Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 23, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CPTP | ||
Entity Registrant Name | CAPITAL PROPERTIES, INC. | ||
Entity Central Index Key | 0000202947 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity File Number | 001-08499 | ||
Entity Tax Identification Number | 05-0386287 | ||
Entity Address, Address Line One | 5 Steeple Street, Unit 303 | ||
Entity Address, City or Town | Providence | ||
Entity Address, State or Province | RI | ||
Entity Address, Postal Zip Code | 02903 | ||
City Area Code | 401 | ||
Local Phone Number | 435-7171 | ||
Entity Interactive Data Current | Yes | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Common Stock, Shares Outstanding | 6,599,912 | ||
Entity Incorporation, State or Country Code | RI | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 26,400,000 | ||
Title of 12(g) Security | Class A Common Stock, $.01 par value | ||
Auditor Name | Stowe & Degon, LLC | ||
Auditor Location | Westborough, MA, USA | ||
Auditor Firm ID | 577 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company’s Proxy Statement for the 2022 Annual Meeting of Shareholders to be held on April 27, 2022, are incorporated by reference into Part III of this Form 10-K. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Properties and equipment (net of accumulated depreciation) (Note 3) | $ 6,670,000 | $ 6,756,000 |
Cash and cash equivalents | 1,443,000 | 1,642,000 |
Prepaid and other | 122,000 | 101,000 |
Prepaid income taxes | 85,000 | 48,000 |
Deferred income taxes, discontinued operations | 100,000 | 132,000 |
Total assets | 8,420,000 | 8,679,000 |
Liabilities: | ||
Property taxes | 277,000 | 210,000 |
Other | 350,000 | 563,000 |
Deferred income taxes, net | 262,000 | 234,000 |
Environmental remediation accrual, discontinued operations (Note 8) | 358,000 | 490,000 |
Total liabilities | 1,247,000 | 1,497,000 |
Shareholders’ equity: | ||
Class A common stock, $.01 par; authorized 10,000,000 shares; issued and outstanding 6,599,912 shares | 66,000 | 66,000 |
Capital in excess of par | 782,000 | 782,000 |
Retained earnings | 6,325,000 | 6,334,000 |
Total shareholders' equity | 7,173,000 | 7,182,000 |
Total liabilities and shareholders' equity | $ 8,420,000 | $ 8,679,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, shares issued | 6,599,912 | 6,599,912 |
Common stock, shares outstanding | 6,599,912 | 6,599,912 |
Consolidated Statements of Inco
Consolidated Statements of Income and Retained Earnings - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue and other income: | ||
Revenue, leasing | $ 4,808,000 | $ 4,585,000 |
Other income, interest | 2,000 | 8,000 |
Revenue and other income | 4,810,000 | 4,593,000 |
Expenses: | ||
Operating | 846,000 | 567,000 |
General and administrative | 1,420,000 | 1,309,000 |
Total expenses | 2,266,000 | 1,876,000 |
Income from continuing operations before income taxes | 2,544,000 | 2,717,000 |
Income tax expense (benefit): | ||
Current | 677,000 | 810,000 |
Deferred | 28,000 | (76,000) |
Total Income tax expense | 705,000 | 734,000 |
Net income | 1,839,000 | 1,983,000 |
Retained earnings, beginning | 6,334,000 | 5,737,000 |
Dividends on common stock based on 6,599,912 shares outstanding | (1,848,000) | (1,386,000) |
Retained earnings, ending | $ 6,325,000 | $ 6,334,000 |
Basic income per common share based upon 6,599,912 shares outstanding | $ 0.28 | $ 0.30 |
Consolidated Statements of In_2
Consolidated Statements of Income and Retained Earnings (Parenthetical) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||
Common stock, shares outstanding | 6,599,912 | 6,599,912 |
Basic income (loss) per common share, shares outstanding | 6,599,912 | 6,599,912 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Income from continuing operations | $ 1,839,000 | $ 1,983,000 |
Adjustments to reconcile income from continuing operations to net cash provided by operating activities, continuing operations: | ||
Depreciation | 86,000 | 93,000 |
Deferred income taxes | 28,000 | (76,000) |
Deferred revenue, Parcel 20 | (199,000) | |
Changes in assets and liabilities: | ||
Prepaid and other | (21,000) | 57,000 |
Property taxes | 67,000 | 53,000 |
Other | (51,000) | (43,000) |
Net cash provided by operating activities, continuing operations | 1,749,000 | 2,067,000 |
Cash flows from investing activities, continuing operations, proceeds from | ||
Deferred revenue, Parcel 20 | 102,000 | |
Discontinued operations: | ||
Cash used to settle obligations | (132,000) | (553,000) |
Noncash adjustment to gain on sale of discontinued operations | 32,000 | 150,000 |
Discontinuing operations | (100,000) | (403,000) |
Net cash (used in) investing activities | (100,000) | (301,000) |
Cash flows from financing activities, payment of dividends | (1,848,000) | (1,386,000) |
Increase (decrease) in cash and cash equivalents | (199,000) | 380,000 |
Cash and cash equivalents, beginning | 1,642,000 | 1,262,000 |
Cash and cash equivalents, ending | 1,443,000 | 1,642,000 |
Supplemental disclosures: | ||
Cash paid for income taxes | $ 683,000 | $ 696,000 |
Description of business
Description of business | 12 Months Ended |
Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of business | 1. Description of business: The operations of Capital Properties, Inc. and its wholly-owned subsidiary, Tri-State Displays, Inc. (collectively “the Company”) consist of the long-term leasing of certain of its real estate interests in the Capital Center area in downtown Providence, Rhode Island (upon the commencement of which the tenants have been required to construct buildings thereon, with the exception of the parking garage and Parcel 20) and the leasing of locations along interstate and primary highways in Rhode Island and Massachusetts to Lamar Outdoor Advertising, LLC (“Lamar”) which has constructed outdoor advertising boards thereon. The Company anticipates that the future development of its remaining properties in the Capital Center area will consist primarily of long-term ground leases. Pending this development, the Company leases these undeveloped parcels (other than Parcel 6C) for public parking to Metropark, Ltd. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | 2. Summary of significant accounting policies: Principles of consolidation: The accompanying consolidated financial statements include the accounts and transactions of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of estimates: The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Estimates also affect the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Fair value of financial instruments: The Company believes that the fair values of its financial instruments, including cash and cash equivalents and payables, approximate their respective book values because of their short-term nature. The fair values described herein were determined using significant other observable inputs (Level 2) as defined by GAAP. Properties and equipment: Properties and equipment are stated at cost. Acquisitions and additions are capitalized while routine maintenance and repairs, which do not improve the asset or extend its life, are charged to expense when incurred. Depreciation is being provided by the straight-line method over the estimated useful lives of the respective assets. The Company reviews properties and equipment for impairment whenever events or changes in circumstances indicate that the net book value of the asset may not be recoverable. An impairment loss will be recognized if the sum of the expected future cash flows (undiscounted and before interest) from the use of the asset is less than the net book value of the asset. Generally, the amount of the impairment loss is measured as the difference between the net book value and the estimated fair value of the asset. Cash and cash equivalents: The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents include money market accounts totaling $1,355,000 and $1,555,000, at December 31, 2021 and 2020, respectively. The Company and its subsidiary each maintain a checking account and one money market account in a bank, all of which are insured by the Federal Deposit Insurance Corporation to a maximum of $250,000. The Company has not experienced any losses in such accounts. Environmental incidents: The Company accrues a liability when an environmental incident has occurred and the costs are estimable. The Company does not record a receivable for recoveries from third parties for environmental matters until it has determined that the amount of the collection is reasonably assured. The accrued liability is relieved when the Company pays the liability or a third party assumes the liability. Upon determination that collection is reasonably assured or a third party assumes the liability, the Company records the amount as a reduction of expense. Revenues: The Company’s properties leased to others are under operating leases. The Company reports leasing revenue when earned under the operating method. Certain of the Company’s long-term leases (land and billboard) provide for presently known scheduled rent increases over the remaining terms (28 to 132 years). The Company follows GAAP in accounting for leases whereby revenue is recognized on straight-line basis over the terms of the leases when management is able to conclude that all remaining lease payments are collectible. To date, management has recognized revenue on a contractual basis as it has been unable to conclude that the remaining lease payments are realizable (collectible) due to the magnitude of the remaining lease payments to be collected, the length of the lease terms and other related uncertainties. The Company reports contingent revenue in the period in which the factors occur on which the contingent payments are predicated. Income taxes: The Company and its subsidiary file consolidated income tax returns. The Company provides for income taxes based on income reported for financial reporting purposes. Based on its evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in the consolidated financial statements. The Company will report any tax-related interest and penalties related to uncertain tax positions as a component of income tax expense. The Company’s federal and state income tax returns are generally open for examination for the past three years. Legal fees: The Company recognizes legal fees as incurred. Basic earnings per common share: Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Recently adopted accounting pronouncements: In December 2019, the FASB issued Accounting Standard Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently issued accounting pronouncements In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with a forward-looking expected credit loss model which will result in earlier recognition of credit losses. The Company will adopt the new standard effective January 1, 2023. The Company is currently evaluating the impact of the new guidance on our consolidated financial statements. |
Properties and equipment
Properties and equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Properties and equipment | 3 . Properties and equipment: Properties and equipment consist of the following: Estimated Useful December 31, Life in Years 2021 2020 Land and land improvements on lease or held for lease: $ 4,439,000 $ 4,439,000 Building and improvements, Steeple Street (Note 6) 30 2,582,000 2,582,000 Office equipment 5-10 67,000 67,000 7,088,000 7,088,000 Less accumulated depreciation: Land improvements on lease or held for lease 93,000 93,000 Steeple Street property (Note 6) 258,000 172,000 Office equipment 67,000 67,000 418,000 332,000 $ 6,670,000 $ 6,756,000 |
Liabilities, other
Liabilities, other | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Liabilities, other | 4. Liabilities, other: Liabilities, other consist of the following: December 31, 2021 2020 Deferred revenue, Parcel 20 $ - $ 199,000 Accrued professional fees 152,000 152,000 Deposits and prepaid rent 87,000 121,000 Accrued payroll and related costs 75,000 75,000 Other 36,000 16,000 $ 350,000 $ 563,000 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Note Payable - Revolving Credit Line | 5. Note Payable - Revolving Credit Line: In March 2021, the Company entered into a financing agreement (“Agreement”) with BankRI that provides for a revolving line-of-credit (“Line”) with a maximum borrowing capacity of $2,000,000 through March 2024 |
Description of leasing arrangem
Description of leasing arrangements | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Description of leasing arrangements | 6 . Description of leasing arrangements: Long-term land leases: Through December 31, 2021, excluding Parcel 6C and Parcel 20, the Company had entered into eight long-term land leases, all of which have completed construction of improvements thereon. The leases generally have a term of 99 years or more, are triple net, and provide for periodic adjustment in rent of various types depending on the particular lease, and otherwise contain terms and conditions normal for such instruments. On July 30, 2020 the tenant of Parcel 6C exercised its right to terminate its lease effective August 29, 2020. In September 2021, the Company sent a Notice of Default (“Default Notice”) to the tenant of Parcel 20 for the nonpayment of September’s rent and the 2021 first quarter property taxes. Subsequently, the tenant cured the rent default. On October 6, 2021 the tenant was sent a Notice of Lease Termination (“Termination Notice”) informing the tenant that the lease would terminate on October 18, 2021 unless the failure to pay the first quarter real estate taxes along with any related penalties and interest was cured. Subsequently, it was agreed that, provided the first and second quarter real estate taxes and any related penalties and interest were paid in full by October 31, 2021, the lease would not be terminated. Since payment was not made, the lease was terminated effective October 31, 2021. The Parcel 20 Steeple Street Building (“Building”) lease was originally accounted for as a sales-type lease due to the transfer of the Building to the tenant. The land directly under the Building was allocated in the determination of the value of the property transferred in accordance with ASC 360-20, Property, Plant and Equipment - Real Estate Sales Under the eight land leases, the tenants may negotiate tax stabilization treaties or other arrangements, appeal any changes in real property assessments, and pay real property taxes assessed on land and improvements under these arrangements. Accordingly, real property taxes payable by the tenants are excluded from leasing revenues and leasing expenses on the accompanying consolidated statements of income and retained earnings. For the years ended December 31, 2021 and 2020, the real property taxes attributable to the Company’s land under leases were $1,168,000 and $1,261,000, respectively. Under two of the long-term land leases, the Company receives contingent rentals (based on a fixed percentage of gross revenue received by the tenants) which totaled $88,000 and $99,000 for the years ended December 31, 2021 and 2020, respectively. With respect to Parcel 6C lease, on the termination date the annual rent was $220,000 and annual real estate taxes paid by the tenant equaled $311,000. Upon termination, the real estate taxes became an obligation of the Company effective with the taxes assessed as on December 31, 2020. The Company believed that the assessed value of Parcel 6C as agreed to by the City of Providence (“City”) and the former tenant of Parcel 6C pursuant to a Tax Stabilization Agreement (“TSA”) was much greater than similar parcels in the Capital Center area. Negotiations with the City to reduce the assessment were initially unsuccessful. Accordingly, the Company filed a complaint against the Providence Tax Assessor in Rhode Island Superior Court asserting that the Company was not a party to the TSA and that the assessed value should be determined based on the value of other Parcels in the Capital Center Area. On December 20, 2021, the Company and the City entered into a consent judgment that dissolved the TSA upon the termination of the ground lease between the Company and the tenant and provided that the taxes assessed as on December 31, 2020 would be based on the assessed value as determined by the firm engaged by the City, Vision Government Solutions, Inc. The adjusted assessed value results in an annual real estate tax expense of $160,000. For the years ended December 31, 2021 and 2020, operating expenses includes $160,000 and $53,000 for real property taxes attributable to Parcel 6C, respectively on the accompanying consolidated statements of income and retained earnings. Lamar lease: Tri-State Display’s, Inc., leases 23 outdoor advertising locations containing 44 billboard faces along interstate and primary highways in Rhode Island and Massachusetts to Lamar under a lease which expires in 2049. The Lamar lease provides, among other things, for the following: (1) the base rent will increase annually at the rate of 2.75% for each leased billboard location on June 1 of each year, and (2) in addition to base rent, for each 12-month period commencing each June 1, Lamar must pay to the Company within thirty days after the close of the lease year 30% of the gross revenues from each standard billboard and 20% of the gross revenues from each electronic billboard for such 12-month period, reduced by the sum of (a) commissions paid to third parties and (b) base monthly rent for each leased billboard display for each 12-month period. For the lease years ended May 31, 2021 and 2020, the percentage rent totaled $136,000 and $139,000, respectively, which amounts are included in operating revenues on the accompanying consolidated statements of income and retained earnings for the years ended December 31, 2021 and 2020. Parking lease: The Company leases the undeveloped parcels of land in or adjacent to the Capital Center area (other than Parcel 6C) for public parking purposes to Metropark under a ten-year The COVID-19 pandemic continues to have a significant adverse impact on Metropark’s parking operations. On July 31, 2020, Metropark and the Company entered into an agreement for revenue sharing at various percentages until parking revenues received by Metropark equal or exceed $ 70,000 per month whereupon Metropark would be obligated to resume regularly scheduled rental payments under its lease. Upon resumption of regularly scheduled rent payments, Metropark and the Company will share fifty ( 50 ) percent of the revenue in excess of $70,000 until the arrearage has been paid in full. If prior to payment in full of the arrearage one or more of the lots is removed from the Metropark lease for development, the amount of the then unpaid arrearage in the ratio of the number of parking spaces on the removed lot to the total parking spaces on all lots prior to such lot’s removal shall be deemed paid in full. At December 31, 2021 and 2020, the receivable from Metropark equaled $766,000 and $340,000, respectively, and was fully reserved in both years. The Company will continue to recognize Metropark’s rent on a cash basis. Minimum future contractual rental payments, inclusive of presently known scheduled rent increases to be received from non-cancellable long-term leases as of December 31, 2021 are: Year ending December 31, 2022 $ 4,119,000 2023 4,147,000 2024 4,248,000 2025 4,435,000 2026 4,480,000 2027 - 2153 796,075,000 $ 817,504,000 Historically, the Company has made financial statement footnote disclosure of the excess of straight-line rentals over contractual payments and its determination of collectability of such excess. Included in the amount of the excess were payments which under ASC 842 are deemed variable payments. As part of its ongoing review of the requirements of ASC 842, the Company has concluded that under ASC 842 variable rental payments should not be included in the straight-line rental amount. To the extent the Company determines that the excess of straight-line rentals over contractual payments is not collectible, such excess is not recognized as revenue. Consistent with prior conclusions, the Company has determined that, at this time, the excess of straight-line rentals over contractual payments is not probable of collection. Accordingly, the Company has not included any part of that amount in revenue. As a matter of information only, as of December 31, 2021 the excess of straight-line rentals (calculated by excluding variable payments) over contractual payments was $86,076,000. In the event of tenant default, the Company has the right to reclaim its leased land together with any improvements thereon, subject to the right of any leasehold mortgagee to enter into a new lease with the Company with the same terms and conditions as the lease in default. The following table sets forth those major tenants whose revenues exceed 10 percent of the Company’s revenues for the years ended December 31, 2021 and 2020: 2021 2020 Lamar Outdoor Advertising, LLC $ 1,129,000 $ 1,105,000 HGIT Center Place 618,000 620,000 1701 R.C. Sarasota Invest, LLC 618,000 618,000 Waterplace Condominiums 503,000 503,000 $ 2,868,000 $ 2,846,000 |
Income taxes, continuing operat
Income taxes, continuing operations | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income taxes, continuing operations | 7 . Income taxes, continuing operations: For the years ended December 31, 2021 and 2020, income tax expense (benefit) from continuing operations is comprised of the following components: 2021 2020 Current: Federal $ 489,000 $ 598,000 State 188,000 212,000 677,000 810,000 Deferred: Federal 20,000 (57,000 ) State 8,000 (19,000 ) 28,000 (76,000 ) $ 705,000 $ 734,000 For the years ended December 31, 2021 and 2020, a reconciliation of the income tax provision from continuing operations as computed by applying the United States income tax rate of 21% to income before income taxes is as follows: 2021 2020 Computed "expected" tax $ 534,000 $ 570,000 Increase in "expected" tax resulting from state income tax, net of federal income tax benefit 158,000 141,000 Nondeductible expenses and other 13,000 23,000 $ 705,000 $ 734,000 Deferred income taxes are recorded based upon differences between financial statement and tax basis amounts of assets and liabilities. The tax effects of temporary differences from continuing operations which give rise to deferred tax assets and liabilities were as follows: 2021 2020 Gross deferred tax liabilities: Property having a financial statement basis in excess of tax basis $ 361,000 $ 361,000 Accounts receivable 213,000 98,000 Deferred income - Conversion to cash basis of accounting for tax purposes 38,000 56,000 Insurance premiums and accrued leasing revenues 23,000 19,000 635,000 534,000 Gross deferred tax assets: Allowance for doubtful accounts (206,000 ) (91,000 ) Prepaid rent (23,000 ) (24,000 ) Accounts payable and accrued expenses (69,000 ) (75,000 ) Accrued property taxes (75,000 ) (56,000 ) Deferred income, Parcel 20 - (54,000 ) (373,000 ) (300,000 ) $ 262,000 $ 234,000 |
Discontinued operations and env
Discontinued operations and environmental incident | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued operations and environmental incident | 8 . Discontinued operations and environmental incident: Prior to February 2017, the Company operated a petroleum storage facility (“Terminal”) through two of its wholly owned subsidiaries. On February 10, 2017, the Terminal was sold to Sprague Operating Resources, LLC (“Sprague”). In accordance with ASC 205-20, Presentation of Financial Statements – Discontinued Operations As part of the Terminal Sale Agreement, the Company agreed to retain and pay for the environmental remediation costs associated with a 1994 storage tank fuel oil leak which allowed the escape of a small amount of fuel oil. The Company continues the remediation activities set forth in the Remediation Action Work Plan (“RAWP”) filed with the Rhode Island Department of Environmental Management (“RIDEM”). In 2021 and 2020, the Company incurred costs of $132,000 and $553,000, respectively, which reduced the remediation liability to $358,000 and $490,000 at December 31, 2021 and 2020. Any subsequent increases or decreases to the expected cost of remediation will be recorded in the Company’s consolidated income statement as income or expense from discontinued operations. The Terminal Sale Agreement also contained a cost sharing provision for the breasting dolphin whereby any cost incurred in connection with the construction of the breasting dolphin in excess of the initial estimate of $1,040,000 will be borne equally by Sprague and the Company subject to certain limitations, including, in the Company’s opinion, a 20% cap on the increase from the initial estimate, subject to a sharing arrangement. In November 2019, the Company received a demand letter from Sprague asserting that it was owed $427,000, which amount represents 50% of the actual costs incurred ($1,894,008) in excess of $1,040,000. The Company asserts that its obligation cannot exceed $104,000. The mediation efforts that occurred in June 2021 were unsuccessful and on July 15, 2021, Sprague commenced an action against the Company in the Rhode Island Superior Court seeking monetary damages of $427,000, interest and attorney’s fees. The Company intends to vigorously defend against the claims being asserted by Sprague. |
Subsequent event
Subsequent event | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent event | 9 . Subsequent event: At its January 26, 2022 regularly scheduled quarterly Board meeting, the Board of Directors voted to declare a quarterly dividend of $.07 per share for shareholders of record on February 11, 2022, payable February 28, 2022. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation: The accompanying consolidated financial statements include the accounts and transactions of the Company and its wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of estimates | Use of estimates: The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Estimates also affect the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. |
Fair value of financial instruments | Fair value of financial instruments: The Company believes that the fair values of its financial instruments, including cash and cash equivalents and payables, approximate their respective book values because of their short-term nature. The fair values described herein were determined using significant other observable inputs (Level 2) as defined by GAAP. |
Properties and equipment | Properties and equipment: Properties and equipment are stated at cost. Acquisitions and additions are capitalized while routine maintenance and repairs, which do not improve the asset or extend its life, are charged to expense when incurred. Depreciation is being provided by the straight-line method over the estimated useful lives of the respective assets. The Company reviews properties and equipment for impairment whenever events or changes in circumstances indicate that the net book value of the asset may not be recoverable. An impairment loss will be recognized if the sum of the expected future cash flows (undiscounted and before interest) from the use of the asset is less than the net book value of the asset. Generally, the amount of the impairment loss is measured as the difference between the net book value and the estimated fair value of the asset. |
Cash and cash equivalents | Cash and cash equivalents: The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents include money market accounts totaling $1,355,000 and $1,555,000, at December 31, 2021 and 2020, respectively. The Company and its subsidiary each maintain a checking account and one money market account in a bank, all of which are insured by the Federal Deposit Insurance Corporation to a maximum of $250,000. The Company has not experienced any losses in such accounts. |
Environmental incidents | Environmental incidents: The Company accrues a liability when an environmental incident has occurred and the costs are estimable. The Company does not record a receivable for recoveries from third parties for environmental matters until it has determined that the amount of the collection is reasonably assured. The accrued liability is relieved when the Company pays the liability or a third party assumes the liability. Upon determination that collection is reasonably assured or a third party assumes the liability, the Company records the amount as a reduction of expense. |
Revenue Recognition Operating Leases Policy | Revenues: The Company’s properties leased to others are under operating leases. The Company reports leasing revenue when earned under the operating method. Certain of the Company’s long-term leases (land and billboard) provide for presently known scheduled rent increases over the remaining terms (28 to 132 years). The Company follows GAAP in accounting for leases whereby revenue is recognized on straight-line basis over the terms of the leases when management is able to conclude that all remaining lease payments are collectible. To date, management has recognized revenue on a contractual basis as it has been unable to conclude that the remaining lease payments are realizable (collectible) due to the magnitude of the remaining lease payments to be collected, the length of the lease terms and other related uncertainties. The Company reports contingent revenue in the period in which the factors occur on which the contingent payments are predicated. |
Income taxes | Income taxes: The Company and its subsidiary file consolidated income tax returns. The Company provides for income taxes based on income reported for financial reporting purposes. Based on its evaluation, the Company has concluded that there are no significant uncertain tax positions requiring recognition in the consolidated financial statements. The Company will report any tax-related interest and penalties related to uncertain tax positions as a component of income tax expense. The Company’s federal and state income tax returns are generally open for examination for the past three years. |
Legal fees | Legal fees: The Company recognizes legal fees as incurred. |
Basic earnings per common share | Basic earnings per common share: Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. |
Recently adopted and issued accounting pronouncements | Recently adopted accounting pronouncements: In December 2019, the FASB issued Accounting Standard Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently issued accounting pronouncements In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with a forward-looking expected credit loss model which will result in earlier recognition of credit losses. The Company will adopt the new standard effective January 1, 2023. The Company is currently evaluating the impact of the new guidance on our consolidated financial statements. |
Properties and equipment (Table
Properties and equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Properties and Equipment | Properties and equipment consist of the following: Estimated Useful December 31, Life in Years 2021 2020 Land and land improvements on lease or held for lease: $ 4,439,000 $ 4,439,000 Building and improvements, Steeple Street (Note 6) 30 2,582,000 2,582,000 Office equipment 5-10 67,000 67,000 7,088,000 7,088,000 Less accumulated depreciation: Land improvements on lease or held for lease 93,000 93,000 Steeple Street property (Note 6) 258,000 172,000 Office equipment 67,000 67,000 418,000 332,000 $ 6,670,000 $ 6,756,000 |
Liabilities, other (Tables)
Liabilities, other (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Liabilities, Other | Liabilities, other consist of the following: December 31, 2021 2020 Deferred revenue, Parcel 20 $ - $ 199,000 Accrued professional fees 152,000 152,000 Deposits and prepaid rent 87,000 121,000 Accrued payroll and related costs 75,000 75,000 Other 36,000 16,000 $ 350,000 $ 563,000 |
Description of leasing arrang_2
Description of leasing arrangements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Minimum Future Contractual Rental Payments to be Received | Minimum future contractual rental payments, inclusive of presently known scheduled rent increases to be received from non-cancellable long-term leases as of December 31, 2021 are: Year ending December 31, 2022 $ 4,119,000 2023 4,147,000 2024 4,248,000 2025 4,435,000 2026 4,480,000 2027 - 2153 796,075,000 $ 817,504,000 |
Company's Revenue from Major Tenants | The following table sets forth those major tenants whose revenues exceed 10 percent of the Company’s revenues for the years ended December 31, 2021 and 2020: 2021 2020 Lamar Outdoor Advertising, LLC $ 1,129,000 $ 1,105,000 HGIT Center Place 618,000 620,000 1701 R.C. Sarasota Invest, LLC 618,000 618,000 Waterplace Condominiums 503,000 503,000 $ 2,868,000 $ 2,846,000 |
Income taxes, continuing oper_2
Income taxes, continuing operations (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Tax Expense (Benefit) from Continuing Operations | For the years ended December 31, 2021 and 2020, income tax expense (benefit) from continuing operations is comprised of the following components: 2021 2020 Current: Federal $ 489,000 $ 598,000 State 188,000 212,000 677,000 810,000 Deferred: Federal 20,000 (57,000 ) State 8,000 (19,000 ) 28,000 (76,000 ) $ 705,000 $ 734,000 |
Reconciliation of Income Tax Provision from Continuing Operations | |
Deferred Tax Assets and Liabilities | The tax effects of temporary differences from continuing operations which give rise to deferred tax assets and liabilities were as follows: 2021 2020 Gross deferred tax liabilities: Property having a financial statement basis in excess of tax basis $ 361,000 $ 361,000 Accounts receivable 213,000 98,000 Deferred income - Conversion to cash basis of accounting for tax purposes 38,000 56,000 Insurance premiums and accrued leasing revenues 23,000 19,000 635,000 534,000 Gross deferred tax assets: Allowance for doubtful accounts (206,000 ) (91,000 ) Prepaid rent (23,000 ) (24,000 ) Accounts payable and accrued expenses (69,000 ) (75,000 ) Accrued property taxes (75,000 ) (56,000 ) Deferred income, Parcel 20 - (54,000 ) (373,000 ) (300,000 ) $ 262,000 $ 234,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Accounting Policies [Line Items] | ||
Outstanding balance of cash equivalents | $ 1,355,000 | $ 1,555,000 |
Maximum insurance on non-interest bearing bank accounts | $ 250,000 | |
Minimum [Member] | ||
Schedule Of Accounting Policies [Line Items] | ||
Period of lease | 28 years | |
Maximum [Member] | ||
Schedule Of Accounting Policies [Line Items] | ||
Period of lease | 132 years |
Properties and Equipment - Prop
Properties and Equipment - Properties and Equipment (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Properties on lease or held for lease, gross | $ 7,088,000 | $ 7,088,000 |
Less accumulated depreciation | 332,000 | 418,000 |
Properties and equipment net | 6,756,000 | 6,670,000 |
Land and Land Improvements on Lease or Held for Lease [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties on lease or held for lease, gross | 4,439,000 | 4,439,000 |
Building and Improvements, Steeple Street [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties on lease or held for lease, gross | 2,582,000 | 2,582,000 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties on lease or held for lease, gross | 67,000 | 67,000 |
Less accumulated depreciation | 67,000 | 67,000 |
Land Improvements on Lease or Held for Lease [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation | 93,000 | 93,000 |
Steeple Street Property [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation | $ 172,000 | $ 258,000 |
Building and Improvements, Steeple Street [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 30 years | |
Minimum [Member] | Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Maximum [Member] | Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 10 years |
Liabilities, Other - Summary of
Liabilities, Other - Summary of Liabilities, Other (Detail) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Other Liabilities Disclosure [Abstract] | ||
Deferred revenue, Parcel 20 | $ 199,000 | |
Accrued professional fees | $ 152,000 | 152,000 |
Deposits and prepaid rent | 87,000 | 121,000 |
Accrued payroll and related costs | 75,000 | 75,000 |
Other | 36,000 | 16,000 |
Liabilities, other | $ 350,000 | $ 563,000 |
Note Payable - Revolving Credit
Note Payable - Revolving Credit Line - Additional Information (Details) - BankRI [Member] - Line [Member] - USD ($) | 1 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2021 | |
Line Of Credit Facility [Line Items] | ||
Revolving credit line, maximum borrowing capacity | $ 2,000,000 | |
Maturity date | Mar. 31, 2024 | |
Interest rate, description | Amounts outstanding under the Agreement bear interest at the rate of the one-month LIBOR plus 200 basis points but not less than 3.25% or, at the option of the Company, the Wall Street Journal Prime Rate. | |
Revolving credit line, collateral, description | Borrowings under the Line are secured by a First Mortgage on Parcel 5 in the Capital Center District in Providence, Rhode Island (the “Property”). | |
Revolving credit line, covenant terms | The Agreement contains other restrictive covenants, including, among others, a $250,000 limitation on the purchase of its outstanding capital stock in any twelve-month period. | |
Limitation on the purchase of outstanding capital stock | $ 250,000 | |
Advances made under line | $ 0 | |
LIBOR [Member] | ||
Line Of Credit Facility [Line Items] | ||
Variable rate basis | one-month LIBOR plus 200 basis points | |
Maximum [Member] | ||
Line Of Credit Facility [Line Items] | ||
Debt service coverage ratio | 1.20 | |
Maximum [Member] | LIBOR [Member] | ||
Line Of Credit Facility [Line Items] | ||
Interest rate | 3.25% | |
Minimum [Member] | ||
Line Of Credit Facility [Line Items] | ||
Debt service coverage ratio | 1 | |
Property [Member] | Maximum [Member] | ||
Line Of Credit Facility [Line Items] | ||
Debt service coverage ratio | 1.25 | |
Property [Member] | Minimum [Member] | ||
Line Of Credit Facility [Line Items] | ||
Debt service coverage ratio | 1 |
Description of Leasing Arrang_3
Description of Leasing Arrangements - Additional Information (Detail) | Jul. 31, 2020USD ($) | Dec. 31, 2021USD ($)Billboard_FaceLandLeaseParcelLocation | May 31, 2021USD ($) | Dec. 31, 2020USD ($) | May 31, 2020USD ($) |
Operating Leased Assets [Line Items] | |||||
Number of long-term land leases | LandLease | 8 | ||||
Number of parcels upon which improvements have been completed | Parcel | 8 | ||||
Leasing revenue | $ 4,808,000 | $ 4,585,000 | |||
Estimated real property taxes attributable to the company land | $ 1,168,000 | 1,261,000 | |||
Number of long-term land leases with contingent rent receivable | LandLease | 2 | ||||
Contingent revenue from leasing of parcel of land | $ 88,000 | 99,000 | |||
Annual rent | 4,119,000 | ||||
Payments receivable | 817,504,000 | ||||
Excess of straight-line rentals over contractual payments | $ 86,076,000 | ||||
Triple Net Lease [Member] | Minimum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Term of leases | 99 years | ||||
Termination of Parcel 20 Lease [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Leasing revenue | $ 293,000 | ||||
Real property taxes | 134,000 | ||||
Parcel (6C) [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent | 220,000 | ||||
Real estate taxes paid by the tenant | 311,000 | ||||
Annual real estate tax expense | 160,000 | ||||
Operating expenses | $ 160,000 | 53,000 | |||
Lamar Lease [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Number of advertising locations | Location | 23 | ||||
Number of billboard faces along interstate and primary highways leased | Billboard_Face | 44 | ||||
Lease expiration year | 2049 | ||||
Annual increment in base rent of lease, percentage | 2.75% | ||||
Period for advance receipt of percentage of gross revenue on leases | 12 months | ||||
Period to recognize specified lease revenue | 30 days | ||||
Percentage of revenue due in proportion of gross revenues from each standard billboard | 30.00% | ||||
Percentage of revenue due in proportion of gross revenues from each electronic billboard | 20.00% | ||||
Percentage rents | $ 136,000 | $ 139,000 | |||
Metropark Ltd [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Term of leases | 10 years | ||||
Notice period of lease | 30 days | ||||
Decrease in revenue | $ 34,000 | ||||
Threshold parking revenue per month for scheduled rental payments by lessee | $ 70,000 | ||||
Percentage of revenue in excess of threshold parking revenue | 50.00% | ||||
Payments receivable | $ 766,000 | $ 340,000 |
Description of Leasing Arrang_4
Description of Leasing Arrangements - Minimum Future Contractual Rental Payments to be Received (Detail) | Dec. 31, 2020USD ($) |
Lessor Operating Lease Payments Fiscal Year Maturity [Abstract] | |
2022 | $ 4,119,000 |
2023 | 4,147,000 |
2024 | 4,248,000 |
2025 | 4,435,000 |
2026 | 4,480,000 |
2027 - 2153 | 796,075,000 |
Total | $ 817,504,000 |
Description of Leasing Arrang_5
Description of Leasing Arrangements - Company's Revenue from Major Tenants (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | $ 4,810,000 | $ 4,593,000 |
Major Customers [Member] | ||
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | 2,868,000 | 2,846,000 |
Major Customers [Member] | Lamar Outdoor Advertising, LLC [Member] | ||
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | 1,129,000 | 1,105,000 |
Major Customers [Member] | HGIT Center Place [Member] | ||
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | 618,000 | 620,000 |
Major Customers [Member] | 1701 R.C. Sarasota Invest, LLC [Member] | ||
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | 618,000 | 618,000 |
Major Customers [Member] | Waterplace Condominiums [Member] | ||
Segment Reporting Information [Line Items] | ||
Entity-Wide Revenue | $ 503,000 | $ 503,000 |
Income Taxes, Continuing Oper_3
Income Taxes, Continuing Operations - Summary of Income Tax Expense (Benefit) from Continuing Operations (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | ||
Federal | $ 489,000 | $ 598,000 |
State | 188,000 | 212,000 |
Total | 677,000 | 810,000 |
Deferred: | ||
Federal | 20,000 | (57,000) |
State | 8,000 | (19,000) |
Total | 28,000 | (76,000) |
Total Income tax expense | $ 705,000 | $ 734,000 |
Income Taxes, Continuing Oper_4
Income Taxes, Continuing Operations - Reconciliation of Income Tax Provision from Continuing Operations (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Computed "expected" tax | $ 534,000 | $ 570,000 |
Increase in "expected" tax resulting from state income tax, net of federal income tax benefit | 158,000 | 141,000 |
Nondeductible expenses and other | 13,000 | 23,000 |
Total Income tax expense | $ 705,000 | $ 734,000 |
Income Taxes, Continuing Oper_5
Income Taxes, Continuing Operations - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax rate | 21.00% | 21.00% |
Income Taxes, Continuing Oper_6
Income Taxes, Continuing Operations - Deferred Tax Assets and Liabilities (Detail) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Gross deferred tax liabilities: | ||
Property having a financial statement basis in excess of tax basis | $ 361,000 | $ 361,000 |
Accounts receivable | 213,000 | 98,000 |
Deferred income - Conversion to cash basis of accounting for tax purposes | 38,000 | 56,000 |
Insurance premiums and accrued leasing revenues | 23,000 | 19,000 |
Gross deferred tax liabilities | 635,000 | 534,000 |
Gross deferred tax assets: | ||
Allowance for doubtful accounts | (206,000) | (91,000) |
Prepaid rent | (23,000) | (24,000) |
Accounts payable and accrued expenses | (69,000) | (75,000) |
Accrued property taxes | (75,000) | (56,000) |
Deferred income, Parcel 20 | (54,000) | |
Deferred Tax Assets, Gross | (373,000) | (300,000) |
Deferred tax liabilities, net of deferred tax assets | $ 262,000 | $ 234,000 |
Discontinued Operations and E_2
Discontinued Operations and Environmental Incident - Additional Information (Detail) | Feb. 10, 2017USD ($) | Jan. 31, 2017Subsidiary | Nov. 30, 2019USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Jul. 15, 2021USD ($) |
Environmental Incident 1994 [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Costs incurred related to environmental remediation | $ 132,000 | $ 553,000 | ||||
Environmental remediation | $ 358,000 | $ 490,000 | ||||
Sale of Petroleum Segment [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Reduced sales price | $ 1,040,000 | $ 1,040,000 | ||||
Sharing arrangement percentage | 20.00% | |||||
Actual cost of the project | $ 427,000 | |||||
Percentage of obligation on cost in excess of actual cost | 50.00% | |||||
Entities obligation on cost in excess of actual cost | $ 1,894,008 | |||||
Maximum additional obligation | $ 104,000 | |||||
Terminal [Member] | Sale of Petroleum Segment [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of wholly owned subsidiaries | Subsidiary | 2 | |||||
Terminal [Member] | Sale of Petroleum Segment [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Estimate of possible loss | $ 427,000 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - Subsequent Event [Member] | Jan. 26, 2022$ / shares |
Subsequent Event [Line Items] | |
Dividends on common stock, per share | $ 0.07 |
Dividend declared date | Jan. 26, 2022 |
Dividend record date | Feb. 11, 2022 |
Dividend payable date | Feb. 28, 2022 |