)
Earnings Per Share (“EPS”) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share (“EPS”) | EARNINGS PER SHARE ("EPS") The following table provides a reconciliation of income from continuing operations to income from continuing operations available to A&B shareholders (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Income from continuing operations $ 7.4 $ 12.2 $ 16.0 $ 19.1 Less: Income attributable to noncontrolling interest (0.5 ) (0.5 ) (1.7 ) (1.1 ) Income from continuing operations attributable to A&B shareholders, net of income taxes 6.9 11.7 14.3 18.0 Undistributed earnings allocated to redeemable noncontrolling interest 0.5 0.4 1.2 0.9 Income from continuing operations available to A&B shareholders, net of income taxes 7.4 12.1 15.5 18.9 Income (loss) from discontinued operations available to A&B shareholders, net of income taxes (0.8 ) (13.6 ) 2.4 (28.1 ) Net income (loss) available to A&B shareholders $ 6.6 $ (1.5 ) $ 17.9 $ (9.2 ) The number of shares used to compute basic and diluted earnings per share is as follows (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Denominator for basic EPS – weighted-average shares outstanding 49.2 49.0 49.1 49.0 Effect of dilutive securities: Non-participating stock options and restricted stock unit awards 0.4 0.4 0.5 0.4 Denominator for diluted EPS – weighted-average shares outstanding 49.6 49.4 49.6 49.4 Basic earnings per share is computed by dividing net earnings allocated to common shares by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net earnings allocated to common shares by the weighted-average number of common shares outstanding adjusted by the number of additional shares, if any, that would have been outstanding had the potentially dilutive common shares been issued. Potentially dilutive shares of common stock include non-qualified stock options and restricted stock units. There were no anti-dilutive securities outstanding during the quarter and nine months ended September 30, 2017 . During the quarter and nine months ended September 30, 2016 , anti-dilutive securities totaled 0.4 million shares. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS The fair values of receivables and short-term borrowings approximate their carrying values due to the short-term nature of the instruments. The Company’s cash and cash equivalents, consisting principally of cash on deposit, may from time to time include short-term money market funds. The fair values of these money market funds, based on market prices (Level 2), approximate their carrying values due to their short-maturities. The carrying amount and fair value of the Company’s long-term debt at September 30, 2017 was $625.8 million and $642.0 million , respectively, and $515.1 million and $529.3 million at December 31, 2016 , respectively. The fair value of long-term debt is calculated by discounting the future cash flows of the debt at rates based on instruments with similar risk, terms and maturities as compared to the Company’s existing debt arrangements (Level 2). |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Materials & Construction segment inventory, including materials and supplies, are stated at the lower of cost (principally average cost, first-in, first-out basis) or market value. Sugar inventories are stated at the lower of cost (first-in, first-out basis) or market value. Inventories at September 30, 2017 and December 31, 2016 were as follows (in millions): September 30, 2017 December 31, 2016 Sugar inventories $ — $ 17.5 Asphalt 10.1 7.4 Processed rock, Portland cement, and sand 13.3 12.6 Work in progress 3.1 3.0 Construction-related retail merchandise 2.0 1.7 Parts, materials and supplies inventories 1.6 1.1 Total $ 30.1 $ 43.3 |
Share-Based Payment Awards
Share-Based Payment Awards | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Payment Awards | SHARE-BASED PAYMENT AWARDS The time-based restricted stock units vest ratably over 3 years and the performance share units cliff vest over 3 years, provided that the total shareholder return of the Company’s common stock over the relevant period meets or exceeds pre-defined levels of relative total shareholder returns of the Standard & Poor’s MidCap 400 Index and the Dow Jones U.S. Real Estate Index. The following table summarizes the Company's stock option activity during 2017 (in thousands, except weighted average exercise price and weighted average contractual life): 2012 Plan Weighted- Weighted- Aggregate Outstanding, January 1, 2017 903.5 $ 17.78 Exercised (230.9 ) $ 16.45 Outstanding, September 30, 2017 672.6 $ 18.24 3.0 years $ 18,947 Vested or expected to vest 672.6 $ 18.24 3.0 years $ 18,947 Exercisable, September 30, 2017 672.6 $ 18.24 3.0 years $ 18,947 The following table summarizes 2017 non-vested restricted stock unit activity (in thousands, except weighted-average grant-date fair value amounts): 2012 Plan Weighted- Outstanding, January 1, 2017 293.5 $ 33.81 Granted 139.1 $ 37.41 Vested (96.3 ) $ 37.20 Canceled (17.4 ) $ 35.03 Outstanding, September 30, 2017 318.9 $ 34.29 The fair value of the Company’s time-based awards is determined using the Company's stock price on the date of grant. The fair value of the Company's market-based awards is estimated using the Company's stock price on the date of grant and the probability of vesting using a Monte Carlo simulation with the following weighted-average assumptions: 2017 Grants 2016 Grants Volatility of A&B common stock 24.1% 26.3% Average volatility of peer companies 25.6% 27.7% Risk-free interest rate 1.6% 1.1% A summary of compensation cost related to share-based payments is as follows (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Share-based expense: Time-based and market-based restricted stock units $ 1.2 $ 1.0 $ 3.4 $ 3.1 Total recognized tax benefit (0.5 ) (0.5 ) (1.3 ) (1.1 ) Share-based expense (net of tax) $ 0.7 $ 0.5 $ 2.1 $ 2.0 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Construction Contracts and Material Sales. The Company entered into contracts in the ordinary course of business, as a supplier, with affiliates that are members in entities in which the Company also is a member. Revenues earned from transactions with affiliates totaled approximately $5.5 million and $1.8 million for the quarters ended September 30, 2017 and 2016 , respectively. Revenues earned from transactions with affiliates totaled approximately $15.4 million and $6.0 million for the nine months ended September 30, 2017 and 2016 , respectively. Receivables from these affiliates were $4.0 million and $2.1 million at September 30, 2017 and December 31, 2016 , respectively. Amounts due to these affiliates were $0.5 million and $0.2 million at September 30, 2017 and December 31, 2016 , respectively. Commercial Real Estate. The Company entered into contracts in the ordinary course of business, as a lessor of property, with unconsolidated affiliates in which the Company has an interest, as well as with certain entities that are owned by a director of the Company. Revenues earned from these transactions were $1.4 million and $4.0 million for the quarter and nine months ended September 30, 2017 , respectively, and immaterial for the quarter and nine months ended September 30, 2016 . Receivables from these affiliates were immaterial as of September 30, 2017 and December 31, 2016 . During the quarters ended September 30, 2017 and 2016 , the Company recorded developer fee revenues of approximately $0.5 million and $0.2 million related to management and administrative services provided to certain unconsolidated investments in affiliates. Developer fee revenues recorded for the nine months ended September 30, 2017 and 2016 were $2.1 million and $0.7 million , respectively. Receivables from these affiliates were immaterial as of September 30, 2017 and December 31, 2016 . |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS The components of net periodic benefit cost recorded for the quarters ended September 30, 2017 and 2016 were as follows (in millions): Pension Benefits Post-retirement Benefits 2017 2016 2017 2016 Service cost $ 0.7 $ 0.8 $ — $ — Interest cost 2.0 2.2 0.1 0.2 Expected return on plan assets (2.3 ) (2.5 ) — — Amortization of net loss included in net periodic pension cost 1.0 1.9 (0.1 ) — Amortization of prior service credit included in net periodic pension cost (0.2 ) (0.3 ) — — Curtailment gain — (0.2 ) — — Settlement loss 1.4 — — — Net periodic benefit cost $ 2.6 $ 1.9 $ — $ 0.2 The components of net periodic benefit cost recorded for the nine months ended September 30, 2017 and 2016 were as follows (in millions): Pension Benefits Post-retirement Benefits 2017 2016 2017 2016 Service cost $ 2.2 $ 2.4 $ 0.1 $ 0.1 Interest cost 6.2 6.7 0.3 0.4 Expected return on plan assets (7.1 ) (7.5 ) — — Amortization of net loss included in net periodic pension cost 3.3 5.5 — 0.1 Amortization of prior service credit included in net periodic pension cost (0.7 ) (0.8 ) — — Curtailment gain (0.3 ) (0.7 ) — — Settlement loss 1.4 — — — Net periodic benefit cost $ 5.0 $ 5.6 $ 0.4 $ 0.6 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS Manoa Marketplace Acquisition. The Company applies the provisions of FASB ASC Topic No. 805, Business Combinations, ("ASC 805") to acquisitions that constitute a business, as defined. Under ASC 805, assets acquired and liabilities assumed are recorded at fair value. The excess of the purchase price over the net fair value of assets acquired and liabilities assumed is recorded as goodwill. The fair values of assets acquired and liabilities assumed are determined through the market, income or cost approaches, and the valuation approach is generally based on the specific characteristics of the asset or liability. Under the market approach, value is estimated using information from transactions in which other participants in the market have paid for reasonably similar assets that have been sold within a reasonable period from the valuation date. Adjustments are made to compensate for differences between reasonably similar assets and the item being valued. Under the income approach, the future cash flows expected to be received over the life of the asset, taking into account a variety of factors, such as long-term growth rates and the amount and timing of cash flows, are discounted to present value using a rate of return that accounts for the time value of money and investment risk factors. Under the cost approach, the Company estimates the cost to replace the asset with a new asset taking into consideration a variety of factors such as age, physical condition, functional obsolescence and economic obsolescence. The fair value of liabilities assumed is calculated as the net present value of estimated payments using prevailing market interest rates for liabilities with similar credit risk and terms. On January 29, 2016, the Company consummated the purchase of the leasehold and leased fee interests in Manoa Marketplace, a multi-tenant neighborhood shopping center in Honolulu for $82.4 million through a 1031 transaction. The allocation of purchase price to assets acquired and liabilities assumed is as follows (in millions): Assets acquired: Land $ 40.5 Building 36.8 In-place leases 7.0 Favorable leases 1.3 Total assets acquired 85.6 Total liabilities assumed 3.2 Net assets acquired $ 82.4 The finite-lived intangible assets related to in-place leases and favorable leases are amortized over their respective lease terms. As of the acquisition date, the weighted-average remaining lives of the in-place leases and favorable leases were approximately 5 and 3 years, respectively. In connection with the Manoa Marketplace transaction, the Company incurred approximately $1.1 million of acquisition-related expenses during the nine months ended September 30, 2016 . The costs are included in selling, general and administrative costs in the accompanying condensed consolidated statements of operations and are reported in the Commercial Real Estate segment for segment reporting purposes. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in accumulated other comprehensive loss by component for the nine months ended September 30, 2017 were as follows (in millions, net of tax): Employee Benefit Plans Interest Rate Swap Total Beginning balance, January 1, 2017 $ (45.0 ) $ 1.8 $ (43.2 ) Unrealized interest rate hedging loss, net of taxes of $0.3 — (0.5 ) (0.5 ) Amounts reclassified from accumulated other comprehensive loss, net of taxes of $1.5 and $0.2 for employee benefit plans and interest rate swap, respectively 2.5 0.2 2.7 Ending balance, September 30, 2017 $ (42.5 ) $ 1.5 $ (41.0 ) The reclassifications of other comprehensive income components out of accumulated other comprehensive loss for the quarters and nine months ended September 30, 2017 and 2016 were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Reclassification adjustment for interest expense included in net income (loss) $ 0.1 $ 0.2 $ 0.4 $ 0.2 Amortization of defined benefit pension items reclassified to net periodic pension cost: — — Prior service credit (0.2 ) (0.3 ) (0.7 ) (0.8 ) Net loss 1.0 1.9 3.3 5.6 Settlement loss 1.4 — 1.4 — Total reclassifications before income tax 2.3 1.8 4.4 5.0 Income taxes related to reclassifications of other comprehensive income (0.9 ) (0.8 ) (1.7 ) (1.9 ) Total reclassifications of other comprehensive income components, net of tax $ 1.4 $ 1.0 $ 2.7 $ 3.1 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company's effective tax rate was higher for the nine months ended September 30, 2017 compared to the same period in 2016 primarily due to the 2016 recognition of non-refundable federal tax credits related to the Company’s investment in two photovoltaic facilities, discussed below. In 2016, the Company invested $15.4 million in Waihonu Equity Holdings, LLC ("Waihonu"), an entity that operates two photovoltaic facilities with a combined capacity of 6.5 megawatts in Mililani, Oahu. The Company accounts for its investment in Waihonu under the equity method. The investment return from the Company's investment in Waihonu is principally composed of non-refundable federal and refundable state tax credits. The federal tax credits are accounted for using the flow through method, which reduces the provision for income taxes in the year that the federal tax credits first become available. During 2016, the Company recognized income tax benefits of approximately $8.7 million related to the non-refundable tax credits, $2.9 million related to the refundable state tax credits in Income Tax Receivable, as well as a corresponding reduction to the carrying amount of its investment in Waihonu, recorded in Investments in Affiliates in the accompanying condensed consolidated balance sheets. For the quarter and nine months ended September 30, 2017 , the Company recorded reductions to the carrying value of its Waihonu and KIUC Renewable Solutions Two ("KRS II") investments of $0.4 million and $2.6 million , respectively, in Reduction in Solar Investments, net in the accompanying condensed consolidated statements of operations. For the quarter and nine months ended September 30, 2016 , the Company recorded reductions to the carrying value of its Waihonu and KRS II investments of $0.2 million and $9.7 million , respectively, in Reduction in Solar Investments, net in the accompanying condensed consolidated statements of operations. The Company recognizes accrued interest on income taxes in income tax expense. As of September 30, 2017 , accrued interest was not material. As of September 30, 2017 , the Company has not identified any material unrecognized tax positions. |
Notes Payable and Long-Term Deb
Notes Payable and Long-Term Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Notes Payable and Long-Term Debt | NOTES PAYABLE AND LONG-TERM DEBT Revolving Credit Facility Amendment : On September 15, 2017, the Company entered into a Second Amended and Restated Credit Agreement ("A&B Revolver") with Bank of America N.A., as administrative agent, First Hawaiian Bank, and other lenders party thereto, which amended and restated its existing $350 million committed revolving credit facility ("Revolving Credit Facility"). The A&B Revolver increased the total revolving commitments to $450 million , extended the term of the Revolving Credit Facility to September 15, 2022, amended certain covenants (see below), and reduced the interest rates and fees charged under the Revolving Credit Facility. All other terms of the Revolving Credit Facility remain substantially unchanged. Private Shelf Facility Amendment: On September 15, 2017, the Company entered into an amendment ("Pru Amendment") of its Second Amended and Restated Note Purchase and Private Shelf Agreement, dated as of December 10, 2015, with Prudential Investment Management, Inc. and certain affiliates (individually and collectively with “Prudential”), which amended certain covenants (see below). Additionally, the Pru Amendment included a provision for a contingent incremental interest rate increase of 20 basis points on all outstanding notes unless, following the Company's planned earnings and profits purge, the maximum ratio of debt to total adjusted asset value is equal to or less than 0.35 to 1.00 with respect to any fiscal quarter ending on or before September 30, 2018. The contingent interest rate adjustment, if triggered, will continue until such time that the Company's ratio of debt to total adjusted asset value declines to 0.35 to 1.00 or below. If the contingent interest rate adjustment is not triggered on September 30, 2018, or if triggered, but subsequently the Company's ratio of debt to total adjusted asset value declines to 0.35 to 1.00 or below, the contingent interest rate adjustment shall have no further force or effect. Changes to Revolver Amendment and Pru Amendment Covenants : The principal amendments under the A&B Revolver and the Pru Amendment are as follows: • An increase in the maximum ratio of debt to total adjusted asset value from 0.50 :1.0 to 0.60 :1.0. • An increase in the aggregate maximum amount of priority debt at any time from 20 percent to 25 percent . • Allows the Company to consummate the holding company merger to adopt certain governance changes and facilitate the Company's ongoing compliance with REIT requirements. • Sets the minimum shareholders' equity amount to be $850.6 million plus 75 percent of the net proceeds received from equity issuances, less non-recurring costs related to the REIT conversion, among other additions and subtractions. • Allows for the payment of minimum dividends required to maintain REIT status and other dividends in any amount so long as no event of default shall then exist or would exist after giving effect to such dividends. New Unsecured Term Debt - Rate Locks: On October 10, 2017, the Company entered into a rate lock commitment to draw $50 million under its Second Amended and Restated Note Purchase and Private Shelf Agreement, as amended, with Prudential (“Prudential Shelf Facility”). Under the commitment, the Company will draw $50 million on November 21, 2017 and will use the proceeds for general corporate purposes. The note bears interest at 4.04 percent and matures on November 21, 2026 . Interest only is paid semi-annually and the principal balance is due at maturity. On October 30, 2017, the Company entered into a second rate lock commitment to draw $25 million under its Prudential Shelf Facility. Under the commitment, the Company will draw $25 million on December 8, 2017 and will use the proceeds for general corporate purposes. The note bears interest at 4.16 percent and matures on December 8, 2028 . Interest only is paid semi-annually and the principal balance is due at maturity. At September 30, 2017 and December 31, 2016 , notes payable and long-term debt consisted of the following (in millions): 2017 2016 Revolving credit facilities: Wells Fargo GLP Revolver, matures in 2018 (a) — — A&B Revolver, matures in 2022 ($283.0 million available) (b) 155.2 14.9 Term loans: 6.38%, payable through 2017, secured by Midstate Hayes — 8.2 1.85%, payable through 2017, unsecured 0.5 2.5 2.00%, payable through 2018, unsecured 0.3 0.8 3.31%, payable through 2018, unsecured 1.5 2.8 5.19%, payable through 2019, unsecured 5.1 6.5 LIBOR plus 2.00%, payable through 2019 (c) 9.4 9.4 6.90%, payable through 2020, unsecured 48.8 65.0 LIBOR plus 1.00%, payable through 2021, secured by asphalt terminal (d) 5.1 6.1 3.15%, payable through 2021, second mortgage secured by Kailua Town Center III 4.9 — LIBOR plus 1.50%, payable through 2021, secured by Kailua Town Center III (e) 10.9 11.2 5.53%, payable through 2024, unsecured 28.5 28.5 3.90%, payable through 2024, unsecured 65.9 68.1 4.15%, payable through 2024, secured by Pearl Highlands Center 87.5 88.8 5.55%, payable through 2026, unsecured 46.0 46.0 5.56%, payable through 2026, unsecured 25.0 25.0 4.35%, payable through 2026, unsecured 22.0 22.0 3.88%, payable through 2027, unsecured 50.0 50.0 LIBOR plus 1.35%, payable through 2029, secured by Manoa Marketplace (f) 60.0 60.0 Total debt (contractual) 626.6 515.8 Unamortized debt premium (discount) 0.4 0.5 Unamortized debt issuance costs (1.2 ) (1.2 ) Total debt (carrying value) 625.8 515.1 Less current portion (41.6 ) (42.4 ) Long-term debt $ 584.2 $ 472.7 (a) Loan has a stated interest rate of LIBOR plus 1.50% . (b) Loan has a stated interest rate of LIBOR plus 1.65% , based on pricing grid. (c) Loan is secured by a letter of credit. (d) Loan has a stated interest rate of LIBOR plus 1.00% , but is swapped through maturity to a 5.98% fixed rate. (e) Loan has a stated interest rate of LIBOR plus 1.50% , but is swapped through maturity to a 5.95% fixed rate. (f) Loan has a stated interest rate of LIBOR plus 1.35% , but is swapped through maturity to a 3.14% fixed rate. |
Cessation of Sugar Operations
Cessation of Sugar Operations | 9 Months Ended |
Sep. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Cessation of Sugar Operations | CESSATION OF SUGAR OPERATIONS A summary of the pre-tax costs and remaining costs associated with the Cessation is as follows (in millions): Nine Months Ended September 30, 2017 Cumulative Amount Recognized as of September 30, 2017 Remaining to be Recognized Total Employee severance benefits and related costs $ 0.3 $ 22.1 $ — $ 22.1 Asset write-offs and accelerated depreciation — 71.3 — 71.3 Property removal, restoration and other exit-related costs 2.1 9.2 1.2 10.4 Total Cessation-related costs $ 2.4 $ 102.6 $ 1.2 $ 103.8 A rollforward of the Cessation-related liabilities during the nine months ended September 30, 2017 is as follows (in millions): Employee Severance Benefits and Related Costs Other Exit Costs 1 Total Balance at December 31, 2016 $ 13.7 $ 5.4 $ 19.1 Expense 0.3 2.1 2.4 Cash payments (14.0 ) (2.5 ) (16.5 ) Balance at September 30, 2017 $ — $ 5.0 $ 5.0 1 Includes asset retirement obligations. The Cessation-related liabilities were included in the accompanying condensed consolidated balance sheets as follows (in millions): Classification on Balance Sheet September 30, 2017 December 31, 2016 Employee severance benefits and related costs HC&S cessation-related liabilities $ — $ 13.7 Other exit costs HC&S cessation-related liabilities 5.0 5.4 Total Cessation-related liabilities $ 5.0 $ 19.1 |
Investments in Affiliates
Investments in Affiliates | 9 Months Ended |
Sep. 30, 2017 | |
Investments in and Advances to Affiliates, Balance [Abstract] | |
Investments in Affiliates | INVESTMENTS IN AFFILIATES The Company's investments in affiliates consist principally of equity investments in limited liability companies in which the Company has the ability to exercise significant influence over the operating and financial policies of these investments. Accordingly, the Company accounts for its investments using the equity method of accounting. Operating results include the Company's proportionate share of net income from its equity method investments. A summary of combined financial information related to the Company's equity method investments for the quarters and nine months ended September 30, 2017 and 2016 is as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Revenues $ 52.4 $ 46.4 $ 136.6 $ 142.5 Gross Profit $ 8.5 $ 7.5 $ 23.2 $ 24.5 Income from Continuing Operations* $ 4.0 $ (0.2 ) $ 10.6 $ 8.7 Net Income (Loss)* $ 3.8 $ (0.5 ) $ 10.2 $ 8.1 * Includes earnings from equity method investments held by the investee. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | DERIVATIVE INSTRUMENTS The Company is exposed to interest rate risk related to its floating rate interest debt. The Company balances its cost of debt and exposure to interest rates primarily through its mix of fixed and floating rate debt. From time to time, the Company may use interest rate swaps to manage its exposure to interest rate risk. Cash Flow Hedges of Interest Rate Risk During 2016, the Company entered into an interest rate swap agreement with a notional amount of $60.0 million which was designated as a cash flow hedge. The Company structured the interest rate swap agreement to hedge the variability of future interest payments due to changes in interest rates with regards to the Company's long-term debt. A summary of the key terms related to the Company's outstanding cash flow hedge as of September 30, 2017 is as follows (dollars in millions): Notional Amount at Fair Value at Classification on Effective Date Maturity Date Interest Rate September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet 4/7/2016 8/1/2029 3.14% $ 60.0 $ 2.4 $ 2.8 Other assets The Company assessed the effectiveness of the cash flow hedge at inception and will continue to do so on an ongoing basis. The effective portion of the changes in fair value of the cash flow hedge is recorded in accumulated other comprehensive loss and subsequently reclassified into interest expense as interest is incurred on the related-variable rate debt. When ineffectiveness exists, the ineffective portion of changes in fair value of the cash flow hedge is recognized in earnings in the period affected. Non-designated Hedges As of September 30, 2017 , the Company has two interest rate swaps that have not been designated as cash flow hedges whose key terms are as follows (dollars in millions): Notional Amount at Fair Value at Classification on Effective Date Maturity Date Interest Rate September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet 1/1/2014 9/1/2021 5.95% $ 10.9 $ (1.1 ) $ (1.3 ) Other non-current liabilities 6/18/2008 3/1/2021 5.98% $ 5.1 $ (0.3 ) $ (0.5 ) Other non-current liabilities Total $ 16.0 $ (1.4 ) $ (1.8 ) The following table represents the pre-tax effect of the derivative instruments in the Company's condensed consolidated statement of comprehensive income (loss) (in millions): Quarter Ended September 30, Nine Months Ended September 30, Derivatives in Designated Cash Flow Hedging Relationships: 2017 2016 2017 2016 Amount of (gain) loss recognized in OCI on derivatives (effective portion) $ 0.2 $ — $ 0.8 $ 2.8 Amounts of (gain) loss reclassified from accumulated OCI into earnings under "interest expense" (ineffective portion and amount excluded from effectiveness testing) $ (0.1 ) $ (0.2 ) $ (0.4 ) $ (0.2 ) The Company records gains or losses related to interest rate swaps that have not been designated as cash flow hedges in interest expense in its condensed consolidated statements of operations, and the amounts were immaterial during each of the quarters ended September 30, 2017 and 2016 . The Company measures all of its interest rate swaps at fair value. The fair values of the Company's interest rate swaps (Level 2) are based on the estimated amounts that the Company would receive or pay to terminate the contracts at the reporting date and are determined using interest rate pricing models and interest rate related observable inputs. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS In December 2016, HC&S completed its final harvest and the Company ceased its sugar operations. The historical results of operations have been presented as discontinued operations in the condensed consolidated financial statements and prior periods have been recast. The revenue, operating loss, gain (loss) on asset dispositions, income tax (expense) benefit and after-tax effects of these transactions for the quarters and nine months ended September 30, 2017 and 2016 were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Sugar operations revenue (Land Operations) $ 0.4 $ 35.7 $ 22.9 $ 73.7 Operating loss before income taxes $ (1.1 ) $ (17.1 ) $ (2.2 ) $ (51.2 ) Gain (loss) on asset dispositions, net (0.2 ) — 6.0 — Income (loss) from discontinued operations before income taxes (1.3 ) (17.1 ) 3.8 (51.2 ) Income tax (expense) benefit 0.5 3.5 (1.4 ) 23.1 Income (loss) from discontinued operations $ (0.8 ) $ (13.6 ) $ 2.4 $ (28.1 ) Basic earnings (loss) per share $ (0.02 ) $ (0.28 ) $ 0.04 $ (0.58 ) Diluted earnings (loss) per share $ (0.02 ) $ (0.27 ) $ 0.05 $ (0.57 ) There was no depreciation and amortization related to discontinued operations for the quarter and nine months ended September 30, 2017 . Depreciation and amortization related to discontinued operations was $12.6 million and $47.3 million for the quarter and nine months ended September 30, 2016 , respectively. |
Segment Results
Segment Results | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Results | SEGMENT RESULTS Segment results were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Revenue: Commercial Real Estate $ 33.9 $ 32.7 $ 101.4 $ 102.0 Land Operations 22.6 18.1 45.7 29.6 Materials & Construction 55.0 52.1 155.7 144.7 Total revenue 111.5 102.9 302.8 276.3 Operating Profit (Loss): Commercial Real Estate 1 13.6 13.5 41.3 41.3 Land Operations 2 10.4 7.8 9.7 (7.3 ) Materials & Construction 6.5 5.6 18.8 18.5 Total operating profit 30.5 26.9 69.8 52.5 Interest expense (6.1 ) (6.4 ) (18.5 ) (20.1 ) Gain on the sale of improved property — 0.1 3.0 8.1 General corporate expenses (8.9 ) (5.5 ) (20.5 ) (16.0 ) REIT evaluation/conversion costs 3 (4.4 ) (1.9 ) (11.4 ) (3.8 ) Income From Continuing Operations Before Income Taxes 11.1 13.2 22.4 20.7 Income tax expense (3.7 ) (1.0 ) (6.4 ) (1.6 ) Income From Continuing Operations 7.4 12.2 16.0 19.1 Income (loss) from discontinued operations, net of income tax (0.8 ) (13.6 ) 2.4 (28.1 ) Net Income (Loss) 6.6 (1.4 ) 18.4 (9.0 ) Income attributable to noncontrolling interest (0.5 ) (0.5 ) (1.7 ) (1.1 ) Net Income (Loss) Attributable to A&B Shareholders $ 6.1 $ (1.9 ) $ 16.7 $ (10.1 ) 1 Commercial Real Estate operating profit includes intersegment operating revenue, primarily from our Materials & Construction segment, and is eliminated in our consolidated results of operations. 2 For the quarter and nine months ended September 30, 2017 , Land Operations segment operating profit includes non-cash reductions of $ 0.4 million and $ 2.6 million , respectively, related to the Company's solar tax equity investments. For the quarter and nine months ended September 30, 2016 , Land Operations segment operating profit included non-cash reductions of $ 0.2 million and $ 9.7 million , respectively. The non-cash reductions are recorded in Reductions in solar investment, net on the condensed consolidated statement of operations. 3 Costs related to the Company's in-depth evaluation of and conversion to a REIT. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation [Abstract] | |
Reclassifications | Reclassifications: Prior year financial statement amounts are reclassified as necessary to conform to the current year presentation, including presentation of results of discontinued operations and reportable operating segments. There was no impact on net income, retained earnings or cash flows as a result of the reclassifications. See Note 17 "Discontinued Operations" and Note 18 "Segment Results" in the accompanying condensed consolidated financial statements for additional information. |
Rounding | Rounding: Amounts in the condensed consolidated financial statements and notes are rounded to the nearest tenth of a million. Accordingly, a recalculation of some per-share amounts and percentages, if based on the reported data, may be slightly different. |
New Accounting Pronouncements | New Accounting Pronouncements: In May 2014, Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) , (“ASU 2014-09”) which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. ASU 2014-09 will supersede the revenue recognition requirements in FASB Accounting Standards Codification Topic 605, Revenue Recognition , and most industry-specific guidance. Under ASU 2014-09, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 provides a five-step analysis of transactions to determine when and how revenue is recognized including (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation. In addition, ASU 2014-09 requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers ( Topic 606): Deferral of the Effective Date , deferring the effective date of this standard. As a result, ASU 2014-09 and related amendments will be effective for the Company for its fiscal year beginning January 1, 2018, including interim periods within that fiscal year. Early adoption is permitted, but not before August 1, 2017, the original effective date of ASU 2014-09. In March, April, May, and December 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal Versus Agent Consideration (Reporting Revenue Gross Versus Net) , ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing , and ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients , and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers , respectively (collectively, the “Amendments”). The Amendments serve to clarify certain aspects of and have the same effective date as ASU 2014-09. The Company is completing its evaluation of the impact of adopting ASU 2014-09 and the related Amendments (collectively, “Topic 606”) on its consolidated financial statements and disclosures, internal controls and accounting policies. Topic 606 permits two methods of adoption: retrospectively to each prior reporting period presented, or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the “Modified Retrospective Method”). The Company will adopt Topic 606 on January 1, 2018 and intends to apply the Modified Retrospective Method of transition. The Company expects to provide expanded disclosures regarding our revenues from contracts with customers. The Company will continue to monitor and assess the impact of changes to Topic 606 and interpretations as they become available. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 requires the identification of arrangements that should be accounted for as leases by lessees. In general, lease arrangements exceeding a twelve month term must now be recognized as assets and liabilities on the balance sheet of the lessee. Under ASU 2016-02, a right-of-use asset and lease obligation will be recorded for all leases, whether operating or financing, while the income statement will reflect lease expense for operating leases and amortization/interest expense for financing leases. The balance sheet amount recorded for existing leases at the date of adoption of ASU 2016-02 must be calculated using the applicable incremental borrowing rate at the date of adoption. In addition, ASU 2016-02 requires the use of the modified retrospective method, which will require adjustment to all comparative periods presented in the consolidated financial statements. ASU 2016-02 is effective for financial statements issued for fiscal years beginning after December 15, 2018. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230) ("ASU 2016-15"). ASU 2016-15 is an update that addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice of cash receipts and cash payments presentation and classification in the statement of cash flows. ASU 2016-15 is effective for financial statements issued for fiscal years beginning after December 15, 2017. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18"). ASU 2016-18 will require entities to show the changes on the total cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between these items on the statement of cash flows. The guidance will be applied retrospectively and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements and footnote disclosures. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business ("ASU 2017-01"). ASU 2017-01 provides guidance regarding the definition of a business with the objective of providing guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those years. ASU 2017-01 should be applied prospectively and early adoption is permitted. The new guidance will result in many real estate transactions being classified as an asset acquisition and transaction costs being capitalized. The Company elected to early adopt FASB ASU No. 2017-01 in the second quarter of fiscal year 2017. The adoption of this standard did not have a material impact on the Company’s financial position or results of operation. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for fiscal years or interim periods beginning after December 15, 2019. ASU 2017-04 should be applied prospectively and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ("ASU 2017-07"). ASU 2017-07 provides that entities will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. In addition, entities will present the other components of net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. These components will not be eligible for capitalization in assets. ASU 2017-07 is effective for fiscal years or interim periods beginning after December 15, 2017 and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation (Topic 718), Scope of Modification Accounting (“ASU 2017-09”). ASU 2017-09 clarifies when changes to the terms or conditions of a shared-based payment award must be accounted for as modifications. Entities will apply the modification accounting guidance if the value, vesting conditions or classification of the award changes. ASU 2017-09 is effective for financial statements issued for fiscal years beginning after December 15, 2017 and early adoption is permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities .” This ASU eliminates the requirement to separately measure and report hedge ineffectiveness and generally 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. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted. The Company is currently evaluating the impact of this ASU. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Commitments and Financial Arrangements | Commitments and financial arrangements not recorded on the Company's condensed consolidated balance sheet, excluding lease commitments that are disclosed in Note 9 of the Company’s 2016 Form 10-K, included the following (in millions) as of September 30, 2017 : Standby letters of credit (a) $ 11.8 Bonds (b) $ 409.7 (a) Consists of standby letters of credit, issued by the Company’s lenders under the Company’s revolving credit facilities, and relate primarily to the Company’s real estate activities. In the event the letters of credit are drawn upon, the Company would be obligated to reimburse the issuer of the letter of credit. None of the letters of credit have been drawn upon to date. (b) Represents bonds related to construction and real estate activities in Hawaii. Approximately $387.1 million is related to construction bonds issued by third party sureties (bid, performance and payment bonds) and the remainder is related to commercial bonds issued by third party sureties (permit, subdivision, license and notary bonds). In the event the bonds are drawn upon, the Company would be obligated to reimburse the surety that issued the bond. None of the bonds has been drawn upon to date. |
Earnings Per Share (_EPS_) (Tab
Earnings Per Share (“EPS”) (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Income and Computation of Earnings per Share | The following table provides a reconciliation of income from continuing operations to income from continuing operations available to A&B shareholders (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Income from continuing operations $ 7.4 $ 12.2 $ 16.0 $ 19.1 Less: Income attributable to noncontrolling interest (0.5 ) (0.5 ) (1.7 ) (1.1 ) Income from continuing operations attributable to A&B shareholders, net of income taxes 6.9 11.7 14.3 18.0 Undistributed earnings allocated to redeemable noncontrolling interest 0.5 0.4 1.2 0.9 Income from continuing operations available to A&B shareholders, net of income taxes 7.4 12.1 15.5 18.9 Income (loss) from discontinued operations available to A&B shareholders, net of income taxes (0.8 ) (13.6 ) 2.4 (28.1 ) Net income (loss) available to A&B shareholders $ 6.6 $ (1.5 ) $ 17.9 $ (9.2 ) The number of shares used to compute basic and diluted earnings per share is as follows (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Denominator for basic EPS – weighted-average shares outstanding 49.2 49.0 49.1 49.0 Effect of dilutive securities: Non-participating stock options and restricted stock unit awards 0.4 0.4 0.5 0.4 Denominator for diluted EPS – weighted-average shares outstanding 49.6 49.4 49.6 49.4 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories at September 30, 2017 and December 31, 2016 were as follows (in millions): September 30, 2017 December 31, 2016 Sugar inventories $ — $ 17.5 Asphalt 10.1 7.4 Processed rock, Portland cement, and sand 13.3 12.6 Work in progress 3.1 3.0 Construction-related retail merchandise 2.0 1.7 Parts, materials and supplies inventories 1.6 1.1 Total $ 30.1 $ 43.3 |
Share-Based Payment Awards (Tab
Share-Based Payment Awards (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes the Company's stock option activity during 2017 (in thousands, except weighted average exercise price and weighted average contractual life): 2012 Plan Weighted- Weighted- Aggregate Outstanding, January 1, 2017 903.5 $ 17.78 Exercised (230.9 ) $ 16.45 Outstanding, September 30, 2017 672.6 $ 18.24 3.0 years $ 18,947 Vested or expected to vest 672.6 $ 18.24 3.0 years $ 18,947 Exercisable, September 30, 2017 672.6 $ 18.24 3.0 years $ 18,947 |
Summary of Non-vested Restricted Stock Unit Activity | The following table summarizes 2017 non-vested restricted stock unit activity (in thousands, except weighted-average grant-date fair value amounts): 2012 Plan Weighted- Outstanding, January 1, 2017 293.5 $ 33.81 Granted 139.1 $ 37.41 Vested (96.3 ) $ 37.20 Canceled (17.4 ) $ 35.03 Outstanding, September 30, 2017 318.9 $ 34.29 |
Schedule of Fair Value Assumptions of Market-based Awards | The fair value of the Company's market-based awards is estimated using the Company's stock price on the date of grant and the probability of vesting using a Monte Carlo simulation with the following weighted-average assumptions: 2017 Grants 2016 Grants Volatility of A&B common stock 24.1% 26.3% Average volatility of peer companies 25.6% 27.7% Risk-free interest rate 1.6% 1.1% |
Summary of Compensation Cost related to Share-based Payments | A summary of compensation cost related to share-based payments is as follows (in millions): Quarter Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Share-based expense: Time-based and market-based restricted stock units $ 1.2 $ 1.0 $ 3.4 $ 3.1 Total recognized tax benefit (0.5 ) (0.5 ) (1.3 ) (1.1 ) Share-based expense (net of tax) $ 0.7 $ 0.5 $ 2.1 $ 2.0 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Summary of Components of Net Periodic Benefit Cost | The components of net periodic benefit cost recorded for the quarters ended September 30, 2017 and 2016 were as follows (in millions): Pension Benefits Post-retirement Benefits 2017 2016 2017 2016 Service cost $ 0.7 $ 0.8 $ — $ — Interest cost 2.0 2.2 0.1 0.2 Expected return on plan assets (2.3 ) (2.5 ) — — Amortization of net loss included in net periodic pension cost 1.0 1.9 (0.1 ) — Amortization of prior service credit included in net periodic pension cost (0.2 ) (0.3 ) — — Curtailment gain — (0.2 ) — — Settlement loss 1.4 — — — Net periodic benefit cost $ 2.6 $ 1.9 $ — $ 0.2 The components of net periodic benefit cost recorded for the nine months ended September 30, 2017 and 2016 were as follows (in millions): Pension Benefits Post-retirement Benefits 2017 2016 2017 2016 Service cost $ 2.2 $ 2.4 $ 0.1 $ 0.1 Interest cost 6.2 6.7 0.3 0.4 Expected return on plan assets (7.1 ) (7.5 ) — — Amortization of net loss included in net periodic pension cost 3.3 5.5 — 0.1 Amortization of prior service credit included in net periodic pension cost (0.7 ) (0.8 ) — — Curtailment gain (0.3 ) (0.7 ) — — Settlement loss 1.4 — — — Net periodic benefit cost $ 5.0 $ 5.6 $ 0.4 $ 0.6 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Allocation of Purchase Price to Assets Acquired and Liabilities Assumed | The allocation of purchase price to assets acquired and liabilities assumed is as follows (in millions): Assets acquired: Land $ 40.5 Building 36.8 In-place leases 7.0 Favorable leases 1.3 Total assets acquired 85.6 Total liabilities assumed 3.2 Net assets acquired $ 82.4 |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Income | The changes in accumulated other comprehensive loss by component for the nine months ended September 30, 2017 were as follows (in millions, net of tax): Employee Benefit Plans Interest Rate Swap Total Beginning balance, January 1, 2017 $ (45.0 ) $ 1.8 $ (43.2 ) Unrealized interest rate hedging loss, net of taxes of $0.3 — (0.5 ) (0.5 ) Amounts reclassified from accumulated other comprehensive loss, net of taxes of $1.5 and $0.2 for employee benefit plans and interest rate swap, respectively 2.5 0.2 2.7 Ending balance, September 30, 2017 $ (42.5 ) $ 1.5 $ (41.0 ) |
Summary of Reclassifications of Other Comprehensive Income | The reclassifications of other comprehensive income components out of accumulated other comprehensive loss for the quarters and nine months ended September 30, 2017 and 2016 were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Reclassification adjustment for interest expense included in net income (loss) $ 0.1 $ 0.2 $ 0.4 $ 0.2 Amortization of defined benefit pension items reclassified to net periodic pension cost: — — Prior service credit (0.2 ) (0.3 ) (0.7 ) (0.8 ) Net loss 1.0 1.9 3.3 5.6 Settlement loss 1.4 — 1.4 — Total reclassifications before income tax 2.3 1.8 4.4 5.0 Income taxes related to reclassifications of other comprehensive income (0.9 ) (0.8 ) (1.7 ) (1.9 ) Total reclassifications of other comprehensive income components, net of tax $ 1.4 $ 1.0 $ 2.7 $ 3.1 |
Notes Payable and Long-Term D35
Notes Payable and Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable and Long-term Debt | At September 30, 2017 and December 31, 2016 , notes payable and long-term debt consisted of the following (in millions): 2017 2016 Revolving credit facilities: Wells Fargo GLP Revolver, matures in 2018 (a) — — A&B Revolver, matures in 2022 ($283.0 million available) (b) 155.2 14.9 Term loans: 6.38%, payable through 2017, secured by Midstate Hayes — 8.2 1.85%, payable through 2017, unsecured 0.5 2.5 2.00%, payable through 2018, unsecured 0.3 0.8 3.31%, payable through 2018, unsecured 1.5 2.8 5.19%, payable through 2019, unsecured 5.1 6.5 LIBOR plus 2.00%, payable through 2019 (c) 9.4 9.4 6.90%, payable through 2020, unsecured 48.8 65.0 LIBOR plus 1.00%, payable through 2021, secured by asphalt terminal (d) 5.1 6.1 3.15%, payable through 2021, second mortgage secured by Kailua Town Center III 4.9 — LIBOR plus 1.50%, payable through 2021, secured by Kailua Town Center III (e) 10.9 11.2 5.53%, payable through 2024, unsecured 28.5 28.5 3.90%, payable through 2024, unsecured 65.9 68.1 4.15%, payable through 2024, secured by Pearl Highlands Center 87.5 88.8 5.55%, payable through 2026, unsecured 46.0 46.0 5.56%, payable through 2026, unsecured 25.0 25.0 4.35%, payable through 2026, unsecured 22.0 22.0 3.88%, payable through 2027, unsecured 50.0 50.0 LIBOR plus 1.35%, payable through 2029, secured by Manoa Marketplace (f) 60.0 60.0 Total debt (contractual) 626.6 515.8 Unamortized debt premium (discount) 0.4 0.5 Unamortized debt issuance costs (1.2 ) (1.2 ) Total debt (carrying value) 625.8 515.1 Less current portion (41.6 ) (42.4 ) Long-term debt $ 584.2 $ 472.7 (a) Loan has a stated interest rate of LIBOR plus 1.50% . (b) Loan has a stated interest rate of LIBOR plus 1.65% , based on pricing grid. (c) Loan is secured by a letter of credit. (d) Loan has a stated interest rate of LIBOR plus 1.00% , but is swapped through maturity to a 5.98% fixed rate. (e) Loan has a stated interest rate of LIBOR plus 1.50% , but is swapped through maturity to a 5.95% fixed rate. (f) Loan has a stated interest rate of LIBOR plus 1.35% , but is swapped through maturity to a 3.14% fixed rate. |
Cessation of Sugar Operations (
Cessation of Sugar Operations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Pre-tax Costs and Remaining Costs Associated with Restructuring and Summary of Activity Related to Cessation Accruals | A summary of the pre-tax costs and remaining costs associated with the Cessation is as follows (in millions): Nine Months Ended September 30, 2017 Cumulative Amount Recognized as of September 30, 2017 Remaining to be Recognized Total Employee severance benefits and related costs $ 0.3 $ 22.1 $ — $ 22.1 Asset write-offs and accelerated depreciation — 71.3 — 71.3 Property removal, restoration and other exit-related costs 2.1 9.2 1.2 10.4 Total Cessation-related costs $ 2.4 $ 102.6 $ 1.2 $ 103.8 A rollforward of the Cessation-related liabilities during the nine months ended September 30, 2017 is as follows (in millions): Employee Severance Benefits and Related Costs Other Exit Costs 1 Total Balance at December 31, 2016 $ 13.7 $ 5.4 $ 19.1 Expense 0.3 2.1 2.4 Cash payments (14.0 ) (2.5 ) (16.5 ) Balance at September 30, 2017 $ — $ 5.0 $ 5.0 1 Includes asset retirement obligations. The Cessation-related liabilities were included in the accompanying condensed consolidated balance sheets as follows (in millions): Classification on Balance Sheet September 30, 2017 December 31, 2016 Employee severance benefits and related costs HC&S cessation-related liabilities $ — $ 13.7 Other exit costs HC&S cessation-related liabilities 5.0 5.4 Total Cessation-related liabilities $ 5.0 $ 19.1 |
Investments in Affiliates (Tabl
Investments in Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Investments in and Advances to Affiliates, Balance [Abstract] | |
Summarized Financial Information Related to Equity Method Investments | A summary of combined financial information related to the Company's equity method investments for the quarters and nine months ended September 30, 2017 and 2016 is as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Revenues $ 52.4 $ 46.4 $ 136.6 $ 142.5 Gross Profit $ 8.5 $ 7.5 $ 23.2 $ 24.5 Income from Continuing Operations* $ 4.0 $ (0.2 ) $ 10.6 $ 8.7 Net Income (Loss)* $ 3.8 $ (0.5 ) $ 10.2 $ 8.1 * Includes earnings from equity method investments held by the investee. |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap | A summary of the key terms related to the Company's outstanding cash flow hedge as of September 30, 2017 is as follows (dollars in millions): Notional Amount at Fair Value at Classification on Effective Date Maturity Date Interest Rate September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet 4/7/2016 8/1/2029 3.14% $ 60.0 $ 2.4 $ 2.8 Other assets As of September 30, 2017 , the Company has two interest rate swaps that have not been designated as cash flow hedges whose key terms are as follows (dollars in millions): Notional Amount at Fair Value at Classification on Effective Date Maturity Date Interest Rate September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet 1/1/2014 9/1/2021 5.95% $ 10.9 $ (1.1 ) $ (1.3 ) Other non-current liabilities 6/18/2008 3/1/2021 5.98% $ 5.1 $ (0.3 ) $ (0.5 ) Other non-current liabilities Total $ 16.0 $ (1.4 ) $ (1.8 ) |
Schedule of Derivative Instruments in Consolidated Statements of Operations | The following table represents the pre-tax effect of the derivative instruments in the Company's condensed consolidated statement of comprehensive income (loss) (in millions): Quarter Ended September 30, Nine Months Ended September 30, Derivatives in Designated Cash Flow Hedging Relationships: 2017 2016 2017 2016 Amount of (gain) loss recognized in OCI on derivatives (effective portion) $ 0.2 $ — $ 0.8 $ 2.8 Amounts of (gain) loss reclassified from accumulated OCI into earnings under "interest expense" (ineffective portion and amount excluded from effectiveness testing) $ (0.1 ) $ (0.2 ) $ (0.4 ) $ (0.2 ) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Revenue, Operating Profit, Income Tax Expense and After-tax Effects of Sales Treated as Discontinued Operations | The revenue, operating loss, gain (loss) on asset dispositions, income tax (expense) benefit and after-tax effects of these transactions for the quarters and nine months ended September 30, 2017 and 2016 were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Sugar operations revenue (Land Operations) $ 0.4 $ 35.7 $ 22.9 $ 73.7 Operating loss before income taxes $ (1.1 ) $ (17.1 ) $ (2.2 ) $ (51.2 ) Gain (loss) on asset dispositions, net (0.2 ) — 6.0 — Income (loss) from discontinued operations before income taxes (1.3 ) (17.1 ) 3.8 (51.2 ) Income tax (expense) benefit 0.5 3.5 (1.4 ) 23.1 Income (loss) from discontinued operations $ (0.8 ) $ (13.6 ) $ 2.4 $ (28.1 ) Basic earnings (loss) per share $ (0.02 ) $ (0.28 ) $ 0.04 $ (0.58 ) Diluted earnings (loss) per share $ (0.02 ) $ (0.27 ) $ 0.05 $ (0.57 ) |
Segment Results (Tables)
Segment Results (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Results | Segment results were as follows (in millions): Quarter Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Revenue: Commercial Real Estate $ 33.9 $ 32.7 $ 101.4 $ 102.0 Land Operations 22.6 18.1 45.7 29.6 Materials & Construction 55.0 52.1 155.7 144.7 Total revenue 111.5 102.9 302.8 276.3 Operating Profit (Loss): Commercial Real Estate 1 13.6 13.5 41.3 41.3 Land Operations 2 10.4 7.8 9.7 (7.3 ) Materials & Construction 6.5 5.6 18.8 18.5 Total operating profit 30.5 26.9 69.8 52.5 Interest expense (6.1 ) (6.4 ) (18.5 ) (20.1 ) Gain on the sale of improved property — 0.1 3.0 8.1 General corporate expenses (8.9 ) (5.5 ) (20.5 ) (16.0 ) REIT evaluation/conversion costs 3 (4.4 ) (1.9 ) (11.4 ) (3.8 ) Income From Continuing Operations Before Income Taxes 11.1 13.2 22.4 20.7 Income tax expense (3.7 ) (1.0 ) (6.4 ) (1.6 ) Income From Continuing Operations 7.4 12.2 16.0 19.1 Income (loss) from discontinued operations, net of income tax (0.8 ) (13.6 ) 2.4 (28.1 ) Net Income (Loss) 6.6 (1.4 ) 18.4 (9.0 ) Income attributable to noncontrolling interest (0.5 ) (0.5 ) (1.7 ) (1.1 ) Net Income (Loss) Attributable to A&B Shareholders $ 6.1 $ (1.9 ) $ 16.7 $ (10.1 ) 1 Commercial Real Estate operating profit includes intersegment operating revenue, primarily from our Materials & Construction segment, and is eliminated in our consolidated results of operations. 2 For the quarter and nine months ended September 30, 2017 , Land Operations segment operating profit includes non-cash reductions of $ 0.4 million and $ 2.6 million , respectively, related to the Company's solar tax equity investments. For the quarter and nine months ended September 30, 2016 , Land Operations segment operating profit included non-cash reductions of $ 0.2 million and $ 9.7 million , respectively. The non-cash reductions are recorded in Reductions in solar investment, net on the condensed consolidated statement of operations. 3 Costs related to the Company's in-depth evaluation of and conversion to a REIT. |
Description of Business (Detail
Description of Business (Details) | 9 Months Ended |
Sep. 30, 2017Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 3 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Commitments, Guarantees and Contingencies (Details) - Maximum $ in Millions | Sep. 30, 2017USD ($) | |
Standby letters of credit | ||
Loss Contingencies [Line Items] | ||
Maximum amount of possible loss contingency | $ 11.8 | [1] |
Bonds related to real estate and construction | ||
Loss Contingencies [Line Items] | ||
Maximum amount of possible loss contingency | 409.7 | [2] |
Performance Bond | ||
Loss Contingencies [Line Items] | ||
Maximum amount of possible loss contingency | $ 387.1 | |
[1] | Consists of standby letters of credit, issued by the Company’s lenders under the Company’s revolving credit facilities, and relate primarily to the Company’s real estate activities. In the event the letters of credit are drawn upon, the Company would be obligated to reimburse the issuer of the letter of credit. None of the letters of credit have been drawn upon to date. | |
[2] | Represents bonds related to construction and real estate activities in Hawaii. Approximately $387.1 million is related to construction bonds issued by third party sureties (bid, performance and payment bonds) and the remainder is related to commercial bonds issued by third party sureties (permit, subdivision, license and notary bonds). In the event the bonds are drawn upon, the Company would be obligated to reimburse the surety that issued the bond. None of the bonds has been drawn upon to date. |
Commitments and Contingencies43
Commitments and Contingencies - Narrative (Details) $ in Millions | Apr. 10, 2015plaintiff | Sep. 30, 2017USD ($)ajoint_ventureLicense | May 24, 2001Stream |
Petitions Filed Requesting IIFS In West Maui Streams | |||
Loss Contingencies [Line Items] | |||
Number of parties filed lawsuit | plaintiff | 3 | ||
Long Term Water Lease Request | |||
Loss Contingencies [Line Items] | |||
Number of water licenses held and extended as revocable permits | License | 4 | ||
Additional watershed lands accessible by licenses (in acres) | 30,000 | ||
Long Term Water Lease Request | East Maui | |||
Loss Contingencies [Line Items] | |||
Watershed lands owned (in acres) | 16,000 | ||
Petitions Filed Requesting IIFS In East Maui Streams | |||
Loss Contingencies [Line Items] | |||
Number of streams for which IIFS was requested | Stream | 27 | ||
Financial Guarantee | |||
Loss Contingencies [Line Items] | |||
Number of joint ventures | joint_venture | 5 | ||
Guarantor obligations, current carrying value | $ | $ 6.1 |
Earnings Per Share (_EPS_) - Sc
Earnings Per Share (“EPS”) - Schedule of Reconciliation of Income from Continuing Operations and Computation of Earnings per Share (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Income from continuing operations | $ 7.4 | $ 12.2 | $ 16 | $ 19.1 |
Less: Income attributable to noncontrolling interest | (0.5) | (0.5) | (1.7) | (1.1) |
Income from continuing operations attributable to A&B shareholders, net of income taxes | 6.9 | 11.7 | 14.3 | 18 |
Undistributed earnings allocated to redeemable noncontrolling interest | 0.5 | 0.4 | 1.2 | 0.9 |
Income (Loss) From Continuing Operations Available To Common Stockholders | 7.4 | 12.1 | 15.5 | 18.9 |
Income (loss) from discontinued operations available to A&B shareholders, net of income taxes | (0.8) | (13.6) | 2.4 | (28.1) |
Net income (loss) available to A&B shareholders | $ 6.6 | $ (1.5) | $ 17.9 | $ (9.2) |
Effect of dilutive securities: | ||||
Denominator for basic EPS - weighted average shares (in shares) | 49.2 | 49 | 49.1 | 49 |
Employee/director stock options and restricted stock units (in shares) | 0.4 | 0.4 | 0.5 | 0.4 |
Denominator for diluted EPS – weighted average shares outstanding (in shares) | 49.6 | 49.4 | 49.6 | 49.4 |
Earnings Per Share (_EPS_) - Na
Earnings Per Share (“EPS”) - Narrative (Details) shares in Millions | 9 Months Ended |
Sep. 30, 2016shares | |
Earnings Per Share [Abstract] | |
Anti-dilutive securities excluded from the computation of weighted average dilutive shares outstanding (in shares) | 0.4 |
Fair Value of Financial Instr46
Fair Value of Financial Instruments (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Carrying Amount | ||
Fair Value Measuremnt of Long-term Debt [Line Items] | ||
Long-term debt value | $ 625.8 | $ 515.1 |
Fair Value | ||
Fair Value Measuremnt of Long-term Debt [Line Items] | ||
Long-term debt value | $ 642 | $ 529.3 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Inventory [Line Items] | ||
Inventories | $ 30.1 | $ 43.3 |
Sugar inventories | ||
Inventory [Line Items] | ||
Inventories | 0 | 17.5 |
Asphalt | ||
Inventory [Line Items] | ||
Inventories | 10.1 | 7.4 |
Processed rock, Portland cement, and sand | ||
Inventory [Line Items] | ||
Inventories | 13.3 | 12.6 |
Work in progress | ||
Inventory [Line Items] | ||
Inventories | 3.1 | 3 |
Construction-related retail merchandise | ||
Inventory [Line Items] | ||
Inventories | 2 | 1.7 |
Parts, materials and supplies inventories | ||
Inventory [Line Items] | ||
Inventories | $ 1.6 | $ 1.1 |
Share-Based Payment Awards - Na
Share-Based Payment Awards - Narrative (Details) - shares | 1 Months Ended | 9 Months Ended |
Jan. 31, 2017 | Sep. 30, 2017 | |
Restricted Stock Units (RSUs) | Time-Based Vesting | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Performance Shares | Time-Based Vesting | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
2012 Plan | Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 139,100 |
Share-Based Payment Awards - Sc
Share-Based Payment Awards - Schedule of Stock Option Activity (Details) - Stock Options - 2012 Plan $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
2012 Plan | |
Outstanding, beginning balance (in shares) | shares | 903,500 |
Exercised (in shares) | shares | (230,900) |
Outstanding, ending balance (in shares) | shares | 672,600 |
Vested or expected to vest (in shares) | shares | 672,600 |
Exercisable (in shares) | shares | 672,600 |
Weighted- average exercise price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 17.78 |
Exercised (in dollars per share) | $ / shares | 16.45 |
Outstanding, ending balance (in dollars per share) | $ / shares | 18.24 |
Vested or expected to vest (in dollars per share) | $ / shares | 18.24 |
Exercisable (in dollars per share) | $ / shares | $ 18.24 |
Weighted- average contractual life | |
Weighted Average Contractual Life, Outstanding | 3 years |
Weighted Average Contractual Life, Vested or expected to vest (in years) | 3 years |
Weighted Average Contractual Life, Exercisable | 3 years |
Aggregate intrinsic value | |
Aggregate Intrinsic Value, Outstanding | $ | $ 18,947 |
Aggregate Intrinsic Value, Vested or expected to vest | $ | 18,947 |
Aggregate Intrinsic Value, Exercisable | $ | $ 18,947 |
Share-Based Payment Awards - Su
Share-Based Payment Awards - Summary of Non-vested Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) - 2012 Plan | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
2012 Plan restricted stock units | |
Outstanding, beginning balance (in shares) | shares | 293,500 |
Granted (in shares) | shares | 139,100 |
Vested (in shares) | shares | (96,300) |
Canceled (in shares) | shares | (17,400) |
Outstanding, ending balance (in shares) | shares | 318,900 |
Weighted- average grant-date fair value | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 33.81 |
Granted (in dollars per share) | $ / shares | 37.41 |
Vested (in dollars per share) | $ / shares | 37.20 |
Canceled (in dollars per share) | $ / shares | 35.03 |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 34.29 |
Share-Based Payment Awards - 51
Share-Based Payment Awards - Schedule of Fair Value Assumptions of Market-based Awards (Details) - Restricted Stock Units (RSUs) - 2012 Plan - Time-Based Vesting | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility of A&B common stock | 24.10% | 26.30% |
Average volatility of peer companies | 25.60% | 27.70% |
Risk-free interest rate | 1.60% | 1.10% |
Share-Based Payment Awards - 52
Share-Based Payment Awards - Summary of Compensation Cost related to Share-based Payments (Details) - Restricted Stock Units (RSUs) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based expense | $ 1.2 | $ 1 | $ 3.4 | $ 3.1 |
Total recognized tax benefit | (0.5) | (0.5) | (1.3) | (1.1) |
Share-based expense (net of tax) | $ 0.7 | $ 0.5 | $ 2.1 | $ 2 |
Related Party Transactions (Det
Related Party Transactions (Details) - Affiliated Entity - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Materials and Construction | Supplier Contracts | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 5.5 | $ 1.8 | $ 15.4 | $ 6 | |
Receivables from related parties | 4 | 4 | $ 2.1 | ||
Due to related parties | 0.5 | 0.5 | $ 0.2 | ||
Real estate leasing and development | Management And Administrative Services, Developer Fee Revenue | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | 0.5 | $ 0.2 | 2.1 | $ 0.7 | |
Real estate leasing and development | Lease Agreements | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 1.4 | $ 4 |
Employee Benefit Plans - Summar
Employee Benefit Plans - Summary of Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Pension Benefits | ||||
Components of net periodic benefit cost [Abstract] | ||||
Service cost | $ 0.7 | $ 0.8 | $ 2.2 | $ 2.4 |
Interest cost | 2 | 2.2 | 6.2 | 6.7 |
Expected return on plan assets | (2.3) | (2.5) | (7.1) | (7.5) |
Amortization of net loss included in net periodic pension cost | 1 | 1.9 | 3.3 | 5.5 |
Amortization of prior service credit | (0.2) | (0.3) | (0.7) | (0.8) |
Curtailment gain | 0 | (0.2) | (0.3) | (0.7) |
Settlement loss | 1.4 | 0 | 1.4 | 0 |
Net periodic benefit cost | 2.6 | 1.9 | 5 | 5.6 |
Post-retirement Benefits | ||||
Components of net periodic benefit cost [Abstract] | ||||
Service cost | 0 | 0 | 0.1 | 0.1 |
Interest cost | 0.1 | 0.2 | 0.3 | 0.4 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of net loss included in net periodic pension cost | (0.1) | 0 | 0 | 0.1 |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Curtailment gain | 0 | 0 | 0 | 0 |
Settlement loss | 0 | 0 | 0 | 0 |
Net periodic benefit cost | $ 0 | $ 0.2 | $ 0.4 | $ 0.6 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - Manoa Marketplace - USD ($) $ in Millions | Jan. 29, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Business Acquisition [Line Items] | |||
Consideration transferred | $ 82.4 | ||
Leases, Acquired-in-Place | |||
Business Acquisition [Line Items] | |||
Weighted-average remaining lives of acquired finite-lived intangible assets | 5 years | ||
Above Market Leases | |||
Business Acquisition [Line Items] | |||
Weighted-average remaining lives of acquired finite-lived intangible assets | 3 years | ||
Selling, General and Administrative Expenses | |||
Business Acquisition [Line Items] | |||
Business acquisition related expenses | $ 1.1 |
Acquisitions - Allocation of Pu
Acquisitions - Allocation of Purchase Price (Details) - Manoa Marketplace $ in Millions | Jan. 29, 2016USD ($) |
Assets acquired: | |
Land | $ 40.5 |
Building | 36.8 |
Total assets acquired | 85.6 |
Total liabilities assumed | 3.2 |
Net assets acquired | 82.4 |
Leases, Acquired-in-Place | |
Assets acquired: | |
Finite-lived intangibles | 7 |
Above Market Leases | |
Assets acquired: | |
Finite-lived intangibles | $ 1.3 |
Accumulated Other Comprehensi57
Accumulated Other Comprehensive Loss - Summary of Changes in Accumulated Other Comprehensive Income (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | |
Beginning balance, January 1, 2017 | $ 1,209.3 |
Ending balance, September 30, 2017 | 1,218.9 |
Employee benefit plans | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | |
Beginning balance, January 1, 2017 | (45) |
Unrealized interest rate hedging loss, net of taxes of $0.3 | 0 |
Unrealized interest rate hedging loss, tax portion | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of taxes of $1.5 and $0.2 for employee benefit plans and interest rate swap, respectively | (2.5) |
Amounts reclassified from AOCI, tax portion | 1.5 |
Ending balance, September 30, 2017 | (42.5) |
Interest rate swap | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | |
Beginning balance, January 1, 2017 | 1.8 |
Unrealized interest rate hedging loss, net of taxes of $0.3 | (0.5) |
Unrealized interest rate hedging loss, tax portion | 0.3 |
Amounts reclassified from accumulated other comprehensive loss, net of taxes of $1.5 and $0.2 for employee benefit plans and interest rate swap, respectively | (0.2) |
Amounts reclassified from AOCI, tax portion | 0.2 |
Ending balance, September 30, 2017 | 1.5 |
Total | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | |
Beginning balance, January 1, 2017 | (43.2) |
Unrealized interest rate hedging loss, net of taxes of $0.3 | (0.5) |
Amounts reclassified from accumulated other comprehensive loss, net of taxes of $1.5 and $0.2 for employee benefit plans and interest rate swap, respectively | (2.7) |
Ending balance, September 30, 2017 | $ (41) |
Accumulated Other Comprehensi58
Accumulated Other Comprehensive Loss - Summary of Reclassifications of Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||
Reclassification adjustment for interest expense included in net income (loss) | $ 0.1 | $ 0.2 | $ 0.4 | $ 0.2 |
Amortization of prior service credit included in net periodic pension cost | (0.2) | (0.3) | (0.7) | (0.8) |
Net loss | 1 | 1.9 | 3.3 | 5.6 |
Settlement | 1.4 | 0 | 1.4 | 0 |
Total reclassifications before income tax | 2.3 | 1.8 | 4.4 | 5 |
Income taxes related to reclassifications of other comprehensive income | (0.9) | (0.8) | (1.7) | (1.9) |
Total reclassifications of other comprehensive income components, net of tax | $ 1.4 | $ 1 | $ 2.7 | $ 3.1 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)photovoltaic_facilityMW | |
Income Tax Contingency [Line Items] | |||||
Reductions in solar investments | $ 0.4 | $ 0.2 | $ 2.6 | $ 9.7 | |
KRS II and Waihonu [Member] | |||||
Income Tax Contingency [Line Items] | |||||
Reductions in solar investments | $ 0.4 | $ 0.2 | $ 2.6 | $ 9.7 | |
Waihonu Equity Holdings, LLC | |||||
Income Tax Contingency [Line Items] | |||||
Amount invested in equity method investments | $ 15.4 | ||||
Number of photovoltaic facilities constructing | photovoltaic_facility | 2 | ||||
Power capacity (in megawatts) | MW | 6.5 | ||||
Federal Tax Authority | Income Tax Receivable | Waihonu Equity Holdings, LLC | |||||
Income Tax Contingency [Line Items] | |||||
Tax benefits recognized related to non-refundable tax credits | $ 8.7 | ||||
State Tax Authority | Income Tax Receivable | Waihonu Equity Holdings, LLC | |||||
Income Tax Contingency [Line Items] | |||||
Tax benefits recognized related to non-refundable tax credits | $ 2.9 |
Notes Payable and Long-Term D60
Notes Payable and Long-Term Debt - Narrative (Details) - USD ($) | 9 Months Ended | |||||
Sep. 30, 2017 | Oct. 30, 2017 | Oct. 10, 2017 | Sep. 15, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 626,600,000 | $ 515,800,000 | ||||
Pru Amendment | ||||||
Debt Instrument [Line Items] | ||||||
Covenant compliance, debt to total assets ratio | 35.00% | |||||
Revolver Amendment And Pru Amendment Covenants | ||||||
Debt Instrument [Line Items] | ||||||
Incremental interest rate increase amount (basis points) | 0.20% | |||||
Covenant compliance, debt to total assets ratio | 60.00% | 50.00% | ||||
Covenant compliance, increase in aggregate maximum debt amount, percent | 25.00% | 20.00% | ||||
Covenant compliance, minimum shareholders' equity amount | $ 850,600,000 | |||||
Covenant compliance, percent of net proceeds from equity issuances | 75.00% | |||||
Revolving Credit Facility | A&B Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 450,000,000 | $ 350,000,000 | ||||
Subsequent Event | Prudential Shelf Facility | 4.04% Due November 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 50,000,000 | |||||
Stated interest rate | 4.16% | 4.04% | ||||
Subsequent Event | Prudential Shelf Facility | 4.16% Due December 2028 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 25,000,000 |
Notes Payable and Long-Term D61
Notes Payable and Long-Term Debt - Schedule of Notes Payable and Long-term Debt (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | ||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 626.6 | $ 515.8 | |
Unamortized debt premium (discount) | 0.4 | 0.5 | |
Unamortized debt issuance costs | (1.2) | (1.2) | |
Total debt (carrying value) | 625.8 | 515.1 | |
Less current portion | (41.6) | (42.4) | |
Long-term debt | 584.2 | 472.7 | |
Wells Fargo GLP Revolver, Due 2018 | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [1] | $ 0 | 0 |
Wells Fargo GLP Revolver, Due 2018 | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
A & B Revolver Due 2022 | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [2] | $ 155.2 | 14.9 |
A & B Revolver Due 2022 | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.65% | ||
3.90%, payable through 2024, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 65.9 | 68.1 | |
Stated interest rate | 3.90% | ||
6.90%, payable through 2020, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 48.8 | 65 | |
Stated interest rate | 6.90% | ||
3.88%, payable through 2027, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 50 | 50 | |
Stated interest rate | 3.88% | ||
5.55%, payable through 2026, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 46 | 46 | |
Stated interest rate | 5.55% | ||
5.53%, payable through 2024, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 28.5 | 28.5 | |
Stated interest rate | 5.53% | ||
5.56%, payable through 2026, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 25 | 25 | |
Stated interest rate | 5.56% | ||
4.35%, payable through 2026, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 22 | 22 | |
Stated interest rate | 4.35% | ||
4.15%, payable through 2024, secured by Pearl Highlands Center | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 87.5 | 88.8 | |
Stated interest rate | 4.15% | ||
LIBOR plus 1.5%, payable through 2021, secured by Kailua Town Center III | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Swapped maturity fixed interest rate | 5.95% | ||
LIBOR plus 1.5%, payable through 2021, secured by Kailua Town Center III | LIBOR | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [3] | $ 10.9 | 11.2 |
Basis spread on variable rate | 1.50% | ||
LIBOR plus 2.66%, payable through 2016, Secured by the shops at Kukui'ula | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.66% | ||
LIBOR plus 1.35%, payable through 2029, secured by Manoa Marketplace | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.35% | ||
Swapped maturity fixed interest rate | 3.14% | ||
LIBOR plus 1.35%, payable through 2029, secured by Manoa Marketplace | LIBOR | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [4] | $ 60 | 60 |
Basis spread on variable rate | 1.35% | ||
3.15%, payable through 2021, second mortgage secured by Kailua Town Center III | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 4.9 | 0 | |
Basis spread on variable rate | 3.15% | ||
6.38%, payable through 2017, secured by Midstate Hayes | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 0 | 8.2 | |
Stated interest rate | 6.38% | ||
LIBOR plus 1.0%, payable through 2021, secured by asphalt terminal | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% | ||
Swapped maturity fixed interest rate | 5.98% | ||
LIBOR plus 1.0%, payable through 2021, secured by asphalt terminal | LIBOR | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [5] | $ 5.1 | 6.1 |
Basis spread on variable rate | 1.00% | ||
5.19%, payable through 2019, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 5.1 | 6.5 | |
Stated interest rate | 5.19% | ||
1.85%, payable through 2017, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 0.5 | 2.5 | |
Stated interest rate | 1.85% | ||
3.31%, payable through 2018, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 1.5 | 2.8 | |
Stated interest rate | 3.31% | ||
2.00%, payable through 2018, unsecured | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 0.3 | 0.8 | |
Stated interest rate | 2.00% | ||
2.00%, payable through 2018, unsecured | LIBOR | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | [6] | $ 9.4 | $ 9.4 |
[1] | Loan has a stated interest rate of LIBOR plus 1.50%. | ||
[2] | Loan has a stated interest rate of LIBOR plus 1.65%, based on pricing grid. | ||
[3] | Loan has a stated interest rate of LIBOR plus 1.50%, but is swapped through maturity to a 5.95% fixed rate. | ||
[4] | Loan has a stated interest rate of LIBOR plus 1.35%, but is swapped through maturity to a 3.14% fixed rate. | ||
[5] | Loan has a stated interest rate of LIBOR plus 1.00%, but is swapped through maturity to a 5.98% fixed rate. | ||
[6] | Loan is secured by a letter of credit. |
Cessation of Sugar Operations -
Cessation of Sugar Operations - Summary of Pre-tax Costs and Remaining Costs Associated with Restructuring (Details) - HC&S $ in Millions | 9 Months Ended | 33 Months Ended | |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | ||
Restructuring Cost and Reserve [Line Items] | |||
Expense | $ 2.4 | ||
Total Cessation-related costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Expense | 2.4 | $ 102.6 | |
Total Cessation-related costs | Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Remaining to be recognized | 1.2 | 1.2 | |
Total Expected Cost | 103.8 | 103.8 | |
Employee severance benefits and related costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Expense | 0.3 | 22.1 | |
Employee severance benefits and related costs | Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Remaining to be recognized | 0 | 0 | |
Total Expected Cost | 22.1 | 22.1 | |
Asset write-offs and accelerated depreciation | |||
Restructuring Cost and Reserve [Line Items] | |||
Expense | 0 | 71.3 | |
Asset write-offs and accelerated depreciation | Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Remaining to be recognized | 0 | 0 | |
Total Expected Cost | 71.3 | 71.3 | |
Property removal, restoration and other exit-related costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Expense | 2.1 | [1] | 9.2 |
Property removal, restoration and other exit-related costs | Minimum | |||
Restructuring Cost and Reserve [Line Items] | |||
Remaining to be recognized | 1.2 | 1.2 | |
Total Expected Cost | $ 10.4 | $ 10.4 | |
[1] | Includes asset retirement obligations. |
Cessation of Sugar Operations63
Cessation of Sugar Operations - Rollforward of Restructuring Liabilities (Details) - HC&S - USD ($) $ in Millions | 9 Months Ended | 33 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2017 | |||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | $ 19.1 | |||
Expense | 2.4 | |||
Cash payments | (16.5) | |||
Restructuring reserve, ending balance | 5 | $ 5 | ||
Employee severance benefits and related costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | 13.7 | |||
Expense | 0.3 | 22.1 | ||
Cash payments | (14) | |||
Restructuring reserve, ending balance | 0 | 0 | ||
Property removal, restoration and other exit-related costs | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | [1] | 5.4 | ||
Expense | 2.1 | [1] | 9.2 | |
Cash payments | [1] | (2.5) | ||
Restructuring reserve, ending balance | [1] | $ 5 | $ 5 | |
[1] | Includes asset retirement obligations. |
Cessation of Sugar Operations64
Cessation of Sugar Operations - Cessation-related Liabilities Included in the Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Restructuring Cost and Reserve [Line Items] | ||
Total Cessation-related liabilities | $ 5 | $ 19.1 |
HC&S | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Cessation-related liabilities | 5 | 19.1 |
HC&S | HC&S cessation-related liabilities | Employee severance benefits and related costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Cessation-related liabilities | 0 | 13.7 |
HC&S | HC&S cessation-related liabilities | Other exit costs | ||
Restructuring Cost and Reserve [Line Items] | ||
Total Cessation-related liabilities | $ 5 | $ 5.4 |
Investments in Affiliates (Deta
Investments in Affiliates (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Investments in and Advances to Affiliates, Balance [Abstract] | ||||
Revenues | $ 52.4 | $ 46.4 | $ 136.6 | $ 142.5 |
Gross Profit | 8.5 | 7.5 | 23.2 | 24.5 |
Income from continuing operations | 4 | (0.2) | 10.6 | 8.7 |
Net Income (Loss) | $ 3.8 | $ (0.5) | $ 10.2 | $ 8.1 |
Derivative Instruments - Cash F
Derivative Instruments - Cash Flow Hedges of Interest Rate Swaps (Details) - Cash Flow Hedging - Interest Rate Swap - Designated as Hedging Instrument - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Derivative [Line Items] | ||
Notional amount at | $ 60,000,000 | |
Other Assets | ||
Derivative [Line Items] | ||
Interest rate | 3.135% | |
Notional amount at | $ 60,000,000 | |
Fair value of interest rate swap liability | $ (2,400,000) | $ (2,800,000) |
Derivative Instruments - Non-de
Derivative Instruments - Non-designated Hedges Interest Rate Swaps (Details) - Not Designated as Hedging Instrument $ in Millions | Sep. 30, 2017USD ($)interest_rate_swap | Dec. 31, 2016USD ($) |
9/1/2021 | Other Non-Current Liabilities | ||
Derivative [Line Items] | ||
Interest rate | 5.95% | |
Notional amount at | $ 10.9 | |
Fair value of interest rate swap liability | $ (1.1) | $ (1.3) |
3/1/2021 | Other Non-Current Liabilities | ||
Derivative [Line Items] | ||
Interest rate | 5.98% | |
Notional amount at | $ 5.1 | |
Fair value of interest rate swap liability | $ (0.3) | (0.5) |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Number of interest rate swap agreements | interest_rate_swap | 2 | |
Interest Rate Swap | Other Non-Current Liabilities | ||
Derivative [Line Items] | ||
Notional amount at | $ 16 | |
Fair value of interest rate swap liability | $ (1.4) | $ (1.8) |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Instruments in Designated Cash Flow Hedging Relationships (Details) - Cash Flow Hedging - Designated as Hedging Instrument - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative [Line Items] | ||||
Amount of (gain) loss recognized in OCI on derivatives (effective portion) | $ 0.2 | $ 0 | $ 0.8 | $ 2.8 |
Amounts of (gain) loss reclassified from accumulated OCI into earnings under interest expense (ineffective portion and amount excluded from effectiveness testing) | $ (0.1) | $ (0.2) | $ (0.4) | $ (0.2) |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Operating loss before income taxes | $ (1.1) | $ (17.1) | $ (2.2) | $ (51.2) |
Gain (loss) on asset dispositions, net | (0.2) | 0 | 6 | 0 |
Income (loss) from discontinued operations before income taxes | (1.3) | (17.1) | 3.8 | (51.2) |
Income tax (expense) benefit | 0.5 | 3.5 | (1.4) | 23.1 |
Income (loss) from discontinued operations | $ (0.8) | $ (13.6) | $ 2.4 | $ (28.1) |
Basic earnings (loss) per share (in dollars per share) | $ (0.02) | $ (0.28) | $ 0.04 | $ (0.58) |
Diluted earnings (loss) per share (in dollars per share) | $ (0.02) | $ (0.27) | $ 0.05 | $ (0.57) |
Depreciation and amortization related to discontinued Operations | $ 0 | $ 12.6 | $ 0 | $ 47.3 |
Land Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Sugar operations revenue (Land Operations) | $ 0.4 | $ 35.7 | $ 22.9 | $ 73.7 |
Segment Results - Schedule of S
Segment Results - Schedule of Segment Results (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Segment Reporting Information [Line Items] | |||||
Less: Income attributable to noncontrolling interest | $ 0.5 | $ 0.5 | $ 1.7 | $ 1.1 | |
Revenue | 111.5 | 102.9 | 302.8 | 276.3 | |
Operating profit | 30.5 | 26.9 | 69.8 | 52.5 | |
Interest expense | (6.1) | (6.4) | (18.5) | (20.1) | |
Gain on the sale of improved property | 0 | 0.1 | 3 | 8.1 | |
General corporate expenses | (8.9) | (5.5) | (20.5) | (16) | |
REIT evaluation/conversion costs3 | [1] | (4.4) | (1.9) | (11.4) | (3.8) |
Income from Continuing Operations Before Income Taxes | 11.1 | 13.2 | 22.4 | 20.7 | |
Income tax expense | 3.7 | 1 | 6.4 | 1.6 | |
Income from Continuing Operations | 7.4 | 12.2 | 16 | 19.1 | |
Income (loss) from discontinued operations, net of income taxes | (0.8) | (13.6) | 2.4 | (28.1) | |
Net Income (Loss) | 6.6 | (1.4) | 18.4 | (9) | |
Less: Income attributable to noncontrolling interest | (0.5) | (0.5) | (1.7) | (1.1) | |
Net Income (Loss) Attributable to A&B Shareholders | 6.1 | (1.9) | 16.7 | (10.1) | |
Reduction in investment | (0.4) | (0.2) | (2.6) | (9.7) | |
Commercial Real Estate | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 33.9 | 32.7 | 101.4 | 102 | |
Operating profit | [2] | 13.6 | 13.5 | 41.3 | 41.3 |
Land Operations | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 22.6 | 18.1 | 45.7 | 29.6 | |
Operating profit | [3] | 10.4 | 7.8 | 9.7 | (7.3) |
Materials and Construction | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 55 | 52.1 | 155.7 | 144.7 | |
Operating profit | $ 6.5 | $ 5.6 | $ 18.8 | $ 18.5 | |
[1] | Costs related to the Company's in-depth evaluation of and conversion to a REIT. | ||||
[2] | Commercial Real Estate operating profit includes intersegment operating revenue, primarily from our Materials & Construction segment, and is eliminated in our consolidated results of operations. | ||||
[3] | For the quarter and nine months ended September 30, 2017, Land Operations segment operating profit includes non-cash reductions of $0.4 million and $2.6 million, respectively, related to the Company's solar tax equity investments. For the quarter and nine months ended September 30, 2016, Land Operations segment operating profit included non-cash reductions of $0.2 million and $9.7 million, respectively. The non-cash reductions are recorded in Reductions in solar investment, net on the condensed consolidated statement of operations. |