Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 20, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | CONSOLIDATED TOMOKA LAND CO | |
Entity Central Index Key | 23,795 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 5,581,733 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant, and Equipment: | ||
Income Properties, Land, Buildings, and Improvements | $ 317,215,503 | $ 274,334,139 |
Golf Buildings, Improvements, and Equipment | 6,355,561 | 3,528,194 |
Other Furnishings and Equipment | 652,479 | 1,032,911 |
Construction in Progress | 6,246,950 | 5,267,676 |
Total Property, Plant, and Equipment | 330,470,493 | 284,162,920 |
Less, Accumulated Depreciation and Amortization | (21,552,883) | (16,552,077) |
Property, Plant, and Equipment—Net | 308,917,610 | 267,610,843 |
Land and Development Costs | 40,750,335 | 51,955,278 |
Intangible Lease Assets—Net | 35,810,734 | 34,725,822 |
Impact fee and mitigation credits | 1,265,437 | 2,322,906 |
Commercial Loan Investments | 11,910,611 | 23,960,467 |
Commercial Loan Investments - Held for Sale | 15,000,000 | |
Cash and Cash Equivalents | 5,944,544 | 7,779,562 |
Restricted Cash | 7,027,196 | 9,855,469 |
Refundable Income Taxes | 1,510,712 | 943,991 |
Other Assets | 8,573,622 | 9,469,088 |
Total Assets | 436,710,801 | 408,623,426 |
Liabilities: | ||
Accounts Payable | 1,307,813 | 1,518,105 |
Accrued and Other Liabilities | 7,382,898 | 8,667,897 |
Deferred Revenue | 1,313,025 | 1,991,666 |
Intangible Lease Liabilities - Net | 30,026,994 | 30,518,051 |
Accrued Stock-Based Compensation | 69,877 | 42,092 |
Deferred Income Taxes—Net | 63,458,746 | 51,364,572 |
Long-Term Debt | 173,651,530 | 166,245,201 |
Total Liabilities | 277,210,883 | 260,347,584 |
Commitments and Contingencies - See Note 18 | ||
Shareholders’ Equity: | ||
Common Stock – 25,000,000 shares authorized; $1 par value, 6,026,610 shares issued and 5,581,235 shares outstanding at September 30, 2017; 6,021,564 shares issued and 5,710,238 shares outstanding at December 31, 2016 | 5,951,720 | 5,914,560 |
Treasury Stock – 445,375 shares at September 30, 2017; 311,326 shares at December 31, 2016 | (22,434,800) | (15,298,306) |
Additional Paid-In Capital | 22,168,687 | 20,511,388 |
Retained Earnings | 153,562,478 | 136,892,311 |
Accumulated Other Comprehensive Income | 251,833 | 255,889 |
Total Shareholders' Equity | 159,499,918 | 148,275,842 |
Total Liabilities and Shareholders’ Equity | $ 436,710,801 | $ 408,623,426 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
CONSOLIDATED BALANCE SHEETS | ||
Common Stock, shares authorized | 25,000,000 | 25,000,000 |
Common Stock, par value (in dollars per share) | $ 1 | $ 1 |
Common Stock, shares issued | 6,026,610 | 6,021,564 |
Common Stock, shares outstanding | 5,581,235 | 5,710,238 |
Treasury Stock, shares held | 445,375 | 311,326 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues | ||||
Total Revenues | $ 12,380,602 | $ 12,210,945 | $ 73,931,669 | $ 43,439,318 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (3,466,206) | (4,043,639) | (24,428,382) | (12,758,537) |
General and Administrative Expenses | (1,995,512) | (1,821,827) | (7,942,846) | (8,518,410) |
Impairment Charges | (2,180,730) | |||
Depreciation and Amortization | (3,161,169) | (1,945,460) | (9,139,434) | (5,818,386) |
Gain (Loss) on Disposition of Assets | (266) | 11,479,490 | (266) | 12,842,438 |
Land Lease Termination | 2,226,526 | |||
Total Operating Expenses | (8,623,153) | 3,668,564 | (39,284,402) | (16,433,625) |
Operating Income | 3,757,449 | 15,879,509 | 34,647,267 | 27,005,693 |
Investment Income (Loss) | 9,724 | 2,531 | 27,431 | (561,162) |
Interest Expense | (2,073,299) | (2,454,390) | (6,279,366) | (6,700,593) |
Income Before Income Tax Expense | 1,693,874 | 13,427,650 | 28,395,332 | 19,743,938 |
Income Tax Expense | (726,974) | (5,281,646) | (11,003,132) | (8,624,727) |
Net Income | 966,900 | 8,146,004 | 17,392,200 | 11,119,211 |
Less: Net Loss Attributable to Noncontrolling Interest in Consolidated VIE | 15,010 | 36,964 | ||
Net Income Attributable to Consolidated-Tomoka Land Co. | $ 966,900 | $ 8,161,014 | $ 17,392,200 | $ 11,156,175 |
Per Share Information- See Note 10 | ||||
Basic Net Income Attributable to Consolidated-Tomoka Land Co. | $ 0.18 | $ 1.44 | $ 3.13 | $ 1.96 |
Diluted Net Income Attributable to Consolidated-Tomoka Land Co. | 0.18 | 1.44 | 3.13 | 1.95 |
Dividends Declared (in dollars per share) | 0.05 | 0.04 | 0.13 | 0.08 |
Dividends Paid (in dollars per share) | $ 0.05 | $ 0.04 | $ 0.13 | $ 0.08 |
Income Properties | ||||
Revenues | ||||
Total Revenues | $ 7,928,258 | $ 6,021,331 | $ 22,566,505 | $ 18,483,654 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (1,715,516) | (1,430,642) | (4,756,744) | (3,811,389) |
Depreciation and Amortization | (3,053,295) | (1,866,162) | (8,848,101) | (5,571,785) |
Commercial Loan Investments | ||||
Revenues | ||||
Total Revenues | 637,801 | 534,212 | 1,727,449 | 2,050,507 |
Real Estate Operations | ||||
Revenues | ||||
Total Revenues | 2,926,406 | 4,643,646 | 45,658,221 | 18,979,164 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (459,169) | (1,257,183) | (15,408,547) | (4,638,865) |
Golf Operations | ||||
Revenues | ||||
Total Revenues | 797,420 | 1,001,368 | 3,655,877 | 3,877,923 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (1,272,647) | (1,302,920) | (4,173,244) | (4,154,684) |
Depreciation and Amortization | (97,959) | (64,676) | (258,649) | (201,944) |
Agriculture And Other | ||||
Revenues | ||||
Total Revenues | 90,717 | 10,388 | 323,617 | 48,070 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (18,874) | (52,894) | (89,847) | (153,599) |
Depreciation and Amortization | $ (9,915) | $ (14,622) | $ (32,684) | $ (44,657) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net Income Attributable to Consolidated-Tomoka Land Co. | $ 966,900 | $ 8,161,014 | $ 17,392,200 | $ 11,156,175 |
Other Comprehensive Income | ||||
Realized Loss on Investment Securities Sold (Net of Income Tax of $-0- and $222,025 for the nine months ended September 30, 2017 and 2016, respectively) | 353,542 | |||
Unrealized Gain on Investment Securities (Net of Income Tax of $-0- and $210,652 for the nine months ended September 30, 2017 and 2016, respectively) | 335,429 | |||
Cash Flow Hedging Derivative - Interest Rate Swap (Net of Income Tax of $3,720 and $69,100 for the three months ended September 30, 2017 and 2016, respectively, and Net of Income Tax of $(2,548) and $(141,450) for the nine months ended September 30, 2017 and 2016, respectively) | 5,924 | 110,031 | (4,056) | (225,240) |
Total Other Comprehensive Income (Loss), Net of Income Tax | 5,924 | 110,031 | (4,056) | 463,731 |
Total Comprehensive Income | $ 972,824 | $ 8,271,045 | $ 17,388,144 | $ 11,619,906 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Realized Loss on Investment Securities Sold, Income Tax | $ 0 | $ 222,025 | ||
Unrealized Gain on Investment Securities, Income Tax | 0 | 210,652 | ||
Cash Flow Hedging Derivative - Interest Rate Swap, Income Tax | $ 3,720 | $ 69,100 | $ (2,548) | $ (141,450) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - 9 months ended Sep. 30, 2017 - USD ($) | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Dec. 31, 2016 | $ 5,914,560 | $ (15,298,306) | $ 20,511,388 | $ 136,892,311 | $ 255,889 | $ 148,275,842 |
Net Income | 17,392,200 | 17,392,200 | ||||
Stock Repurchase | (7,136,494) | (7,136,494) | ||||
Exercise of Stock Options | 22,527 | 746,026 | 768,553 | |||
Vested Restricted Stock | 13,298 | (274,919) | (261,621) | |||
Stock Issuance | 1,335 | 71,887 | 73,222 | |||
Stock Compensation Expense from Restricted Stock Grants and Equity Classified Stock Options | 1,114,305 | 1,114,305 | ||||
Cash Dividends ($0.13 per share) | (722,033) | (722,033) | ||||
Other Comprehensive Loss, Net of Income Tax | (4,056) | (4,056) | ||||
Balance at Sep. 30, 2017 | $ 5,951,720 | $ (22,434,800) | $ 22,168,687 | $ 153,562,478 | $ 251,833 | $ 159,499,918 |
CONSOLIDATED STATEMENTS OF SHA8
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY | ||||
Cash Dividends (in dollars per share) | $ 0.05 | $ 0.04 | $ 0.13 | $ 0.08 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash Flow from Operating Activities: | ||
Net Income | $ 17,392,200 | $ 11,119,211 |
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: | ||
Depreciation and Amortization | 9,139,434 | 5,818,386 |
Amortization of Intangible Liabilities to Income Property Revenue | (1,632,881) | (1,722,165) |
Loan Cost Amortization | 350,292 | 715,448 |
Amortization of Discount on Convertible Debt | 888,851 | 833,903 |
Gain on Disposition of Property, Plant, and Equipment and Intangible Assets | 266 | (12,842,438) |
Impairment Charges | 2,180,730 | |
Accretion of Commercial Loan Origination Fees | (10,144) | (164,893) |
Amortization of Fees on Acquisition of Commercial Loan Investments | 36,382 | |
Discount on Commercial Loan Investment Payoff | 217,500 | |
Realized Loss (Gain) on Investment Securities | 575,567 | |
Deferred Income Taxes | 12,090,118 | 8,648,705 |
Non-Cash Compensation | 1,142,090 | 2,893,589 |
Decrease (Increase) in Assets: | ||
Refundable Income Taxes | (566,721) | (1,072,888) |
Land and Development Costs | 11,204,943 | (6,083,694) |
Impact Fees and Mitigation Credits | 1,057,469 | 491,999 |
Other Assets | 895,466 | (3,243,619) |
Increase (Decrease) in Liabilities: | ||
Accounts Payable | (210,292) | (173,258) |
Accrued and Other Liabilities | (1,984,999) | (750,186) |
Deferred Revenue | (678,641) | (11,692,910) |
Net Cash Provided By (Used In) Operating Activities | 49,077,451 | (4,214,631) |
Cash Flow from Investing Activities: | ||
Acquisition of Property, Plant, and Equipment and Intangible Lease Assets and Liabilities | (49,689,555) | (2,714,273) |
Acquisition of Property, Plant, and Equipment and Intangible Lease Assets and Liabilities through Business Combinations | (49,926,670) | |
Acquisition of Commercial Loan Investments | (2,940,000) | |
Decrease (Increase) in Restricted Cash | 2,828,273 | 7,416,791 |
Proceeds from Sale of Investment Securities | 6,252,362 | |
Proceeds from Disposition of Property, Plant, and Equipment | 49,253,982 | |
Principal Payments Received on Commercial Loan Investments | 14,282,500 | |
Net Cash Provided By (Used In) Investing Activities | (49,801,282) | 24,564,692 |
Cash Flow from Financing Activities: | ||
Proceeds from Long-Term Debt | 24,500,000 | 32,750,000 |
Payments on Long-Term Debt | (17,800,000) | (42,050,000) |
Cash Paid for Loan Fees | (532,814) | (392,448) |
Cash Proceeds from Exercise of Stock Options and Stock Issuance | 841,775 | 57,127 |
Contributions from Noncontrolling Interest in Consolidated VIE | 102,844 | |
Cash Used to Purchase Common Stock | (7,136,494) | (5,484,295) |
Cash from Excess Tax Benefit (Expense) from Vesting of Restricted Stock | 302,352 | |
Cash Paid for Vesting of Restricted Stock | (261,621) | (198,713) |
Dividends Paid | (722,033) | (456,119) |
Net Cash Provided By (Used In) Financing Activities | (1,111,187) | (15,369,252) |
Net Increase (Decrease) in Cash | (1,835,018) | 4,980,809 |
Cash, Beginning of Year | 7,779,562 | 4,060,677 |
Cash, End of Period | $ 5,944,544 | $ 9,041,486 |
CONSOLIDATED STATEMENTS OF CA10
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | Sep. 16, 2016USD ($) | Sep. 30, 2017USD ($)$ / item | Sep. 30, 2016USD ($) |
Supplemental Disclosure of Cash Flows: | |||
Income taxes (refunded, net of payments made); paid, net of income taxes refunded | $ (531,000) | $ 377,000 | |
Interest paid | 6,026,000 | 6,048,000 | |
Interest capitalized | $ 124,000 | 0 | |
Supplemental disclosure of investing and financing activities | |||
Annual surcharge, per round of golf played | $ / item | 1 | ||
Minimum annual per round surcharge | $ 70,000 | ||
Maximum aggregate amount of per round surcharge | 700,000 | ||
Contingent consideration on Golf Course Land Purchase reflected as an increase in increase in Golf Buildings, Improvements, and Equipment and also as an increase in Accrued and Other Liabilities | $ 700,000 | ||
Portfolio Sale | Sold | |||
Supplemental disclosure of investing and financing activities | |||
Sales price | $ 51,600,000 | 51,600,000 | |
Portion of sales price not received in cash | 23,100,000 | ||
Non-cash decrease in long-term debt for buyer assumption of mortgage loan | $ 23,100,000 | $ 23,100,000 |
DESCRIPTION OF BUSINESS AND PRI
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS | 9 Months Ended |
Sep. 30, 2017 | |
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS | |
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS | NOTE 1. DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS Description of Business The terms “us,” “we,” “our,” and “the Company” as used in this report refer to Consolidated-Tomoka Land Co. together with our consolidated subsidiaries. We are a diversified real estate operating company. We own and manage thirty-six commercial real estate properties in eleven states in the United States. As of September 30, 2017, we owned twenty-four single-tenant and twelve multi-tenant income-producing properties with over 1.9 million square feet of gross leasable space. We also own and manage a portfolio of undeveloped land totaling approximately 8,100 acres in the City of Daytona Beach, Florida (the “City”). As of September 30, 2017, we have four commercial loan investments including one fixed-rate and one variable–rate mezzanine commercial mortgage loan, a variable-rate B-Note representing a secondary tranche in a commercial mortgage loan, and a fixed-rate first mortgage loan. We have golf operations which consist of the LPGA International Golf Club, which is managed by a third party. We also lease some of our land for nineteen billboards, have agricultural operations that are managed by a third party, which consist of leasing land for hay production, timber harvesting, and hunting leases, and own and manage Subsurface Interests (hereinafter defined). The results of our agricultural and subsurface leasing operations are included in Agriculture and Other Income and Real Estate Operations, respectively, in our consolidated statements of operations. Interim Financial Information The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited consolidated financial statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, which provides a more complete understanding of the Company’s accounting policies, financial position, operating results, business properties, and other matters. The unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to present fairly the financial position of the Company and the results of operations for the interim periods. The results of operations for the nine months ended September 30, 2017 are not necessarily indicative of results to be expected for the year ending December 31, 2017. Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and other entities in which we have a controlling interest. Any real estate entities or properties included in the consolidated financial statements have been consolidated only for the periods that such entities or properties were owned or under control by us. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements. Noncontrolling interests in consolidated pass-through entities are recognized before income taxes. Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with 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, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, bank demand accounts, and money market accounts having original maturities of 90 days or less. The Company’s bank balances as of September 30, 2017 include certain amounts over the Federal Deposit Insurance Corporation limits. Restricted Cash Restricted cash totaled approximately $7.0 million at September 30, 2017 of which approximately $5.5 million of cash is being held in escrow, to be reinvested through the like-kind exchange structure into one or more income properties. Approximately $415,000 is being held in a reserve account primarily for property taxes and insurance escrows in connection with our financing of two properties acquired in January 2013; approximately $836,000 is being held in three separate escrow accounts related to three separate land transactions of which one closed in each of December 2013, December 2015, and February 2017; approximately $127,000 is being held in a reserve for interest and property taxes for the $3.0 million first mortgage loan investment originated in July 2017; and approximately $147,000 is being held in a capital replacement reserve account in connection with our financing of six income properties with Wells Fargo. Investment Securities In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320, Investments – Debt and Equity Securities , the Company’s investments in debt and equity securities (“Investment Securities”) have been determined to be classified as available-for-sale. Available-for-sale securities are carried at fair value in the consolidated balance sheets, with the unrealized gains and losses, net of tax, reported in other comprehensive income. Realized gains and losses, and declines in value judged to be other-than-temporary related to equity securities, are included in investment income in the consolidated statements of operations. With respect to debt securities, when the fair value of a debt security classified as available-for-sale is less than its cost, management assesses whether or not: (i) it has the intent to sell the security or (ii) it is more likely than not that the Company will be required to sell the security before its anticipated recovery. If either of these conditions are met, the Company must recognize an other-than-temporary impairment through earnings for the differences between the debt security’s cost basis and its fair value, and such amount is included in investment income in the consolidated statements of operations. There were no other-than-temporary impairments during the three or nine months ended September 30, 2017 or 2016. The Company completed the disposition of its remaining position in Investment Securities during the three months ended March 31, 2016 resulting in a loss of approximately $576,000. There were no Investment Securities remaining as of September 30, 2017 or 2016. The cost of Investment Securities sold is based on the specific identification method. Interest and dividends on Investment Securities classified as available-for-sale are included in investment income in the consolidated statements of operations. The fair value of the Company’s available-for-sale equity securities were measured quarterly, on a recurring basis, using Level 1 inputs, or quoted prices for identical, actively traded assets. The fair value of the Company’s available-for-sale debt securities were measured quarterly, on a recurring basis, using Level 2 inputs. Derivative Financial Instruments and Hedging Activity Interest Rate Swap. During the year ended December 31, 2016, in conjunction with the variable-rate mortgage loan secured by our property located in Raleigh, North Carolina leased to Wells Fargo Bank, NA (“Wells Fargo”), the Company entered into an interest rate swap to fix the interest rate (the “Interest Rate Swap”). The Company accounts for its cash flow hedging derivative in accordance with FASB ASC Topic 815-20, Derivatives and Hedging . Depending upon the hedge’s value at each balance sheet date, the derivative is included in either Other Assets or Accrued and Other Liabilities on the consolidated balance sheet at its fair value. On the date the Interest Rate Swap was entered into, the Company designated the derivative as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liability. The Company formally documented the relationship between the hedging instrument and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transaction. At the hedge’s inception, the Company formally assessed whether the derivative that is used in hedging the transaction is highly effective in offsetting changes in cash flows of the hedged item, and we will continue to do so on an ongoing basis. As the terms of the Interest Rate Swap and the associated debt are identical, the Interest Rate Swap qualifies for the shortcut method, therefore, it is assumed that there is no hedge ineffectiveness throughout the entire term of the Interest Rate Swap. Changes in fair value of the Interest Rate Swap that are highly effective and designated and qualified as a cash-flow hedge are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged item. Fair Value of Financial Instruments The carrying amounts of the Company’s financial assets and liabilities including cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued and other liabilities at September 30, 2017 and December 31, 2016, approximate fair value because of the short maturity of these instruments. The carrying amount of the Company’s investments in variable rate commercial loans approximates fair value at September 30, 2017 and December 31, 2016, since the floating rates of the loans reasonably approximate current market rates for notes with similar risks and maturities. The carrying value of the Company’s credit facility approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loan investment, mortgage notes, and convertible debt is measured at fair value based on current market rates for financial instruments with similar risks and maturities. See Note 6, “Fair Value of Financial Instruments.” Fair Value Measurements The Company’s estimates of fair value of financial and non-financial assets and liabilities is based on the framework established by GAAP. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. GAAP describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: · Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. · Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. Classification of Commercial Loan Investments Loans held for investment are stated at the principal amount outstanding and include the unamortized deferred loan fees offset by any applicable unaccreted purchase discounts and origination fees, if applicable. Loans held for sale are classified separately and stated at the lower of cost or fair value once a decision has been made to sell loans not previously for sale. See Note 3, “Commercial Loan Investments” for two loans classified as held for sale as of September 30, 2017. Commercial Loan Investment Impairment For each of the Company’s commercial loans held for investment, the Company evaluates the performance of the collateral property and the financial and operating capabilities of the borrower/guarantor, in part to assess whether any deterioration in the credit has occurred, and for possible impairment of the loan. Impairment would reflect the Company’s determination that it is probable that all amounts due according to the contractual terms of the loan would not be collected. Impairment is measured based on the present value of the expected future cash flows from the loan discounted at the effective rate of the loan or the fair value of the collateral. Upon measurement of impairment, the Company would record an allowance to reduce the carrying value of the loan with a corresponding recognition of loss in the results of operations. Significant exercise of judgment is required in determining impairment, including assumptions regarding the estimate of expected future cash flows, collectability of the loan, the value of the underlying collateral and other provisions including guarantees. The Company has determined that, as of September 30, 2017 and December 31, 2016, no allowance for impairment was required. Recognition of Interest Income from Commercial Loan Investments Interest income on commercial loan investments includes interest payments made by the borrower and the accretion of purchase discounts and loan origination fees, offset by the amortization of loan costs. Interest payments are accrued based on the actual coupon rate and the outstanding principal balance, and purchase discounts and loan origination fees are accreted into income using the effective yield method, adjusted for prepayments. Impact Fees and Mitigation Credits Impact fees and mitigation credits are stated at historical cost. As these assets are sold, the related revenues and cost basis are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. Accounts Receivable Accounts receivable related to income properties, which are classified in other assets on the consolidated balance sheets, primarily consist of tenant reimbursable expenses. Receivables related to tenant reimbursable expenses totaled approximately $303,000 and $125,000 as of September 30, 2017 and December 31, 2016, respectively. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled approximately $2.4 million and $3.8 million as of as of September 30, 2017 and December 31, 2016, respectively. As more fully described in Note 9, “Other Assets,” these accounts receivable are primarily related to the reimbursement of certain infrastructure costs completed by the Company in conjunction with two land sale transactions that closed during the fourth quarter of 2015. Trade accounts receivable primarily consist of receivables related to the golf operations, which are classified in other assets on the consolidated balance sheets. Trade accounts receivable related to golf operations, which primarily consist of amounts due from members or from private events, totaled approximately $219,000 and $326,000 as of September 30, 2017 and December 31, 2016, respectively. The collectability of the aforementioned receivables is determined based on the aging of the receivable and a review of the specifically identified accounts using judgments. As of September 30, 2017 and December 31, 2016, no allowance for doubtful accounts was required. Purchase Accounting for Acquisitions of Real Estate Subject to a Lease In accordance with the FASB guidance on business combinations, the fair value of the real estate acquired with in-place leases is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, the value of in-place leases, and the value of leasing costs, based in each case on their relative fair values. The fair value of the tangible assets of an acquired leased property is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land, building and tenant improvements based on the determination of the fair values of these assets. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases, and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease, including the probability of renewal periods. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the option whereby the Company amortizes the value attributable to the renewal over the renewal period. The aggregate value of other acquired intangible assets, consisting of in-place leases, is measured by the excess of (i) the purchase price paid for a property after adjusting existing in-place leases to market rental rates over (ii) the estimated fair value of the property as-if-vacant, determined as set forth above. The value of in-place leases exclusive of the value of above-market and below-market in-place leases is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition. Prior to October 1, 2016, the Company determined that income property purchases subject to a lease, whether that lease is in-place or originated at the time of acquisition, qualify as a business combination, and acquisition costs were expensed in the period the transaction closes. In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations which clarified the definition of a business. Pursuant to ASU 2017-01, the acquisition of an income property subject to a lease no longer qualifies as a business combination, but rather an asset acquisition. The Company early adopted ASU 2017-01 effective October 1, 2016 on a prospective basis. Accordingly, for income property acquisitions during the fourth quarter of 2016 and during 2017, acquisition costs have been capitalized. Sales of Real Estate Gains and losses on sales of real estate are accounted for as required by FASB ASC Topic 976-605-25, Accounting for Real Estate . The Company recognizes revenue from the sale of real estate at the time the sale is consummated, unless the property is sold on a deferred payment plan and the initial payment does not meet established criteria, or the Company retains some form of continuing involvement in the property. As market information becomes available, real estate cost basis is analyzed and recorded at the lower of cost or market. Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred income taxes result primarily from the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, see Note 17, “Income Taxes.” In June 2006, the FASB issued additional guidance, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements included in income taxes. The interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The interpretation also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. In accordance with FASB guidance included in income taxes, the Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported. Additionally, the Company believes that its accruals for tax liabilities are adequate. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to the FASB guidance. |
INCOME PROPERTIES
INCOME PROPERTIES | 9 Months Ended |
Sep. 30, 2017 | |
INCOME PROPERTIES | |
INCOME PROPERTIES | NOTE 2. INCOME PROPERTIES During the nine months ended September 30, 2017, the Company acquired three single-tenant income properties and two multi-tenant income properties, for an aggregate purchase price of approximately $40.0 million, or an aggregate acquisition cost of approximately $40.7 million including capitalized acquisition costs. Of the total acquisition cost, approximately $18.0 million was allocated to land, approximately $19.3 million was allocated to buildings and improvements, approximately $4.9 million was allocated to intangible assets pertaining to the in-place lease value, leasing fees and above market lease value, and approximately $1.5 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was approximately 9.8 years at acquisition. The properties acquired during the nine months ended September 30, 2017 are described below: Property Remaining Lease Tenant Description Tenant Type Property Date of Square-Feet Property Purchase Price Percentage Term (in years) Staples, Inc. (an affiliate of) Single-Tenant Sarasota, Florida 01/27/17 1.2 $ 4,075,000 5.0 Grocery-Anchored Shopping Center (Westcliff) Multi-Tenant Fort Worth, Texas 03/01/17 10.3 15,000,000 4.1 JoAnn Stores, Inc. Single-Tenant Boston, Massachusetts 04/06/17 2.6 6,315,000 11.8 LA Fitness Single-Tenant Tampa, Florida 04/28/17 45,000 5.3 14,650,000 13.9 228,520 $ 40,040,000 No income properties were disposed of during the nine months ended September 30, 2017. On April 7, 2017, rent commenced on the 15-year lease with 24 Hour Fitness, the anchor tenant at The Grove of Winter Park located in Winter Park, Florida. The lease is for approximately 40,000 square feet, or 36% of the 112,000 square foot multi-tenant retail center. As of October 27, 2017, the multi-tenant retail center was approximately 60% leased with nine different tenants including 24 Hour Fitness. During the nine months ended September 30, 2016, the Company acquired seven single-tenant income properties and one multi-tenant income property, for an aggregate purchase price of approximately $49.8 million. Nineteen income properties were disposed of during the nine months ended September 30, 2016 for an aggregate sales price of approximately $74.3 million. An impairment of approximately $210,000 was charged to earnings during the nine months ended September 30, 2016 related to one of the sales completed during the second quarter of 2016 sales as more fully described in Note 8, “Impairment of Long-Lived Assets.” Additionally, an impairment of approximately $942,000 was charged to earnings during the nine months ended September 30, 2016 on the single-tenant income property in Altamonte Springs, Florida leased to PNC Bank for which the sale closed in September 2016 as more fully described in Note 8, “Impairment of Long-Lived Assets.” Included in the nineteen income properties disposed of during the nine months ended September 30, 2016 were the Company’s portfolio of fourteen single-tenant income properties (the “Portfolio Sale”) for a sales price of approximately $51.6 million, which included the buyer’s assumption of the Company’s existing $23.1 million mortgage loan secured by the Portfolio Sale properties. |
COMMERCIAL LOAN INVESTMENTS
COMMERCIAL LOAN INVESTMENTS | 9 Months Ended |
Sep. 30, 2017 | |
COMMERCIAL LOAN INVESTMENTS | |
COMMERCIAL LOAN INVESTMENTS | NOTE 3. COMMERCIAL LOAN INVESTMENTS Our investments in commercial loans or similar structured finance investments, such as mezzanine loans or other subordinated debt, have been and are expected to continue to be secured by commercial or residential real estate or the borrower’s pledge of its ownership interest in the entity that owns the real estate. The first mortgage loans we invest in or originate are for commercial real estate located in the United States and its territories, and are current or performing with either a fixed or floating rate. Some of these loans may be syndicated in either a pari-passu or senior/subordinated structure. Commercial first mortgage loans generally provide for a higher recovery rate due to their senior position in the underlying collateral. Commercial mezzanine loans are typically secured by a pledge of the borrower’s equity ownership in the underlying commercial real estate. Unlike a mortgage, a mezzanine loan is not secured by a lien on the property. An investor’s rights in a mezzanine loan are usually governed by an intercreditor agreement that provides holders with the rights to cure defaults and exercise control on certain decisions of any senior debt secured by the same commercial property. On July 31, 2017, the Company originated a $3.0 million first mortgage loan secured by a parcel of beachfront land in the City of Daytona Beach Shores, Florida which the borrower intends to develop as a residential condominium (the “Beach Loan”). The Beach Loan matures on August 1, 2018, includes a one-year extension option, bears a fixed interest rate of 11.00%, and requires payments of interest only prior to maturity. At closing, a loan origination fee of $60,000 was received by the Company. Should the borrower seek to obtain financing for the development of the project the Beach Loan would likely be paid off in connection with that financing. As of September 30, 2017, the Company owned four performing commercial loan investments which have an aggregate outstanding principal balance of approximately $27.0 million. These loans are secured by real estate, or the borrower’s equity interest in real estate, located in Daytona Beach Shores, Florida, Sarasota, Florida, Dallas, Texas, and Atlanta, Georgia, and have an average remaining maturity of approximately 0.9 years and a weighted average interest rate of 9.6%. The Company sold its two commercial loan investments secured by hotel properties in Atlanta, Georgia and Dallas, Texas which have an aggregate principal value of $15.0 million at a slight premium to par. See Note 21, “Subsequent Events.” These two loans have been classified as held for sale on the accompanying consolidated balance sheets as of September 30, 2017 as summarized below: Date of Maturity Original Face Current Face Lower of Cost Description Investment Date Amount Amount or Market Coupon Rate Mezz – Hotel – Atlanta, GA January 2014 February 2019 $ 5,000,000 $ 5,000,000 $ 5,000,000 12.00% Mezz – Hotel, Dallas, TX September 2014 September 2018 10,000,000 10,000,000 10,000,000 30 day LIBOR Total $ 15,000,000 $ 15,000,000 $ 15,000,000 The portion of the Company’s commercial loan investment portfolio held for investment was comprised of the following at September 30, 2017: Date of Maturity Original Face Current Face Carrying Description Investment Date Amount Amount Value Coupon Rate B-Note – Retail Shopping Center, Sarasota, FL May 2014 June 2018 $ 8,960,467 $ 8,960,467 $ 8,960,467 30 ‑day LIBOR First Mortgage - Land Parcel, Daytona Beach, FL July 2017 August 2018 3,000,000 3,000,000 2,950,144 11.00% Total $ 11,960,467 $ 11,960,467 $ 11,910,611 The carrying value of the commercial loan investment portfolio at September 30, 2017 consisted of the following: Total Current Face Amount $ 11,960,467 Unamortized Fees — Unaccreted Origination Fees (49,856) Total Commercial Loan Investments $ 11,910,611 The Company’s commercial loan investment portfolio was comprised of the following at December 31, 2016: Date of Maturity Original Face Current Face Carrying Description Investment Date Amount Amount Value Coupon Rate Mezz – Hotel – Atlanta, GA January 2014 February 2019 $ 5,000,000 $ 5,000,000 $ 5,000,000 12.00% B-Note – Retail Shopping Center, Sarasota, FL May 2014 June 2017 8,960,467 8,960,467 8,960,467 30 day LIBOR Mezz – Hotel, Dallas, TX September 2014 September 2017 10,000,000 10,000,000 10,000,000 30 day LIBOR Total $ 23,960,467 $ 23,960,467 $ 23,960,467 The carrying value of the commercial loan investment portfolio as of December 31, 2016 was equal to the face amount. No commercial loan investments were classified as held for sale as of December 31, 2016. |
LAND AND SUBSURFACE INTERESTS
LAND AND SUBSURFACE INTERESTS | 9 Months Ended |
Sep. 30, 2017 | |
LAND AND SUBSURFACE INTERESTS | |
LAND AND SUBSURFACE INTERESTS | NOTE 4. LAND AND SUBSURFACE INTERESTS As of September 30, 2017, the Company owned approximately 8,100 acres of undeveloped land in Daytona Beach, Florida, along six miles of the west and east sides of Interstate 95. Currently, the majority of this land is used for agricultural purposes. Approximately 1,100 acres of our land holdings are located on the east side of Interstate 95 and are generally well suited for commercial development. Approximately 7,000 acres of our land holdings are located on the west side of Interstate 95 and the majority of this land is generally well suited for residential development. Included in the western land is approximately 1,100 acres, primarily an 850-acre parcel and three smaller parcels, which are located further west of Interstate 95 and a few miles north of Interstate 4 that is generally well suited for industrial purposes. Real estate operations revenue consisted of the following for the three and nine months ended September 30, 2017 and 2016, respectively: Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Revenue Description ($000's) ($000's) ($000's) ($000's) Land Sales Revenue $ — $ 318 $ 39,564 $ 508 Tomoka Town Center - Percentage of Completion Revenue — 3,654 — 16,456 Revenue from Reimbursement of Infrastructure Costs — — 1,276 — Impact Fee and Mitigation Credit Sales 548 209 1,987 481 Subsurface Revenue 2,374 463 2,827 1,535 Fill Dirt and Other Revenue 4 — 4 — Total Real Estate Operations Revenue $ 2,926 $ 4,644 $ 45,658 $ 18,980 The Tomoka Town Center consists of approximately 235 acres of which approximately 180 acres are developable. During 2015 and 2016, land sales with a gross sales price totaling approximately $21.4 million within the Tomoka Town Center consisted of sales of approximately 99 acres to Tanger Outlets, Sam’s Club, and North American Development Group (“NADG”) (the “Tomoka Town Center Sales Agreements”). The Company performed certain infrastructure work, beginning in the fourth quarter of 2015 through completion in the fourth quarter of 2016, which required the sales price on the Tomoka Town Center Sales Agreements to be recognized on the percentage-of-completion basis. As the infrastructure work was completed in the fourth quarter of 2016, all revenue related to the Tomoka Town Center Sales Agreements had been recognized as of December 31, 2016. The timing of the remaining reimbursements for the cost of the infrastructure work which totals approximately $2.4 million is more fully described in Note 9, “Other Assets.” Tanger Outlets completed its approximately 350,000 square foot outlet mall in November 2016. As of October 30, 2017, NADG has begun pre-construction on its approximately 500,000 square foot retail power center. During the nine months ended September 30, 2017, the Company completed the sale of approximately 19 acres to NADG (the “Third NADG Land Sale”). The remaining developable acreage of approximately 62 acres is currently under contract with NADG as described in the land pipeline in Note 18, “Commitment and Contingencies.” Land Sales. No land sales were completed during the three months ended September 30, 2017. During the nine months ended September 30, 2017, a total of approximately 1,669 acres were sold for approximately $39.6 million, as described below: Gross Sales Price per Acre Gain Date of No. of Price ($ Rounded on Sale Buyer (or Description) Location Sale Acres ($000's) 000's) ($000's) 1 Minto Communities, LLC West of I-95 02/10/17 1,581.00 $ 27,151 $ $ 20,041 2 Commercial East of I-95 03/22/17 6.35 1,556 11 Subtotal - Q1 2017 1,587.35 28,707 20,052 3 Commercial East of I-95 04/05/17 27.50 3,218 2,955 4 Commercial East of I-95 04/13/17 4.50 1,235 13 5 Commercial West of I-95 04/25/17 30.00 2,938 627 6 NADG - Parcel B-I (FPII) East of I-95 06/27/17 19.43 3,467 3,263 (1) Subtotal - Q2 2017 81.43 10,858 6,858 YTD Q3 2017 1,668.78 $ 39,565 $ $ 26,910 (1) The gain of approximately $3.3 million on the Third NADG Land Sale includes an infrastructure reimbursement payment of approximately $955,000 received in conjunction with the closing on June 27, 2017. A total of 4.5 acres were sold during the three months ended September 30, 2016 for approximately $205,000. A total of approximately 12.0 acres were sold during the nine months ended September 30, 2016 for approximately $2.4 million as described below: Gross Sales Gain Date of No. of Price (1) Price on Sale Buyer (or Description) Location Sale Acres ($000's) per Acre ($000's) 1 Commercial / Retail East of I-95 02/12/16 3.1 $ 190 $ $ 145 2 NADG - OutParcel East of I-95 03/30/16 4.4 2,000 1,304 Subtotal - Q1 2016 7.50 2,190 1,449 3 Minto Sales Center West of I-95 09/27/16 4.50 205 126 Subtotal - Q3 2016 4.50 205 126 YTD Q3 2016 12.0 $ 2,395 $ $ 1,575 (1) Land Sales Revenue for the nine months ended September 30, 2016 is equal to the Gross Sales Price of land sales of $2.40 million, less the $2.0 million sales price for the NADG – OutParcel, as the NADG – OutParcel revenue is included in Tomoka Town Center – Percentage of Completion Revenue, plus approximately $113,000 of incentives received and earned during the three months ended September 30, 2016 related to the Distribution Center sale which closed during 2014. Pipeline. For a description of our land which is currently under contract, see the land pipeline in Note 18, “Commitment and Contingencies.” Land Impairments. There were no impairment charges related to the Company’s undeveloped land during the nine months ended September 30, 2017. For a description of impairment charges totaling approximately $1.0 million on the Company’s undeveloped land during the nine months ended September 30, 2016, see Note 8, “Impairment of Long-Lived Assets.” Beachfront Development. During the year ended December 31, 2015, the Company acquired, through a real estate venture with an unaffiliated third party institutional investor, an interest in approximately six acres of vacant beachfront property located in Daytona Beach, Florida. The property was acquired for approximately $11.3 million of which the Company contributed approximately $5.7 million. As of December 31, 2015, the real estate venture was fully consolidated as the Company determined that it was the primary beneficiary of the variable interest entity. On November 17, 2016, the Company acquired the unaffiliated third party’s 50% interest for approximately $4.8 million, a discount of approximately $879,000. The discount was recorded through equity on the consolidated balance sheet during the year ended December 31, 2016. The Company evaluated its interest in the six-acre vacant beachfront property for impairment and determined that no impairment was necessary as of December 31, 2016. As the Company owns the entire real estate venture as of September 30, 2017, there is no longer a consolidated VIE. The cost basis of the six-acre vacant beachfront property asset totaled approximately $11.7 million as of September 30, 2017 which includes costs for entitlement. The beachfront property received approval of the rezoning and entitlement of the site to allow for the development of two restaurants and also for the future potential development of up to approximately 1.2 million square feet of vertical density. In the first quarter of 2017, the Company executed a 15-year lease agreement with the operator of LandShark Bar & Grill, for an approximately 6,264 square foot restaurant property the Company will develop on the parcel. The annual rent under the lease is based on a percentage of the tenant’s net operating income (“NOI”) until the Company has received its investment basis in the property and thereafter, the Company will receive a lower percentage of the tenant’s NOI during the remaining lease term. In the second quarter of 2017, the Company executed a 15-year lease agreement with the tenant, Cocina 214 Restaurant & Bar, for the second restaurant property to be developed on the parcel. The annual rent is equal to the greater of $360,000 per year or a certain percentage of gross sales. The lease also provides for additional percentage rent upon the achievement of certain gross sales thresholds. The Company completed the design phase and commenced construction on the two restaurants during the three months ended September 30, 2017. As of September 30, 2017, the Company has incurred approximately $2.2 million of design and construction costs. See Note 18, “Commitment and Contingencies” for the total expected cost to be incurred for the development of the site and both restaurants. The Company expects the development of the two restaurant properties to be completed in time for the tenants to commence operations during January of 2018. Upon completion of the construction of the two income properties and commencement of the tenant leases, the total investment in the beach parcel will be classified as Income Properties, Land, Building, and Improvements, within the Property, Plant, and Equipment classification on the Company’s consolidated balance sheets. Other Real Estate Assets. The Company owns impact fees with a cost basis of approximately $416,000 and mitigation credits with a cost basis of approximately $849,000 for a combined total of approximately $1.3 million as of September 30, 2017. During the nine months ended September 30, 2017, the Company sold mitigation credits for approximately $1.5 million, for a gain of approximately $1.2 million, or $0.14 per share, after tax. Additionally, the Company recorded the transfer of mitigation credits with a cost basis of approximately $298,000 as a charge to direct cost of revenues of real estate operations during the nine months ended September 30, 2017, as more fully described in Note 18, “Commitments and Contingencies.” During the nine months ended September 30, 2017 and 2016, the Company received cash payments of approximately $506,000 and $481,000, respectively, for impact fees with a cost basis that was generally of equal value. As of December 31, 2016, the Company owned impact fees with a cost basis of approximately $925,000 and mitigation credits with a cost basis of approximately $1.4 million for a combined total of approximately $2.3 million. Subsurface Interests. As of September 30, 2017, the Company owns full or fractional subsurface oil, gas, and mineral interests underlying approximately 462,000 “surface” acres of land owned by others in 20 counties in Florida (the “Subsurface Interests”). The Company leases certain of the Subsurface Interests to mineral exploration firms for exploration. Our subsurface operations consist of revenue from the leasing of exploration rights and in some instances, additional revenues from royalties applicable to production from the leased acreage. During the three months ended September 30, 2017, the Company sold approximately 38,750 acres of subsurface interests in Osceola County, Florida for approximately $2.1 million (the “Osceola Subsurface Sale”). The gain from the Osceola Subsurface Sale totaled approximately $2.08 million, or $0.23 per share, after tax. The Company expects to utilize the proceeds from this sale to acquire an income property through the 1031 like-kind exchange structure. During 2011, an eight-year oil exploration lease was executed. On September 20, 2017, the Company amended the oil exploration lease to, among other things, extend the expiration of the original term for five additional years to the new expiration date of September 22, 2024. The lease calls for annual lease payments which are recognized as revenue ratably over the respective twelve-month lease periods. In addition, non-refundable drilling penalty payments are made as required by the drilling requirements in the lease which are recognized as revenue when received. Lease payments on the respective acreages and drilling penalties received through lease year seven are as follows: Acreage Lease Year (Approximate) Florida County Lease Payment (1) Drilling Penalty (1) Lease Year 1 - 9/23/2011 - 9/22/2012 136,000 Lee and Hendry $ 913,657 $ — Lease Year 2 - 9/23/2012 - 9/22/2013 136,000 Lee and Hendry 922,114 — Lease Year 3 - 9/23/2013 - 9/22/2014 82,000 Hendry 3,293,000 1,000,000 Lease Year 4 - 9/23/2014 - 9/22/2015 42,000 Hendry 1,866,146 600,000 Lease Year 5 - 9/23/2015 - 9/22/2016 25,000 Hendry 1,218,838 175,000 Lease Year 6 - 9/23/2016 - 9/22/2017 15,000 Hendry 806,683 150,000 Lease Year 7 - 9/23/2017 - 9/22/2018 15,000 Hendry 806,683 50,000 Total Payments Received to Date $ 9,827,121 $ 1,975,000 (1) Generally, cash payment for the Lease Payment and Drilling Penalty is received on or before the first day of the lease year. The Drilling Penalty, which is due within thirty days from the end of the prior lease year, is recorded as revenue when received, while the Lease Payment is recognized on a straight-line basis over the respective lease term. Pursuant to the amendment for the Year 7 renewal, the Lease Payment and Drilling Penalty were both received on October 11, 2017. See separate disclosure of revenue recognized per period below. The terms of the lease state the Company will receive royalty payments if production occurs, and may receive additional annual rental payments if the lease is continued in years eight through thirteen. The lease is effectively thirteen one-year terms as the lessee has the option to terminate the lease at the end of each lease year. Lease income generated by the annual lease payments is recognized on a straight-line basis over the guaranteed lease term. For the three months ended September 30, 2017 and 2016, lease income of approximately $203,000 and $297,000, respectively, was recognized. For the nine months ended September 30, 2017 and 2016, lease income of approximately $603,000 and $904,000, respectively, was recognized. There can be no assurance that the oil exploration lease will be extended beyond the expiration of the current term of September 22, 2018 or, if extended, the terms or conditions of such extension. During the nine months ended September 30, 2017 and 2016, the Company also received oil royalties from operating oil wells on 800 acres under a separate lease with a separate operator. Revenues received from oil royalties totaled approximately $19,000 and $16,000, during the three months ended September 30, 2017 and 2016, respectively. Revenues received from oil royalties totaled approximately $69,000 and $32,000, during the nine months ended September 30, 2017 and 2016, respectively. The Company is not prohibited from the disposition of any or all of its Subsurface Interests. Should the Company complete a transaction to sell all or a portion of its Subsurface Interests, the Company may utilize the like-kind exchange structure in acquiring one or more replacement investments including income-producing properties. The Company may release surface entry rights or other rights upon request of a surface owner for a negotiated release fee typically based on a percentage of the surface value. There were no releases of surface entry rights during the nine months ended September 30, 2017. Cash payments for the release of surface entry rights totaled approximately $450,000 during the nine months ended September 30, 2016, which is included in revenue from real estate operations. |
INVESTMENT SECURITIES
INVESTMENT SECURITIES | 9 Months Ended |
Sep. 30, 2017 | |
INVESTMENT SECURITIES | |
INVESTMENT SECURITIES | NOTE 5. INVESTMENT SECURITIES During the first quarter of 2016, the Company completed the disposition of its remaining position in investment securities, including common stock and debt securities of a publicly traded real estate company, with a total basis of approximately $6.8 million, resulting in net proceeds of approximately $6.3 million, or a loss of approximately $576,000. The Company had no remaining available-for-sale securities as of September 30, 2017 or December 31, 2016. The following is a table reflecting the gains and losses recognized on the sale of investment securities during the nine months ended September 30, 2017 and 2016: For the nine months ended September 30, 2017 2016 Proceeds from the Disposition of Debt Securities $ — $ 827,738 Cost Basis of Debt Securities Sold — (843,951) Loss recognized in Statement of Operations on the Disposition of Debt Securities $ — $ (16,213) Proceeds from the Disposition of Equity Securities — 5,424,624 Cost Basis of Equity Securities Sold — (5,983,978) Gain (Loss) recognized in Statement of Operations on the Disposition of Equity Securities $ — $ (559,354) Total Gain (Loss) recognized in Statement of Operations on the Disposition of Debt and Equity Securities $ — $ (575,567) |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 6. FAIR VALUE OF FINANCIAL INSTRUMENTS The following table presents the carrying value and estimated fair value of the Company’s financial instruments at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Value Fair Value Value Fair Value Cash and Cash Equivalents - Level 1 $ 5,944,544 $ 5,944,544 $ 7,779,562 $ 7,779,562 Restricted Cash - Level 1 7,027,196 7,027,196 9,855,469 9,855,469 Commercial Loan Investments - Level 2 11,910,611 12,025,860 23,960,467 24,228,242 Commercial Loan Investments - Held for Sale - Level 2 15,000,000 15,181,779 — — Long-Term Debt - Level 2 173,651,530 178,222,572 166,245,201 171,111,337 To determine estimated fair values of the financial instruments listed above, market rates of interest, which include credit assumptions, were used to discount contractual cash flows. The estimated fair values are not necessarily indicative of the amount the Company could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts. The following table presents the fair value of assets measured on a recurring basis by Level as of September 30, 2017: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets Significant Other Unobservable September 30, for Identical Observable Inputs Inputs 2017 Assets (Level 1) (Level 2) (Level 3) Cash Flow Hedge - Interest Rate Swap $ 409,985 $ — $ 409,985 $ — Total $ 409,985 $ — $ 409,985 $ — The following table presents the fair value of assets measured on a recurring basis by Level as of December 31, 2016: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets Significant Other Unobservable December 31, for Identical Observable Inputs Inputs 2016 Assets (Level 1) (Level 2) (Level 3) Cash Flow Hedge - Interest Rate Swap $ 416,590 $ — $ 416,590 $ — Total $ 416,590 $ — $ 416,590 $ — At December 31, 2016, approximately eight acres of undeveloped land under contract for sale as of December 31, 2016 were measured on a non-recurring basis using Level 3 inputs in the fair value hierarchy, which resulted in an aggregate impairment charge of approximately $1.0 million. These land contracts closed during the nine months ended September 30, 2017, therefore, the fair value measurement is no longer applicable. Accordingly, there were no assets as of September 30, 2017 whose fair value was measured on a non-recurring basis. |
INTANGIBLE LEASE ASSETS AND LIA
INTANGIBLE LEASE ASSETS AND LIABILITIES | 9 Months Ended |
Sep. 30, 2017 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | NOTE 7. INTANGIBLE LEASE ASSETS AND LIABILITIES Intangible lease assets and liabilities consist of the value of above-market and below-market leases, the value of in-place leases, and the value of leasing costs, based in each case on their fair values. Intangible lease assets and liabilities consisted of the following as of September 30, 2017 and December 31, 2016: As of September 30, 2017 December 31, 2016 Intangible Lease Assets: Value of In-Place Leases $ 34,382,237 $ 30,978,776 Value of Above Market In-Place Leases 2,966,322 2,905,624 Value of Intangible Leasing Costs 8,480,647 7,010,192 Sub-total Intangible Lease Assets 45,829,206 40,894,592 Accumulated Amortization (10,018,472) (6,168,770) Sub-total Intangible Lease Assets—Net 35,810,734 34,725,822 Intangible Lease Liabilities (included in accrued and other liabilities): Value of Below Market In-Place Leases (34,882,965) (33,370,217) Sub-total Intangible Lease Liabilities (34,882,965) (33,370,217) Accumulated Amortization 4,855,971 2,852,166 Sub-total Intangible Lease Liabilities—Net (30,026,994) (30,518,051) Total Intangible Assets and Liabilities—Net $ 5,783,740 $ 4,207,771 The following table reflects the amortization of intangible assets and liabilities during the three and nine months ended September 30, 2017 and 2016: Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended 9/30/2017 9/30/2016 9/30/2017 9/30/2016 ($000's) ($000's) ($000's) ($000's) Depreciation and Amortization Expense $ 1,201 $ 626 $ 3,479 $ 1,715 Increase to Income Properties Revenue (552) (559) (1,633) (1,722) Net Amortization of Intangible Assets and Liabilities $ 649 $ 67 $ 1,846 $ (7) The estimated future amortization and accretion of intangible lease assets and liabilities is as follows: Future Accretion Net Future Future to Income Amortization of Amortization Property Intangible Assets Year Ending December 31, Amount Revenue and Liabilities Remainder of 2017 $ 1,201,316 $ (551,619) $ 649,697 2018 4,805,264 (2,217,330) 2,587,934 2019 4,776,705 (2,212,206) 2,564,499 2020 4,335,284 (2,145,477) 2,189,807 2021 2,644,848 (2,296,332) 348,516 2022 2,026,921 (2,367,492) (340,571) Thereafter 13,789,831 (16,005,973) (2,216,142) Total $ 33,580,169 $ (27,796,429) $ 5,783,740 |
IMPAIRMENT OF LONG-LIVED ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 9 Months Ended |
Sep. 30, 2017 | |
IMPAIRMENT OF LONG-LIVED ASSETS | |
IMPAIRMENT OF LONG-LIVED ASSETS | NOTE 8. IMPAIRMENT OF LONG-LIVED ASSETS The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The fair value of long-lived assets required to be assessed for impairment is determined on a non-recurring basis using Level 3 inputs in the fair value hierarchy. These Level 3 inputs may include, but are not limited to, executed purchase and sale agreements on specific properties, third party valuations, discounted cash flow models, and other model-based techniques. There were no impairment charges during the nine months ended September 30, 2017. During the nine months ended September 30, 2016, an impairment charge of approximately $942,000 was recognized on an income property in Altamonte Springs, Florida leased to PNC Bank under contract for sale as of June 30, 2016. The total impairment charge represents the anticipated loss on the sale of approximately $783,000 plus estimated closing costs of approximately $159,000. This sale closed in September 2016. During the nine months ended September 30, 2016, an impairment charge of approximately $717,000 was recognized on approximately 4 of the approximately 6 acres of undeveloped land in Daytona Beach, Florida for which a contract for sale was executed during the three months ended June 30, 2016. Such acreage was repurchased in prior years by the Company and carried a higher cost basis than the remainder of the Company’s historical land holdings. The total impairment charge represents the anticipated loss on the sale of approximately $646,000 plus estimated closing costs of approximately $71,000. This sale closed in March 2017. During the nine months ended September 30, 2016, an impairment charge of approximately $311,000 was recognized on approximately 4 acres of undeveloped land in Daytona Beach, Florida for which a contract for sale was executed subsequent to June 30, 2016. Such acreage was repurchased in a prior year by the Company and carried a higher cost basis than the remainder of the Company’s historical land holdings. The total impairment charge represents the anticipated loss on the sale of approximately $256,000 plus estimated closing costs of approximately $55,000. This sale closed in April 2017. During the nine months ended September 30, 2016, an impairment charge of approximately $210,000 was recognized on an income property held for sale as of March 31, 2016. The total impairment charge represented the loss on the sale of approximately $134,000 plus closing costs of approximately $76,000. This sale closed in April 2016. |
OTHER ASSETS
OTHER ASSETS | 9 Months Ended |
Sep. 30, 2017 | |
OTHER ASSETS | |
OTHER ASSETS | NOTE 9. OTHER ASSETS Other assets consisted of the following: As of September 30, 2017 December 31, Income Property Tenant Receivables $ 303,326 $ 125,383 Income Property Straight-line Rent Adjustment 2,269,988 1,773,946 Interest Receivable from Commercial Loan Investments 73,739 72,418 Cash Flow Hedge - Interest Rate Swap 409,985 416,590 Infrastructure Reimbursement Receivables 2,381,038 3,844,236 Golf Operations Receivables 219,015 325,510 Deferred Deal Costs 357,108 745,878 Prepaid Expenses, Deposits, and Other 2,559,423 2,165,127 Total Other Assets $ 8,573,622 $ 9,469,088 As of December 31, 2016, the Infrastructure Reimbursement Receivables were all related to the land sales within the Tomoka Town Center and consisted of approximately $1.1 million in incentives due from the community development district, approximately $250,000 due from NADG for a fill dirt agreement, approximately $1,750,000 due from Tanger for infrastructure reimbursement to be repaid over 10 years in $175,000 installments, net of a discount of approximately $191,000, and approximately $990,000 due from Sam’s Club for infrastructure reimbursement to be repaid over 9 remaining years in $110,000 installments, net of a discount of approximately $80,000. The $1.1 million and $250,000 receivables, as well as the second installment of $110,000 from Sam’s Club, were all received subsequent to December 31, 2016, leaving approximately $2.4 million in Infrastructure Reimbursements Receivable as of September 30, 2017. The first installment of the Tanger infrastructure reimbursement of $175,000 was received on October 16, 2017. |
COMMON STOCK AND EARNINGS PER S
COMMON STOCK AND EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2017 | |
COMMON STOCK AND EARNINGS PER SHARE | |
COMMON STOCK AND EARNINGS PER SHARE | NOTE 10. COMMON STOCK AND EARNINGS PER SHARE Basic earnings per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per common share is based on the assumption of the conversion of stock options and vesting of restricted stock at the beginning of each period using the treasury stock method at average cost for the periods. Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Income Available to Common Shareholders: Net Income Attributable to Consolidated-Tomoka Land Co. $ 966,900 $ 8,161,014 $ 17,392,200 $ 11,156,175 Weighted Average Shares Outstanding 5,513,327 5,662,933 5,548,644 5,700,316 Common Shares Applicable to Stock Options Using the Treasury Stock Method 9,266 4,009 16,630 9,920 Total Shares Applicable to Diluted Earnings Per Share 5,522,593 5,666,942 5,565,274 5,710,236 Per Share Information: Basic Net Income Attributable to Consolidated-Tomoka Land Co. $ 0.18 $ 1.44 $ 3.13 $ 1.96 Diluted Net Income Attributable to Consolidated-Tomoka Land Co. $ 0.18 $ 1.44 $ 3.13 $ 1.95 The effect of 70,000 and 93,000 potentially dilutive securities was not included for the three months ended September 30, 2017 and 2016, respectively, as the effect would be anti-dilutive. The effect of 77,750 and 32,500 potentially dilutive securities was not included for the nine months ended September 30, 2017 and 2016, respectively, as the effect would be anti-dilutive. The Company intends to settle its 4.50% Convertible Senior Notes due 2020 (the “Convertible Notes”) in cash upon conversion with any excess conversion value to be settled in shares of our common stock. Therefore, only the amount in excess of the par value of the Convertible Notes will be included in our calculation of diluted net income per share using the treasury stock method. As such, the Convertible Notes have no impact on diluted net income per share until the price of our common stock exceeds the current conversion price of $68.76. The average price of our common stock during the three and nine months ended September 30, 2017 and 2016 did not exceed the conversion price which resulted in no additional diluted outstanding shares. |
TREASURY STOCK
TREASURY STOCK | 9 Months Ended |
Sep. 30, 2017 | |
TREASURY STOCK | |
TREASURY STOCK | NOTE 11. TREASURY STOCK In the fourth quarter of 2015, the Company announced a $10 million stock repurchase program (the “$10 Million Repurchase Program”). As of March 29, 2017, the $10 Million Repurchase Program had been completed. In the first quarter of 2017, the Company announced a new $10 million stock repurchase program (the “New $10 Million Repurchase Program”) under which approximately $4.5 million of the Company’s common stock had been repurchased as of September 30, 2017. In the aggregate, during the nine months ended September 30, 2017, under both programs, the Company repurchased 134,049 shares of its common stock on the open market for a total cost of approximately $7.1 million, or an average price per share of $53.24, and placed those shares in treasury. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2017 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | NOTE 12. LONG-TERM DEBT As of September 30, 2017, the Company’s outstanding indebtedness, at face value, was as follows: Face Maturity Interest Value Debt Date Rate Credit Facility $ 41,000,000 September 2021 30 ‑day LIBOR Mortgage Note Payable (originated with UBS) (1) 7,300,000 February 2018 3.655% Mortgage Note Payable (originated with Wells Fargo) (2) 30,000,000 October 2034 4.330% Mortgage Note Payable (originated with Wells Fargo) (3) 25,000,000 April 2021 30 ‑day LIBOR 4.50% Convertible Senior Notes due 2020, net of discount 75,000,000 March 2020 4.500% Total Long-Term Face Value Debt $ 178,300,000 (1) Secured by the Company’s interest in the two-building office complex leased to Hilton Resorts Corporation. (2) Secured by the Company’s interest in six income properties. The mortgage loan carries a fixed rate of 4.33% per annum during the first ten years of the term, and requires payments of interest only during the first ten years of the loan. After the tenth anniversary of the effective date of the loan, the cash flows, as defined in the related loan agreement, generated by the underlying six income properties must be used to pay down the principal balance of the loan until paid off or until the loan matures. The loan is fully pre-payable after the tenth anniversary of the effective date of the loan. (3) Secured by the Company’s income property leased to Wells Fargo located in Raleigh, North Carolina. The mortgage loan has a 5-year term with two years interest only, and interest and a 25-year amortization for the balance of the term. The mortgage loan bears a variable rate of interest based on the 30-day LIBOR plus a rate of 190 basis points. The interest rate for this mortgage loan has been fixed through the use of an interest rate swap that fixed the rate at 3.17%. The mortgage loan can be prepaid at any time subject to the termination of the interest rate swap. The Company’s revolving credit facility (the “Credit Facility”), with Bank of Montreal (“BMO”) serving as the administrative agent for the lenders thereunder, is unsecured with regard to our income property portfolio but is guaranteed by certain wholly-owned subsidiaries of the Company. The Credit Facility bank group is led by BMO and also includes Wells Fargo and Branch Banking & Trust Company. On September 7, 2017, the Company executed the second amendment and restatement of the Credit Facility (the “Revolver Amendment”). Pursuant to the Revolver Amendment, the Credit Facility matures on September 7, 2021, with the ability to extend the term for 1 year. As a result of the Revolver Amendment, the Credit Facility has a total borrowing capacity of $100.0 million with the ability to increase that capacity up to $150.0 million during the term. The Credit Facility provides the lenders with a secured interest in the equity of the Company subsidiaries that own the properties included in the borrowing base. The indebtedness outstanding under the Credit Facility accrues interest at a rate ranging from the 30-day LIBOR plus 150 basis points to the 30-day LIBOR plus 220 basis points based on the total balance outstanding under the Credit Facility as a percentage of the total asset value of the Company, as defined in the Credit Facility. The Credit Facility also accrues a fee of 15 to 25 basis points for any unused portion of the borrowing capacity based on whether the unused portion is greater or less than 50% of the total borrowing capacity. At September 30, 2017, the current commitment level under the Credit Facility was $100.0 million. The available borrowing capacity under the Credit Facility was approximately $59.0 million, based on the level of borrowing base assets. As of September 30, 2017, the Credit Facility had a $41.0 million balance. As a result of the income property acquisition completed on October 27, 2017 (as described in Note 21, “Subsequent Events”), the amount outstanding on the Credit Facility was approximately $60.5 million and the available borrowing capacity was approximately $39.5 million. The Credit Facility is subject to customary restrictive covenants including, but not limited to, limitations on the Company’s ability to: (a) incur indebtedness; (b) make certain investments; (c) incur certain liens; (d) engage in certain affiliate transactions; and (e) engage in certain major transactions such as mergers. In addition, the Company is subject to various financial maintenance covenants including, but not limited to, a maximum indebtedness ratio, a maximum secured indebtedness ratio, and a minimum fixed charge coverage ratio. The Credit Facility also contains affirmative covenants and events of default including, but not limited to, a cross default to the Company’s other indebtedness and upon the occurrence of a change of control. The Company’s failure to comply with these covenants or the occurrence of an event of default could result in acceleration of the Company’s debt and other financial obligations under the Credit Facility. In addition to the Credit Facility, the Company has certain other borrowings, as noted in the table above, all of which are non-recourse. The Company’s $75.0 million aggregate principal amount of 4.50% Convertible Notes will mature on March 15, 2020, unless earlier purchased or converted. The initial conversion rate was 14.5136 shares of common stock for each $1,000 principal amount of Convertible Notes, which represented an initial conversion price of approximately $68.90 per share of common stock. Since July of 2016, when the Company’s Board of Directors implemented a quarterly dividend in place of the previous semi-annual dividend, the conversion rate has been adjusted with each successive quarterly dividend and is currently, after the third quarter 2017 dividend, equal to 14.5439 shares of common stock for each $1,000 principal amount of Convertible Notes, which represents an adjusted conversion price of approximately $68.76 per share of common stock. The conversion rate is subject to adjustment in certain circumstances. Holders may not surrender their Convertible Notes for conversion prior to December 15, 2019 except upon the occurrence of certain conditions relating to the closing sale price of the Company’s common stock, the trading price per $1,000 principal amount of Convertible Notes, or specified corporate events including a change in control of the Company. The Company may not redeem the Convertible Notes prior to the stated maturity date and no sinking fund is provided for the Convertible Notes. The Convertible Notes are convertible, at the election of the Company, into solely cash, solely shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. The Company intends to settle the Convertible Notes in cash upon conversion, with any excess conversion value to be settled in shares of our common stock. In accordance with GAAP, the Convertible Notes are accounted for as a liability with a separate equity component recorded for the conversion option. A liability was recorded for the Convertible Notes on the issuance date at fair value based on a discounted cash flow analysis using current market rates for debt instruments with similar terms. The difference between the initial proceeds from the Convertible Notes and the estimated fair value of the debt instruments resulted in a debt discount, with an offset recorded to additional paid-in capital representing the equity component. The discount on the Convertible Notes was approximately $6.1 million at issuance, which represents the cash discount paid of approximately $2.6 million and the approximate $3.5 million attributable to the value of the conversion option recorded in equity, which is being amortized into interest expense through the maturity date of the Convertible Notes. As of September 30, 2017, the unamortized debt discount of our Convertible Notes was approximately $3.2 million. Long-term debt as of September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 Due Within Due Within Total One Year Total One Year Credit Facility $ 41,000,000 $ — $ 34,300,000 $ — Mortgage Note Payable (originated with UBS) 7,300,000 7,300,000 7,300,000 — Mortgage Note Payable (originated with Wells Fargo) 30,000,000 — 30,000,000 — Mortgage Note Payable (originated with Wells Fargo) 25,000,000 — 25,000,000 — 4.50% Convertible Senior Notes due 2020, net of discount 71,769,432 — 70,880,581 — Loan Costs, net of accumulated amortization (1,417,902) — (1,235,380) — Total Long-Term Debt $ 173,651,530 $ 7,300,000 $ 166,245,201 $ — Payments applicable to reduction of principal amounts as of September 30, 2017 will be required as follows: Year Ending December 31, Amount 2018 7,300,000 2019 — 2020 75,000,000 2021 66,000,000 2022 — Thereafter 30,000,000 Total Long-Term Debt - Face Value $ 178,300,000 The Company intends to repay the $7.3 million Mortgage Note Payable originated with UBS at or prior to its maturity in February 2018 and expects to add the related Hilton income property assets to the borrowing base of the Credit Facility. The carrying value of long-term debt as of September 30, 2017 consisted of the following: Total Current Face Amount $ 178,300,000 Unamortized Discount on Convertible Debt (3,230,568) Loan Costs, net of accumulated amortization (1,417,902) Total Long-Term Debt $ 173,651,530 The following table reflects a summary of interest expense incurred and paid during the three and nine months ended September 30, 2017 and 2016: Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended 9/30/2017 9/30/2016 9/30/2017 9/30/2016 ($000's) ($000's) ($000's) ($000's) Interest Expense $ 1,771 $ 1,684 $ 5,164 $ 5,151 Amortization of Loan Costs 125 488 (1) 350 716 (1) Amortization of Discount on Convertible Notes 301 282 889 834 Capitalized Interest (124) — (124) — Total Interest Expense $ 2,073 $ 2,454 $ 6,279 $ 6,701 Total Interest Paid $ 2,588 $ 2,589 $ 6,026 $ 6,048 (1) Includes approximately $367,000 of unamortized loan costs which were written off and included in interest expense related to the $23.1 million mortgage loan assumed by the buyer upon closing the Portfolio Sale on September 16, 2016. The Company was in compliance with all of its debt covenants as of September 30, 2017 and December 31, 2016. |
INTEREST RATE SWAP
INTEREST RATE SWAP | 9 Months Ended |
Sep. 30, 2017 | |
INTEREST RATE SWAP | |
INTEREST RATE SWAP | NOTE 13. INTEREST RATE SWAP During April 2016, the Company entered into an interest rate swap agreement to hedge cash flows tied to changes in the underlying floating interest rate tied to LIBOR for the $25.0 million mortgage note payable as discussed in Note 12, “Long-Term Debt.” During the three and nine months ended September 30, 2017, the interest rate swap agreement was 100% effective. Accordingly, the change in fair value on the interest rate swap has been classified in accumulated other comprehensive income. As of September 30, 2017, the fair value of our interest rate swap agreement, which was a gain of approximately $410,000, was included in other assets on the consolidated balance sheets. The interest rate swap was effective on April 7, 2016 and matures on April 7, 2021. The interest rate swap fixed the variable rate debt on the notional amount of related debt of $25.0 million to a rate of 3.17%. |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 9 Months Ended |
Sep. 30, 2017 | |
ACCRUED AND OTHER LIABILITIES | |
ACCRUED AND OTHER LIABILITIES | NOTE 14. ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following: As of September 30, 2017 December 31, Golf Course Lease $ — $ 2,226,527 Accrued Property Taxes 1,570,995 28,973 Golf $1 Round Surcharge 700,000 — Reserve for Tenant Improvements 419,302 398,621 Accrued Construction Costs 967,153 856,947 Accrued Interest 358,837 1,220,990 Environmental Reserve and Restoration Cost Accrual 969,005 1,505,757 Other 2,397,606 2,430,082 Total Accrued and Other Liabilities $ 7,382,898 $ 8,667,897 Golf Course Lease. In July 2012, the Company entered into an agreement with the City to, among other things, amend the lease payments under its golf course lease (the “Lease Amendment”). Under the Lease Amendment, the base rent payment, which was scheduled to increase from $250,000 to $500,000 as of September 1, 2012, remained at $250,000 for the remainder of the lease term and any extensions would have been subject to an annual rate increase of 1.75% beginning September 1, 2013. On January 24, 2017, the Company acquired the land and improvements comprising the golf courses, previously leased from the City, for approximately $1.5 million (the “Golf Course Land Purchase”). In conjunction with the Golf Course Land Purchase, the lease between the Company and the City was terminated. Therefore, during the first quarter of 2017, the Company eliminated the remaining accrued liability of approximately $2.2 million, resulting in the recognition of approximately $0.40 per share in non-cash earnings, or $0.24 per share after tax, which comprises the land lease termination in the consolidated statements of operations. The $2.2 million consisted of approximately $1.7 million which reflects the acceleration of the remaining amount of accrued rent that was no longer owed to the City as a result of the Lease Amendment, which prior to the Golf Course Land Purchase was being recognized into income over the remaining lease term which was originally to expire in 2022. The remaining approximately $500,000 reflects the amount of rent accrued pursuant to the lease, as amended, which will no longer be owed to the City due to the lease termination on January 24, 2017. Golf $1 Round Surcharge. In connection with the Golf Course Land Purchase, each year the Company is obligated to pay the City additional consideration in the amount of an annual surcharge of $1 per golf round played (the “Per-Round Surcharge”) with an annual minimum Per-Round Surcharge of $70,000 and a maximum aggregate amount of the Per-Round Surcharges paid equal to $700,000. The maximum amount of $700,000 represents contingent consideration and has been recorded as an increase in Golf Buildings, Improvements, and Equipment and Accrued and Other Liabilities in the accompany consolidated balance sheets as of September 30, 2017. Reserve for Tenant Improvements. In connection with the acquisition on April 22, 2014 of the property in Katy, Texas leased to Lowe’s, the Company was credited approximately $651,000 at closing for certain required tenant improvements, some of which were not required to be completed until December 2016. Through December 31, 2016, approximately $100,000 of these tenant improvements had been completed and funded, leaving approximately $551,000 remaining to be funded. The remaining commitment as of December 31, 2016, totaled approximately $381,000, which was equal to the amount of the final reimbursement request the Company received from Lowe’s and was paid during the nine months ended September 30, 2017, leaving no remaining commitment related to the Lowe’s property. In connection with the acquisition on April 28, 2017 of the property in Tampa, Florida leased to LA Fitness, the Company was credited approximately $400,000 at closing for certain tenant improvements. As of September 30, 2017, no amounts have been completed and funded related to the LA Fitness property, which comprises the majority of the approximately $419,000 reserve for tenant improvements. Environmental Reserve. During the year ended December 31, 2014, the Company accrued an environmental reserve of approximately $110,000 in connection with an estimate of additional costs required to monitor a parcel of less than one acre of land owned by the Company in Highlands County, Florida on which environmental remediation work had previously been performed. The Company engaged legal counsel who, in turn, engaged environmental engineers to review the site and the prior monitoring test results. During the year ended December 31, 2015, their review was completed, and the Company made an additional accrual of approximately $500,000, representing the low end of the range of possible costs estimated by the engineers to be between approximately $500,000 and $1.0 million to resolve this matter subject to the approval of the state department of environmental protection (the “FDEP”). The FDEP issued a Remedial Action Plan Modification Approval Order (the “FDEP Approval”) in August 2016 which supports the approximate $500,000 accrual made in 2015. The Company is implementing the remediation plan pursuant to the FDEP Approval. Since the total accrual of approximately $610,000 was made, approximately $482,000 in costs have been incurred through September 30, 2017, leaving a remaining accrual of approximately $129,000. Restoration Accrual. As part of the resolution of a regulatory matter pertaining to the Company’s prior agricultural activities on certain of the Company’s land located in Daytona Beach, Florida, as of December 31, 2015, the Company accrued an obligation of approximately $1.7 million, representing the low end of the estimated range of possible wetlands restoration costs for approximately 148.4 acres within such land, and such estimated costs were included on the consolidated balance sheets as an increase in the basis of our land and development costs associated with those and benefitting surrounding acres. The final proposal for restoration work was received during the second quarter of 2016 which totaled approximately $2.0 million. Accordingly, an increase in the accrual of approximately $300,000 was recorded during the second quarter of 2016. The Company funded approximately $1.2 million of the total $2.0 million of estimated costs through the period ended September 30, 2017, leaving a remaining accrual of approximately $840,000. This matter is more fully described in Note 18 “Commitments and Contingencies.” |
DEFERRED REVENUE
DEFERRED REVENUE | 9 Months Ended |
Sep. 30, 2017 | |
DEFERRED REVENUE | |
DEFERRED REVENUE | NOTE 15. DEFERRED REVENUE Deferred revenue consisted of the following: As of September 30, 2017 December 31, Deferred Oil Exploration Lease Revenue $ — $ 585,674 Prepaid Rent 978,160 1,068,972 Other Deferred Revenue 334,865 337,020 Total Deferred Revenue $ 1,313,025 $ 1,991,666 On September 20, 2016, the Company received an approximate $807,000 rent payment for the sixth year of the Company’s thirteen-year oil exploration lease, which was being recognized ratably over the twelve-month lease period ending in September 2017. During the three months ended September 30, 2017, the oil exploration lease was extended to September 22, 2018, however, the related lease payment of approximately $807,000 for the seventh year of the lease was not received until October 11, 2017, for which a receivable and revenue were recorded for the portion earned during the three months ended September 30, 2017, leaving no deferred revenue as of September 30, 2017. The oil exploration lease is more fully described in Note 4 “Land and Subsurface Interests.” |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2017 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 16. STOCK-BASED COMPENSATION SUMMARY OF STOCK-BASED COMPENSATION A summary of share activity for all equity and liability classified stock compensation during the nine months ended September 30, 2017, is presented below: Shares Vested / Shares Outstanding Granted Exercised Expired Forfeited Outstanding Type of Award at 1/1/2017 Shares Shares Shares Shares at 9/30/2017 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting — 12,635 — — — 12,635 Equity Classified - Market Condition Restricted Shares - Stock Price Vesting 69,500 — — (32,000) — 37,500 Equity Classified - Three Year Vest Restricted Shares 37,504 17,451 (17,298) — (267) 37,390 Equity Classified - Non-Qualified Stock Option Awards 113,500 — (23,500) — — 90,000 Liability Classified - Stock Options and Stock Appreciation Rights 11,000 — — (5,000) — 6,000 Total Shares 231,504 30,086 (40,798) (37,000) (267) 183,525 EQUITY-CLASSIFIED STOCK COMPENSATION Performance Share Awards – Peer Group Market Condition Vesting On February 3, 2017, the Company awarded to certain employees, 12,635 Performance Shares under the Amended and Restated 2010 Equity Incentive Plan (the “2010 Plan”). The Performance Shares awards entitle the recipient to receive, upon the vesting thereof, shares of common stock of the Company equal to between 0% and 150% of the number of Performance Shares awarded. The number of shares of common stock so vesting will be determined based on the Company’s total shareholder return as compared to the total shareholder return of a certain peer group during a three-year performance period commencing on January 1, 2017 and ending on December 31, 2019. The Company used a Monte Carlo simulation pricing model to determine the fair value of its awards that are based on market conditions. The determination of the fair value of market condition-based awards is affected by the Company’s stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the requisite performance term of the awards, the relative performance of the Company’s stock price and shareholder returns to companies in its peer group, annual dividends, and a risk-free interest rate assumption. Compensation cost is recognized regardless of the achievement of the market conditions, provided the requisite service period is met. A summary of activity during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Performance Shares with Market Conditions Shares Fair Value Outstanding at January 1, 2017 — $ — Granted 12,635 55.66 Vested — — Expired — — Forfeited — — Outstanding at September 30, 2017 12,635 $ 55.66 As of September 30, 2017, there was approximately $527,000 of unrecognized compensation cost, adjusted for estimated forfeitures, related to Performance Share awards, which will be recognized over a remaining weighted average period of 2.3 years. Effective as of August 4, 2017, the Company entered into amendments to the employment agreements and certain stock option award agreements and restricted share award agreements whereby such awards will fully vest following a change in control (as defined in the executive’s employment agreement) only if the executive’s employment is terminated without cause or if the executive resigns for good reason (as such terms are defined in the executive’s employment agreement), in each case, at any time during the 24-month period following the change in control. Market Condition Restricted Shares – Stock Price Vesting “Inducement” grants of 96,000 and 17,000 shares of restricted Company common stock were awarded to Mr. Albright and Mr. Patten in 2011 and 2012, respectively. Mr. Albright’s restricted shares were granted outside of the 2010 Plan while Mr. Patten’s restricted shares were awarded under the 2010 Plan. The Company filed a registration statement with the Securities and Exchange Commission on Form S-8 to register the resale of Mr. Albright’s restricted stock under this award. The restricted shares vest in six increments based upon the price per share of the Company’s common stock during the term of their employment (or within sixty days after termination of employment by the Company without cause) meeting or exceeding the target trailing sixty-day average closing prices ranging from $36 per share for the first increment to $65 per share for the final increment. If any increment of the restricted shares fails to satisfy the applicable stock price condition prior to six years from the grant date, that increment of the restricted shares will be forfeited. As of September 30, 2017, four increments of Mr. Albright’s and Mr. Patten’s awards had vested. On August 1, 2017, the remaining 32,000 unvested “inducement” grant restricted shares, for the $60 and $65 price increments, awarded to Mr. Albright in 2011 expired without vesting. Additional grants of 2,500 and 3,000 shares of restricted Company common stock were awarded to Mr. Smith and another officer under the 2010 Plan, during the fourth quarter of 2014 and the first quarter of 2015, respectively. The restricted stock will vest in two increments based upon the price per share of Company common stock during the term of their employment (or within sixty days after termination of employment by the Company without cause), meeting or exceeding the target trailing sixty-day average closing prices of $60 per share and $65 per share for the two increments. If any increment of the restricted shares fails to satisfy the applicable stock price condition prior to six years from the grant date, that increment of the restricted shares will be forfeited. As of September 30, 2017, no increments of Mr. Smith’s or the other officer’s awards had vested. A grant of 94,000 shares of restricted Company common stock was awarded to Mr. Albright under the 2010 Plan during the second quarter of 2015 under a new five-year employment agreement. On February 26, 2016, 72,000 of these shares were surrendered due to an over-grant by the Company, of which 4,000 were re-granted on February 26, 2016 with identical terms of the surrendered restricted stock and 68,000 were permanently surrendered. The 26,000 shares of restricted Company common stock outstanding from these grants will vest in four increments based upon the price per share of Company common stock during the term of his employment (or within sixty days after termination of employment by the Company without cause), meeting or exceeding the target trailing thirty-day average closing prices ranging from $60 and $65 per share for the first two increments of 2,000 shares each, $70 per share for the third increment of 18,000 shares, and $75 per share for the fourth increment of 4,000 shares. If any increment of the restricted shares fails to satisfy the applicable stock price condition prior to January 28, 2021, that increment of the restricted shares will be forfeited. As of September 30, 2017, no increments of this award had vested. Pursuant to amendments to the employment agreements and certain restricted share award agreements entered into by the Company on February 26, 2016 and August 4, 2017, the restricted shares granted thereunder, if they are subject to performance-based vesting conditions, will fully vest following a change in control only if the executive’s employment is terminated without cause or if the executive resigns for good reason (as such terms are defined in the executive’s employment agreement), in each case, at any time during the 24-month period following the change in control (as defined in the executive’s employment agreement). The Company used a Monte Carlo simulation pricing model to determine the fair value of its awards that are based on market conditions. The determination of the fair value of market condition-based awards is affected by the Company’s stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the requisite performance term of the awards, the relative performance of the Company’s stock price and shareholder returns to companies in its peer group, annual dividends, and a risk-free interest rate assumption. Compensation cost is recognized regardless of the achievement of the market conditions, provided the requisite service period is met. A summary of the activity for these awards during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Market Condition Non-Vested Restricted Shares Shares Fair Value Outstanding at January 1, 2017 69,500 $ 27.03 Granted — — Vested — — Expired (32,000) 14.08 Forfeited — — Outstanding at September 30, 2017 37,500 $ 38.09 As of September 30, 2017, there is no unrecognized compensation cost related to market condition restricted stock. Three Year Vest Restricted Shares On January 22, 2014, the Company granted to certain employees 14,500 shares of restricted Company common stock under the 2010 Plan. One-third of the restricted shares vest on each of the first, second, and third anniversaries of the grant date, provided the grantee is an employee of the Company on those dates. In addition, any unvested portion of the restricted shares will vest upon a change in control. On January 28, 2015, the Company granted to certain employees, which did not include Mr. Albright, 11,700 shares of restricted Company common stock under the 2010 Plan. Additionally, on February 9, 2015, the Company granted 8,000 shares of restricted Company common stock to Mr. Albright under the 2010 Plan. One-third of both awards of restricted shares will vest on each of the first, second, and third anniversaries of the January 28, 2015 grant date, provided the grantee is an employee of the Company on those dates. In addition, any unvested portion of the restricted shares will vest upon a change in control. On January 27, 2016, the Company granted to certain employees 21,100 shares of restricted Company common stock under the 2010 Plan. One-third of the restricted shares will vest on each of the first, second, and third anniversaries of January 28, 2016, provided the grantee is an employee of the Company on those dates. In addition, any unvested portion of the restricted shares will vest upon a change in control. On January 25, 2017, the Company granted to certain employees 17,451 shares of restricted Company common stock under the 2010 Plan. One-third of the restricted shares will vest on each of the first, second, and third anniversaries of January 28, 2017 provided the grantee is an employee of the Company on those dates. In addition, any unvested portion of the restricted shares will vest upon a change in control. Effective as of August 4, 2017, the Company entered into amendments to the employment agreements and certain stock option award agreements and restricted share award agreements whereby such awards will fully vest following a change in control (as defined in the executive’s employment agreement) only if the executive’s employment is terminated without cause or if the executive resigns for good reason (as such terms are defined in the executive’s employment agreement), in each case, at any time during the 24-month period following the change in control. The Company’s determination of the fair value of the three year vest restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date, less the present value of expected dividends during the vesting period. Compensation cost is recognized on a straight-line basis over the vesting period. A summary of activity during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Fair Value Three Year Vest Non-Vested Restricted Shares Shares Per Share Outstanding at January 1, 2017 37,504 $ 47.53 Granted 17,451 55.06 Vested (17,298) 46.70 Expired — — Forfeited (267) 52.51 Outstanding at September 30, 2017 37,390 $ 51.39 As of September 30, 2017, there was approximately $1.3 million of unrecognized compensation cost, adjusted for estimated forfeitures, related to the three year vest non-vested restricted shares, which will be recognized over a remaining weighted average period of 1.8 years. Non-Qualified Stock Option Awards Pursuant to the Non-Qualified Stock Option Award Agreements between the Company and Messrs. Albright, Patten, and Smith, each of these Company employees was granted an option to purchase 50,000, 10,000, and 10,000 shares of Company common stock, in 2011, 2012, and 2014, respectively, under the 2010 Plan, with an exercise price per share equal to the fair market value on their respective grant dates. One-third of the options will vest on each of the first, second, and third anniversaries of their respective grant dates, provided the recipient is an employee of the Company on those dates. In addition, any unvested portion of the options will vest upon a change in control. The options expire on the earliest of: (a) the tenth anniversary of the grant date; (b) twelve months after the employee’s death or termination for disability; or (c) thirty days after the termination of employment for any reason other than death or disability. On January 23, 2013, the Company granted options to purchase 51,000 shares of the Company’s common stock under the 2010 Plan to certain employees of the Company, including 10,000 shares to Mr. Patten, with an exercise price per share equal to the fair market value at the date of grant. One-third of these options vested on each of the first, second, and third anniversaries of the grant date, provided the recipient was an employee of the Company on those dates. The options expire on the earliest of: (a) the fifth anniversary of the grant date; (b) twelve months after the employee’s death or termination for disability; or (c) thirty days after the termination of employment for any reason other than death or disability. On February 9, 2015, the Company granted to Mr. Albright an option to purchase 20,000 shares of the Company’s common stock under the 2010 Plan with an exercise price of $57.50. The option vested on January 28, 2016. The option expires on the earliest of: (a) January 28, 2025; (b) twelve months after the employee’s death or termination for disability; or (c) thirty days after the termination of employment for any reason other than death or disability. On May 20, 2015, the Company granted to Mr. Albright an option to purchase 40,000 shares of the Company’s common stock under the 2010 Plan, with an exercise price of $55.62. On February 26, 2016, this option was surrendered and an option to purchase 40,000 shares was granted on February 26, 2016 with identical terms. One-third of the option vested immediately and the remaining two-thirds will vest on January 28, 2017 and January 28, 2018, provided he is an employee of the Company on such dates. In addition, any unvested portion of the option will vest upon a change in control. The option expires on the earliest of: (a) January 28, 2025; (b) twelve months after the employee’s death or termination for disability; or (c) thirty days after the termination of employment for any reason other than death or disability. On June 29, 2015, the Company granted to an officer of the Company an option to purchase 10,000 shares of the Company’s common stock under the 2010 Plan, with an exercise price of $57.54. One-third of the option will vest on each of the first, second, and third anniversaries of the grant date, provided the recipient is an employee of the Company on such dates. In addition, any unvested portion of the option will vest upon a change in control. The option expires on the earliest of: (a) June 29, 2025; (b) twelve months after the employee’s death or termination for disability; or (c) thirty days after the termination of employment for any reason other than death or disability. Effective as of August 4, 2017, the Company entered into amendments to the employment agreements and certain stock option award agreements and restricted share award agreements whereby such awards will fully vest following a change in control (as defined in the executive’s employment agreement) only if the executive’s employment is terminated without cause or if the executive resigns for good reason (as such terms are defined in the executive’s employment agreement), in each case, at any time during the 24-month period following the change in control. The Company used the Black-Scholes valuation pricing model to determine the fair value of its non-qualified stock option awards. The determination of the fair value of the awards is affected by the stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the term of the awards, annual dividends, and a risk-free interest rate assumption. A summary of the activity for the awards during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Non-Qualified Stock Option Awards Shares Ex. Price (Years) Value Outstanding at January 1, 2017 113,500 $ 49.03 Granted — — Exercised (23,500) 34.95 Expired — — Forfeited — — Outstanding at September 30, 2017 90,000 $ 52.71 7.23 $ 662,700 Exercisable at January 1, 2017 76,600 $ 45.94 5.75 $ 573,181 Exercisable at September 30, 2017 69,600 $ 52.03 7.13 $ 559,340 A summary of the non-vested options for these awards during the nine months ended September 30, 2017, is presented below: Fair Value of Shares Non-Qualified Stock Option Awards Shares Vested Non-Vested at January 1, 2017 36,900 Granted — Vested (16,500) $ 924,066 Expired — Forfeited — Non-Vested at September 30, 2017 20,400 No options were granted during the nine months ended September 30, 2017. The total intrinsic value of options exercised during the nine months ended September 30, 2017 was approximately $451,000. As of September 30, 2017, there was approximately $141,000 of unrecognized compensation related to non-qualified, non-vested stock option awards, which will be recognized over a remaining weighted average period of 0.6 years. LIABILITY-CLASSIFIED STOCK COMPENSATION The Company previously had a stock option plan (the “2001 Plan”) pursuant to which 500,000 shares of the Company’s common stock were eligible for issuance. The 2001 Plan expired in 2010, and no new stock options may be issued under the 2001 Plan. Under the 2001 Plan, both stock options and stock appreciation rights were issued in prior years and such issuances were deemed to be liability-classified awards under the Share-Based Payment Topic of FASB ASC, which are required to be remeasured at fair value at each balance sheet date until the award is settled. A summary of share option activity under the 2001 Plan for the nine months ended September 30, 2017 is presented below: Stock Options Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Liability-Classified Stock Options Shares Ex. Price (Years) Value Outstanding at January 1, 2017 11,000 63.87 Granted — — Exercised — — Expired (5,000) 77.25 Forfeited — — Outstanding at September 30, 2017 6,000 $ 52.73 0.32 $ 44,040 Exercisable at September 30, 2017 6,000 $ 52.73 0.32 $ 44,040 In connection with the grant of non-qualified stock options, a stock appreciation right for each share covered by the option was also granted. The stock appreciation right entitles the optionee to receive a supplemental payment, which may be paid in whole or in part in cash or in shares of common stock, equal to a portion of the spread between the exercise price and the fair market value of the underlying shares at the time of exercise. No options were exercised during the nine months ended September 30, 2017. Stock Appreciation Rights Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Liability-Classified Stock Appreciation Rights Shares Fair Value (Years) Value Outstanding at January 1, 2017 11,000 1.33 Granted — — Exercised — — Expired (5,000) — Forfeited — — Outstanding at September 30, 2017 6,000 $ 4.08 0.32 $ 23,714 Exercisable at September 30, 2017 6,000 $ 4.08 0.32 $ 23,714 No stock appreciation rights were exercised during the nine months ended September 30, 2017. The fair value of each share option and stock appreciation right is estimated on the measurement date using the Black-Scholes option pricing model based on assumptions noted in the following table. Expected volatility is based on the historical volatility of the Company’s share price and other factors. The Company has elected to use the simplified method of estimating the expected term of the options and stock appreciation rights. Due to the small number of employees included in the 2001 Plan, the Company uses the specific identification method to estimate forfeitures and includes all participants in one group. The risk-free rate for periods within the contractual term of the share option is based on the United States Treasury rates in effect at the time of measurement. The Company issues new, previously unissued, shares as options are exercised. Following are assumptions used in determining the fair value of stock options and stock appreciation rights: Assumptions at: September 30, 2017 December 31, Expected Volatility 14.70 % 14.13 % Expected Dividends 0.27 % 0.22 % Expected Term 0.32 years 0.61 years Risk-Free Rate 1.06 % 0.66 % There were no stock options or stock appreciation rights granted under the 2001 Plan during the nine months ended September 30, 2017 or 2016. The liability for stock options and stock appreciation rights, valued at fair value, reflected on the consolidated balance sheets at September 30, 2017 and December 31, 2016, was approximately $70,000 and $42,000, respectively. These fair value measurements are based on Level 2 inputs based on Black-Scholes and market implied volatility. The Black-Scholes determination of fair value is affected by variables including stock price, expected stock price volatility over the term of the awards, annual dividends, and a risk-free interest rate assumption. Amounts recognized in the consolidated financial statements for stock options, stock appreciation rights, and restricted stock are as follows: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Accelerated Charge for Stock-Based Compensation $ — $ — $ — $ 1,649,513 Recurring Charge for Stock-Based Compensation 398,925 401,967 1,142,090 1,244,076 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 398,925 $ 401,967 $ 1,142,090 $ 2,893,589 Income Tax Expense Recognized in Income $ (150,283) $ (155,059) $ (286,676) $ (1,116,202) |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2017 | |
INCOME TAXES | |
INCOME TAXES | NOTE 17. INCOME TAXES The Company’s effective income tax rate was 38.7% and 43.7% for the nine months ended September 30, 2017 and 2016, respectively. The provision for income taxes reflects the Company’s estimate of the effective rate expected to be applicable for the full fiscal year, adjusted for any discrete events, which are reported in the period that they occur. During the third quarter of 2017, 32,000 shares of restricted Company common stock expired, which constituted a discrete event in which the total related stock compensation expense charged to earnings under GAAP of approximately $451,000, became permanently non-deductible for tax purposes as the expired shares will not vest. Accordingly, no income tax benefit was recorded related to the $451,000 of stock compensation expense. During the first quarter of 2016, 68,000 shares of restricted Company common stock were permanently surrendered, which constituted a discrete event in which the total related stock compensation expense charged to earnings under GAAP of approximately $2.3 million, of which approximately $1.6 million was recognized during the first quarter of 2016 and approximately $676,000 was recognized during the year ended December 31, 2015, became permanently non-deductible for tax purposes as the surrendered shares will not vest. Accordingly, no income tax benefit was recorded related to the approximately $2.3 million of stock compensation expense. The Company files a consolidated income tax return in the United States Federal jurisdiction and the states of Arizona, Colorado, California, Florida, Illinois, Georgia, Maryland, Massachusetts, North Carolina, Texas, and Washington. The Internal Revenue Service has audited the federal tax returns through the year 2012, with all proposed adjustments settled. The Florida Department of Revenue has audited the Florida tax returns through the year 2014, with all proposed adjustments settled. The Company recognizes all potential accrued interest and penalties to unrecognized tax benefits in income tax expense. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 18. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company may be a party to certain legal proceedings, incidental to the normal course of its business. While the outcome of the legal proceedings cannot be predicted with certainty, the Company does not expect that these proceedings will have a material effect upon our financial condition or results of operations. On November 21, 2011, the Company, Indigo Mallard Creek LLC and Indigo Development LLC, as owners of the property leased to Harris Teeter, Inc. (“Harris Teeter”) in Charlotte, North Carolina, were served with pleadings filed in the General Court of Justice, Superior Court Division for Mecklenburg County, North Carolina, for a highway condemnation action involving this property. The proposed road modifications would impact access to the property. The Company does not believe the road modifications provided a basis for Harris Teeter to terminate the Lease. Regardless, in January 2013, the North Carolina Department of Transportation (“NCDOT”) proposed to redesign the road modifications to keep the all access intersection open for ingress with no change to the planned limitation on egress to the right-in/right-out only. Additionally, NCDOT and the City of Charlotte proposed to build and maintain a new access road/point into the property. Construction has begun and is not expected to be completed before mid-2018. Harris Teeter has expressed satisfaction with the redesigned project and indicated that it will not attempt to terminate its lease if this project is built as currently redesigned. Because the redesigned project will not be completed until late 2017 to mid-2018, the condemnation case has been placed in administrative closure. As a result, the trial and mediation will not likely be scheduled until requested by the parties, most likely in late 2018. Contractual Commitments – Expenditures In conjunction with the Company’s sale of approximately 3.4 acres of land to RaceTrac in December 2013, the Company agreed to reimburse RaceTrac for a portion of the costs for road improvements and the other costs associated with bringing multiple ingress/egress points to the entire 23-acre Williamson Crossing site, including the Company’s remaining 19.6 acres. The estimated cost for the improvements equals approximately $1.26 million and the Company’s commitment is to reimburse RaceTrac in an amount equal to the lesser of 77.5% of the actual costs or $976,500. The Company’s commitment to fund the improvement costs benefiting the remaining acres of Company land can be paid over five years from sales of the remaining land or at the end of the fifth year. In 2013 the Company deposited $283,500 of cash in escrow related to the improvements, which is classified as restricted cash in the consolidated balance sheets. The total amount in escrow as of September 30, 2017 was approximately $287,000, including accrued interest. Accordingly, as of September 30, 2017, the remaining maximum commitment is approximately $689,000. In conjunction with the Company’s sale of approximately 18.1 acres of land to an affiliate of Sam’s Club (“Sam’s”) in December 2015, the Company agreed to reimburse Sam’s for a portion of their construction costs applicable to adjacent outparcels retained by the Company. As a result, in December 2015, the Company deposited $125,000 of cash in escrow related to construction work which is classified as restricted cash in the consolidated balance sheets. The total amount in escrow as of September 30, 2017 was approximately $125,000, including accrued interest. Accordingly, the Company’s maximum commitment related to the construction work benefitting the outparcels adjacent to Sam’s land parcel is approximately $125,000, to be paid from escrow upon completion. The Company’s total construction estimate related to the capital expenditures to renovate The Grove at Winter Park property in Winter Park, Florida, which includes increases for tenant improvements pursuant to leases as they are executed, totaled approximately $4.2 million as of September 30, 2017. The Company has incurred approximately $3.9 million of the total construction estimate as of September 30, 2017, leaving a remaining commitment of approximately $315,000. The Company executed an agreement for improvements at the grocery-anchored shopping center situated on approximately 10.3 acres in Fort Worth, Texas, known as the Westcliff property, during the three months ended June 30, 2017. Pursuant to the agreement, the total expected cost of the improvements is approximately $654,000, of which approximately $281,000 has been incurred as of September 30, 2017, leaving a remaining commitment of approximately $373,000. The Company leased space for its corporate offices at 1530 Cornerstone Blvd., Suite 100, Daytona Beach, Florida subject to a lease that expired on September 30, 2017. The Company elected to allow the lease to expire and relocate its corporate offices to the vacant approximately 7,700 square feet at 1140 N. Williamson Blvd., Suite 140, Daytona Beach, Florida, known as the Williamson Business Park, an income property owned by the Company. The Company completed the build-out of the new office space and has relocated its corporate offices as of September 30, 2017. The Company incurred a total of approximately $761,000 to complete the build-out which was comprised of approximately $233,000 to build-out the shell and approximately $528,000 in tenant improvements. The Company’s savings in base rent that will no longer be paid totals approximately $128,000 per year. In conjunction with the Company’s development of two income properties, both restaurants, on the beach parcel as described in Note 4, “Land and Subsurface Interests,” the Company has executed multiple contracts with third-parties to perform the work necessary to prepare the site, construct the restaurants, and acquire the related furniture and equipment. Pursuant to the leases with the tenants of the two restaurant properties, LandShark Bar & Grill and Cocina 214 Restaurant & Bar, and based on the Company’s current cost estimates, the total estimated cost to improve the land and develop the income properties is approximately $6.9 million. Through September 30, 2017, the Company has incurred approximately $2.2 million of the total estimated cost which is included in Construction in Progress on the Company’s consolidated balance sheet, leaving a remaining commitment of approximately $4.8 million. The Company expects the development of the two restaurant properties to be completed in time for the tenants to commence operations during January of 2018. Upon completion of the construction of the two income properties and commencement of the tenant leases, the total investment in the beach parcel will be classified as Income Properties, Land, Building, and Improvements, within the Property, Plant, and Equipment classification on the Company’s consolidated balance sheet. Contractual Commitments – Land Pipeline As of October 30, 2017, the Company’s pipeline of potential land sales transactions, including the terms of an executed non-binding term sheet to form a joint venture with an institutional investor to establish a mitigation bank on a parcel of our land (the “Mitigation Bank”), included the following twelve potential transactions with eleven different buyers, representing more than 5,800 acres or approximately 72% of our land holdings: No. of Amount Price Estimated Transaction (Buyer) Acres ($000's) per Acre Timing 1 Commercial/Retail - East of I-95 (2) 123 $ 29,250 $ '18 - '19 2 Residential (AR) - Minto II - West of I-95 1,614 26,500 '18 3 Residential (SF) - ICI Homes II - West of I-95 1,016 21,000 '19 4 Mixed-Use Retail - North American - East of I-95 62 16,963 273,000 '17 - '18 5 Mitigation Bank - Term Sheet - West of I-95 (1) 2,492 15,000 '18 6 Commercial/Retail - Buc'ees - East of I-95 (2) 35 14,000 '18 7 Commercial/Retail - East of I-95 21 5,777 '17 - '18 8 Distribution/Warehouse - East of I-95 71 5,000 '18 - '19 9 Residential (Multi-Family) - East of I-95 (3) 45 5,200 '18 - '19 10 Residential (SF) - West of I-95 (4) 200 3,324 '18 11 Commercial/Retail - Specialty Grocer - East of I-95 9 2,700 '18 12 Residential (SF) - ICI Homes - West of I-95 146 1,400 '19 Total (Average) 5,834 $ 146,114 $ (1) The amount for the Mitigation Bank represents the amount in the term sheet for buyer’s acquisition of approximately 70% of the joint venture that owns the Mitigation Bank, with the Company retaining 30%. (2) Land sales transactions which require the Company to incur the cost to provide the requisite mitigation credits necessary for obtaining the applicable regulatory permits for the buyer, with such costs representing either our basis in the credits that we own, or potentially up to 5% - 10% of the contract amount noted. (3) The acres and amount include the buyer’s option to acquire approximately 19 acres for approximately $2.0 million, in addition to the base contract of approximately 26 acres for approximately $3.2 million. (4) The acres and amount include the buyer’s option to acquire approximately 71 acres for approximately $574,000, in addition to the base contract of approximately 129 acres for approximately $2.75 million. As noted above, these agreements contemplate closing dates ranging from the fourth quarter of 2017 through fiscal year 2019, and although some of the transactions may close in 2017, the buyers are not contractually obligated to close until after 2017. Each of the transactions are in varying stages of due diligence by the various buyers including, in some instances, having made submissions to the planning and development departments of the City of Daytona Beach, and other permitting activities with other applicable governmental authorities including wetlands permits from the St. John’s River Water Management District and the U.S. Army Corps of Engineers and traffic analysis with the Florida Department of Transportation and Volusia County. In addition to other customary closing conditions, the majority of these transactions are conditioned upon the receipt of approvals or permits from those various governmental authorities, as well as other matters that are beyond our control. If such approvals are not obtained, the prospective buyers may have the ability to terminate their respective agreements prior to closing. As a result, there can be no assurances regarding the likelihood or timing of any one of these potential land transactions being completed or the final terms thereof, including the sales price. Other Matters In connection with a certain land sale contract to which the Company is a party, the purchaser’s pursuit of customary development entitlements gave rise to an inquiry by federal regulatory agencies regarding prior agricultural activities by the Company on such land. During the second quarter of 2015, we received a written information request regarding such activities. We submitted a written response to the information request along with supporting documentation. During the fourth quarter of 2015, based on discussions with the agency, a penalty related to this matter was deemed probable, and accordingly the estimated penalty of $187,500 was accrued as of December 31, 2015, for which payment was made during the quarter ended September 30, 2016. Also during the fourth quarter of 2015, the agency advised the Company that the resolution to the inquiry would likely require the Company to incur costs associated with wetlands restoration relating to approximately 148.4 acres of the Company’s land. At December 31, 2015, the Company’s third-party environmental engineers estimated the cost for such restoration activities to range from approximately $1.7 million to approximately $1.9 million. Accordingly, as of December 31, 2015, the Company accrued an obligation of approximately $1.7 million, representing the low end of the estimated range of possible restoration costs, and included such estimated costs on the consolidated balance sheets as an increase in the basis of our land and development costs associated with those and benefitting surrounding acres. As of June 30, 2016, the final proposal from the Company’s third-party environmental engineer was received reflecting a total cost of approximately $2.0 million. Accordingly, an increase in the accrual of approximately $300,000 was made during the second quarter of 2016. The Company has funded approximately $1.2 million of the total $2.0 million of estimated costs through September 30, 2017. The Company believes there is at least a reasonable possibility that the estimated remaining liability of approximately $840,000 could change within one year of the date of the consolidated financial statements, which in turn could have a material impact on the Company’s consolidated balance sheets and future cash flows. The Company evaluates its estimates on an ongoing basis; however, actual results may differ from those estimates. During the first quarter of 2017, the Company completed the sale of approximately 1,581 acres of land to Minto Communities LLC which acreage represents a portion of the Company’s remaining $840,000 obligation. Accordingly, the Company deposited $423,000 of cash in escrow to secure performance on the obligation. The funds in escrow can be drawn upon completion of certain milestones including completion of restoration and annual required monitoring. Additionally, resolution of the regulatory matter required the Company to apply for an additional permit pertaining to an additional approximately 54.66 acres, which permit may require mitigation activities which the Company anticipates could be satisfied through the utilization of existing mitigation credits owned by the Company or the acquisition of mitigation credits. Resolution of this matter allowed the Company to obtain certain permits from the applicable federal or state regulatory agencies needed in connection with the closing of the land sale contract that gave rise to this matter. As of June 30, 2017, the Company determined approximately 36 mitigation credits were required to be utilized, which represents approximately $298,000 in cost basis of the Company’s mitigation credits. Accordingly, the Company transferred the mitigation credits through a charge to direct cost of revenues of real estate operations during the three months ended June 30, 2017, thereby resolving the required mitigation activities related to the approximately 54.66 acres. In addition, in connection with other land sale contracts to which the Company is or may become a party, the pursuit of customary development entitlements by the potential purchasers may require the Company to utilize or acquire mitigation credits for the purpose of obtaining certain permits from the applicable federal or state regulatory agencies. Any costs incurred in connection with utilizing or acquiring such credits would be incorporated into the basis of the land under contract and, accordingly, no amounts related to such potential future costs have been accrued as of September 30, 2017. During the period from the fourth quarter of 2015 through the first quarter of 2017, the Company received communications from Wintergreen Advisers, LLC (“Wintergreen”), some of which have been filed publicly. In investigating Wintergreen’s allegations contained in certain communications, pursuing the strategic alternatives process suggested by Wintergreen, and engaging in a proxy contest, the Company has incurred costs of approximately $3.0 million, to date, through September 30, 2017. Approximately $1.6 million of the approximately $3.0 million was incurred during the nine months ended September 30, 2017, of which approximately $1.2 million is specifically for legal representation and third party costs related to the proxy contest. None of Wintergreen’s allegations regarding inadequate disclosure or other wrong-doings by the Company or its directors or officers were found to have any basis or merit. |
BUSINESS SEGMENT DATA
BUSINESS SEGMENT DATA | 9 Months Ended |
Sep. 30, 2017 | |
BUSINESS SEGMENT DATA | |
BUSINESS SEGMENT DATA | NOTE 19. BUSINESS SEGMENT DATA The Company operates in four primary business segments: income properties, commercial loan investments, real estate operations, and golf operations. Our income property operations consist primarily of income-producing properties, and our business plan is focused on investing in additional income-producing properties. Our income property operations accounted for 78.7% and 70.3% of our identifiable assets as of September 30, 2017 and December 31, 2016, respectively, and 30.5% and 42.6% of our consolidated revenues for the nine months ended September 30, 2017 and 2016, respectively. As of September 30, 2017, we have four commercial loan investments including one fixed-rate and one variable–rate mezzanine commercial mortgage loan, a variable-rate B-Note representing a secondary tranche in a commercial mortgage loan, and a fixed-rate first mortgage loan. Our real estate operations primarily consist of revenues generated from land transactions and leasing, royalty income, and revenue from the release of surface entry rights from our Subsurface Interests. Our golf operations consist of a single property located in the City, with two 18-hole championship golf courses, a practice facility, and clubhouse facilities, including a restaurant and bar operation, fitness facility, and pro-shop with retail merchandise. The majority of the revenues generated by our golf operations are derived from members and public customers playing golf, club memberships, and food and beverage operations. The Company reports performance based on profit or loss from operations before income taxes. The Company’s reportable segments are strategic business units that offer different products. They are managed separately because each segment requires different management techniques, knowledge, and skills. Information about the Company’s operations in the different segments for the three and nine months ended September 30, 2017 and 2016 is as follows: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Revenues: Income Properties $ 7,928,258 $ 6,021,331 $ 22,566,505 $ 18,483,654 Commercial Loan Investments 637,801 534,212 1,727,449 2,050,507 Real Estate Operations 2,926,406 4,643,646 45,658,221 18,979,164 Golf Operations 797,420 1,001,368 3,655,877 3,877,923 Agriculture and Other Income 90,717 10,388 323,617 48,070 Total Revenues $ 12,380,602 $ 12,210,945 $ 73,931,669 $ 43,439,318 Operating Income: Income Properties $ 6,212,742 $ 4,590,689 $ 17,809,761 $ 14,672,265 Commercial Loan Investments 637,801 534,212 1,727,449 2,050,507 Real Estate Operations 2,467,237 3,386,463 30,249,674 14,340,299 Golf Operations (475,227) (301,552) (517,367) (276,761) Agriculture and Other Income 71,843 (42,506) 233,770 (105,529) General and Corporate Expense (5,156,947) 7,712,203 (14,856,020) (3,675,088) Total Operating Income $ 3,757,449 $ 15,879,509 $ 34,647,267 $ 27,005,693 Depreciation and Amortization: Income Properties $ 3,053,295 $ 1,866,162 $ 8,848,101 $ 5,571,785 Golf Operations 97,959 64,676 258,649 201,944 Agriculture and Other 9,915 14,622 32,684 44,657 Total Depreciation and Amortization $ 3,161,169 $ 1,945,460 $ 9,139,434 $ 5,818,386 Capital Expenditures: Income Properties $ 2,829,567 $ 49,751,977 $ 47,515,911 $ 52,604,951 Golf Operations 237,560 4,500 2,112,060 17,661 Agriculture and Other 10,558 2,465 61,586 18,332 Total Capital Expenditures $ 3,077,685 $ 49,758,942 $ 49,689,557 $ 52,640,944 As of September 30, 2017 December 31, 2016 Identifiable Assets: Income Properties $ 343,740,067 $ 302,757,565 Commercial Loan Investments 26,984,350 24,032,885 Real Estate Operations 44,753,918 58,868,298 Golf Operations 5,877,837 3,675,842 Agriculture and Other 15,354,629 19,288,836 Total Assets $ 436,710,801 $ 408,623,426 Operating income represents income from continuing operations before loss on early extinguishment of debt, interest expense, investment income, and income taxes. General and corporate expenses are an aggregate of general and administrative expenses, impairment charges, depreciation and amortization expense, land lease termination, and gains (losses) on the disposition of assets. Identifiable assets by segment are those assets that are used in the Company’s operations in each segment. Other assets consist primarily of cash, property, plant, and equipment related to the other operations, as well as the general and corporate operations. |
RECENTLY ISSUED ACCOUNTING POLI
RECENTLY ISSUED ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2017 | |
RECENTLY ISSUED ACCOUNTING POLICIES | |
RECENTLY ISSUED ACCOUNTING POLICIES | NOTE 20. RECENTLY ISSUED ACCOUNTING POLICIES In May 2014, the FASB issued ASU 2014-09, which amends its guidance on the recognition and reporting of revenue from contracts with customers. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. The Company completed its evaluation of the provisions during the three months ended September 30, 2017 and has determined there will be no material impact on the Company’s revenue recognition within the consolidated financial statements. All required disclosures relating to ASU 2014-09 will be implemented as required by the standard. The Company will be adopting ASU 2014-09 effective January 1, 2018 utilizing the modified retrospective method. In January 2016, the FASB issued ASU 2016-01, relating to the recognition and measurement of financial assets and financial liabilities. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the provisions to determine the potential impact, if any, the adoption will have on its consolidated financial statements. The Company plans to implement ASU 2016-01 effective January 1, 2018. In February 2016, the FASB issued ASU 2016-02, which requires entities to recognize assets and liabilities that arise from financing and operating leases and to classify those finance and operating lease payments in the financing or operating sections, respectively, of the statement of cash flows. The amendments in this update are effective for annual reporting periods beginning after December 15, 2018. The Company is currently evaluating the provisions to determine the potential impact, if any, the adoption will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, which amends certain aspects of the stock-based compensation guidance. The amendments in this update are effective for annual reporting periods beginning after December 15, 2016. The Company adopted ASU 2016-09 effective January 1, 2017. In August 2016, the FASB issued ASU 2016-15, which clarifies the appropriate classification of certain cash receipts and payments in the statement of cash flows. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the provisions to determine the potential impact, if any, the adoption will have on its consolidated statements of cash flows. The Company plans to implement ASU 2016-15 effective January 1, 2018. In November 2016, the FASB issued ASU 2016-18, which addresses diversity in the classification and presentation of changes in restricted cash in the statement of cash flows as operating, investing, or financing activities. The Company is currently evaluating the provisions to determine the potential impact, if any, the adoption will have on its consolidated statements of cash flows. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017. The Company plans to implement ASU 2016-18 effective January 1, 2018 and will classify the changes in restricted cash between operating, investing, and financing in the consolidated statements of cash flows as applicable per the new guidance. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2017 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 21. SUBSEQUENT EVENTS On October 13, 2017, the Company completed the sale of approximately 5.1 acres located west of Interstate 95 for approximately $275,000, or approximately $54,000 per acre, resulting in an estimated gain of approximately $239,000, or $0.03 per share, after tax. On October 23, 2017, the Company sold two of its commercial loan investments secured by hotel properties in Atlanta, Georgia and Dallas, Texas. The Company sold these investments at a premium to par for proceeds of approximately $15.1 million on an aggregate principal value of $15.0 million. These loans were classified as held for sale on the Company’s consolidated balance sheet as of September 30, 2017. The Company utilized these proceeds to pay down the Credit Facility. On October 27, 2017, the Company acquired an approximately 212,000 square-foot building situated on approximately 18.9 acres in Hillsboro, Oregon which is approximately 100% leased to Wells Fargo Bank, N.A. under a triple-net lease. The purchase price was approximately $39.8 million, which was funded with the proceeds from certain 1031 transactions as well as cash from the Credit Facility. As of the acquisition date, the remaining term of the lease was approximately 8.2 years. As a result of this acquisition, the amount outstanding on the Credit Facility was approximately $60.5 million and the available borrowing capacity was approximately $39.5 million as of October 30, 2017. |
DESCRIPTION OF BUSINESS AND P32
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS | |
Interim Financial Information | Interim Financial Information The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited consolidated financial statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, which provides a more complete understanding of the Company’s accounting policies, financial position, operating results, business properties, and other matters. The unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to present fairly the financial position of the Company and the results of operations for the interim periods. The results of operations for the nine months ended September 30, 2017 are not necessarily indicative of results to be expected for the year ending December 31, 2017. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and other entities in which we have a controlling interest. Any real estate entities or properties included in the consolidated financial statements have been consolidated only for the periods that such entities or properties were owned or under control by us. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements. Noncontrolling interests in consolidated pass-through entities are recognized before income taxes. |
Use of Estimates in Preparation of Financial Statements | Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with 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, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand, bank demand accounts, and money market accounts having original maturities of 90 days or less. The Company’s bank balances as of September 30, 2017 include certain amounts over the Federal Deposit Insurance Corporation limits. |
Restricted Cash | Restricted Cash Restricted cash totaled approximately $7.0 million at September 30, 2017 of which approximately $5.5 million of cash is being held in escrow, to be reinvested through the like-kind exchange structure into one or more income properties. Approximately $415,000 is being held in a reserve account primarily for property taxes and insurance escrows in connection with our financing of two properties acquired in January 2013; approximately $836,000 is being held in three separate escrow accounts related to three separate land transactions of which one closed in each of December 2013, December 2015, and February 2017; approximately $127,000 is being held in a reserve for interest and property taxes for the $3.0 million first mortgage loan investment originated in July 2017; and approximately $147,000 is being held in a capital replacement reserve account in connection with our financing of six income properties with Wells Fargo. |
Investment Securities | Investment Securities In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320, Investments – Debt and Equity Securities , the Company’s investments in debt and equity securities (“Investment Securities”) have been determined to be classified as available-for-sale. Available-for-sale securities are carried at fair value in the consolidated balance sheets, with the unrealized gains and losses, net of tax, reported in other comprehensive income. Realized gains and losses, and declines in value judged to be other-than-temporary related to equity securities, are included in investment income in the consolidated statements of operations. With respect to debt securities, when the fair value of a debt security classified as available-for-sale is less than its cost, management assesses whether or not: (i) it has the intent to sell the security or (ii) it is more likely than not that the Company will be required to sell the security before its anticipated recovery. If either of these conditions are met, the Company must recognize an other-than-temporary impairment through earnings for the differences between the debt security’s cost basis and its fair value, and such amount is included in investment income in the consolidated statements of operations. There were no other-than-temporary impairments during the three or nine months ended September 30, 2017 or 2016. The Company completed the disposition of its remaining position in Investment Securities during the three months ended March 31, 2016 resulting in a loss of approximately $576,000. There were no Investment Securities remaining as of September 30, 2017 or 2016. The cost of Investment Securities sold is based on the specific identification method. Interest and dividends on Investment Securities classified as available-for-sale are included in investment income in the consolidated statements of operations. The fair value of the Company’s available-for-sale equity securities were measured quarterly, on a recurring basis, using Level 1 inputs, or quoted prices for identical, actively traded assets. The fair value of the Company’s available-for-sale debt securities were measured quarterly, on a recurring basis, using Level 2 inputs. |
Derivative Financial Instruments and Hedging Activity | Derivative Financial Instruments and Hedging Activity Interest Rate Swap. During the year ended December 31, 2016, in conjunction with the variable-rate mortgage loan secured by our property located in Raleigh, North Carolina leased to Wells Fargo Bank, NA (“Wells Fargo”), the Company entered into an interest rate swap to fix the interest rate (the “Interest Rate Swap”). The Company accounts for its cash flow hedging derivative in accordance with FASB ASC Topic 815-20, Derivatives and Hedging . Depending upon the hedge’s value at each balance sheet date, the derivative is included in either Other Assets or Accrued and Other Liabilities on the consolidated balance sheet at its fair value. On the date the Interest Rate Swap was entered into, the Company designated the derivative as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liability. The Company formally documented the relationship between the hedging instrument and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transaction. At the hedge’s inception, the Company formally assessed whether the derivative that is used in hedging the transaction is highly effective in offsetting changes in cash flows of the hedged item, and we will continue to do so on an ongoing basis. As the terms of the Interest Rate Swap and the associated debt are identical, the Interest Rate Swap qualifies for the shortcut method, therefore, it is assumed that there is no hedge ineffectiveness throughout the entire term of the Interest Rate Swap. Changes in fair value of the Interest Rate Swap that are highly effective and designated and qualified as a cash-flow hedge are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged item. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of the Company’s financial assets and liabilities including cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued and other liabilities at September 30, 2017 and December 31, 2016, approximate fair value because of the short maturity of these instruments. The carrying amount of the Company’s investments in variable rate commercial loans approximates fair value at September 30, 2017 and December 31, 2016, since the floating rates of the loans reasonably approximate current market rates for notes with similar risks and maturities. The carrying value of the Company’s credit facility approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loan investment, mortgage notes, and convertible debt is measured at fair value based on current market rates for financial instruments with similar risks and maturities. See Note 6, “Fair Value of Financial Instruments.” |
Fair Value Measurements | Fair Value Measurements The Company’s estimates of fair value of financial and non-financial assets and liabilities is based on the framework established by GAAP. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. GAAP describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: · Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. · Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. |
Classification of Commercial Loan Investments | Classification of Commercial Loan Investments Loans held for investment are stated at the principal amount outstanding and include the unamortized deferred loan fees offset by any applicable unaccreted purchase discounts and origination fees, if applicable. Loans held for sale are classified separately and stated at the lower of cost or fair value once a decision has been made to sell loans not previously for sale. See Note 3, “Commercial Loan Investments” for two loans classified as held for sale as of September 30, 2017. |
Commercial Loan Investment Impairment | Commercial Loan Investment Impairment For each of the Company’s commercial loans held for investment, the Company evaluates the performance of the collateral property and the financial and operating capabilities of the borrower/guarantor, in part to assess whether any deterioration in the credit has occurred, and for possible impairment of the loan. Impairment would reflect the Company’s determination that it is probable that all amounts due according to the contractual terms of the loan would not be collected. Impairment is measured based on the present value of the expected future cash flows from the loan discounted at the effective rate of the loan or the fair value of the collateral. Upon measurement of impairment, the Company would record an allowance to reduce the carrying value of the loan with a corresponding recognition of loss in the results of operations. Significant exercise of judgment is required in determining impairment, including assumptions regarding the estimate of expected future cash flows, collectability of the loan, the value of the underlying collateral and other provisions including guarantees. The Company has determined that, as of September 30, 2017 and December 31, 2016, no allowance for impairment was required. |
Recognition of Interest Income from Commercial Loan Investments | Recognition of Interest Income from Commercial Loan Investments Interest income on commercial loan investments includes interest payments made by the borrower and the accretion of purchase discounts and loan origination fees, offset by the amortization of loan costs. Interest payments are accrued based on the actual coupon rate and the outstanding principal balance, and purchase discounts and loan origination fees are accreted into income using the effective yield method, adjusted for prepayments. |
Impact Fees and Mitigation Credits | Impact Fees and Mitigation Credits Impact fees and mitigation credits are stated at historical cost. As these assets are sold, the related revenues and cost basis are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. |
Accounts Receivable | Accounts Receivable Accounts receivable related to income properties, which are classified in other assets on the consolidated balance sheets, primarily consist of tenant reimbursable expenses. Receivables related to tenant reimbursable expenses totaled approximately $303,000 and $125,000 as of September 30, 2017 and December 31, 2016, respectively. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled approximately $2.4 million and $3.8 million as of as of September 30, 2017 and December 31, 2016, respectively. As more fully described in Note 9, “Other Assets,” these accounts receivable are primarily related to the reimbursement of certain infrastructure costs completed by the Company in conjunction with two land sale transactions that closed during the fourth quarter of 2015. Trade accounts receivable primarily consist of receivables related to the golf operations, which are classified in other assets on the consolidated balance sheets. Trade accounts receivable related to golf operations, which primarily consist of amounts due from members or from private events, totaled approximately $219,000 and $326,000 as of September 30, 2017 and December 31, 2016, respectively. The collectability of the aforementioned receivables is determined based on the aging of the receivable and a review of the specifically identified accounts using judgments. As of September 30, 2017 and December 31, 2016, no allowance for doubtful accounts was required. |
Purchase Accounting for Acquisitions of Real Estate Subject to a Lease | Purchase Accounting for Acquisitions of Real Estate Subject to a Lease In accordance with the FASB guidance on business combinations, the fair value of the real estate acquired with in-place leases is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, the value of in-place leases, and the value of leasing costs, based in each case on their relative fair values. The fair value of the tangible assets of an acquired leased property is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land, building and tenant improvements based on the determination of the fair values of these assets. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases, and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease, including the probability of renewal periods. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the option whereby the Company amortizes the value attributable to the renewal over the renewal period. The aggregate value of other acquired intangible assets, consisting of in-place leases, is measured by the excess of (i) the purchase price paid for a property after adjusting existing in-place leases to market rental rates over (ii) the estimated fair value of the property as-if-vacant, determined as set forth above. The value of in-place leases exclusive of the value of above-market and below-market in-place leases is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition. Prior to October 1, 2016, the Company determined that income property purchases subject to a lease, whether that lease is in-place or originated at the time of acquisition, qualify as a business combination, and acquisition costs were expensed in the period the transaction closes. In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations which clarified the definition of a business. Pursuant to ASU 2017-01, the acquisition of an income property subject to a lease no longer qualifies as a business combination, but rather an asset acquisition. The Company early adopted ASU 2017-01 effective October 1, 2016 on a prospective basis. Accordingly, for income property acquisitions during the fourth quarter of 2016 and during 2017, acquisition costs have been capitalized. |
Sales of Real Estate | Sales of Real Estate Gains and losses on sales of real estate are accounted for as required by FASB ASC Topic 976-605-25, Accounting for Real Estate . The Company recognizes revenue from the sale of real estate at the time the sale is consummated, unless the property is sold on a deferred payment plan and the initial payment does not meet established criteria, or the Company retains some form of continuing involvement in the property. As market information becomes available, real estate cost basis is analyzed and recorded at the lower of cost or market. |
Income Taxes | Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred income taxes result primarily from the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, see Note 17, “Income Taxes.” In June 2006, the FASB issued additional guidance, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements included in income taxes. The interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The interpretation also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. In accordance with FASB guidance included in income taxes, the Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported. Additionally, the Company believes that its accruals for tax liabilities are adequate. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to the FASB guidance. |
INCOME PROPERTIES (Tables)
INCOME PROPERTIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INCOME PROPERTIES | |
Schedule of income properties acquired | The properties acquired during the nine months ended September 30, 2017 are described below: Property Remaining Lease Tenant Description Tenant Type Property Date of Square-Feet Property Purchase Price Percentage Term (in years) Staples, Inc. (an affiliate of) Single-Tenant Sarasota, Florida 01/27/17 1.2 $ 4,075,000 5.0 Grocery-Anchored Shopping Center (Westcliff) Multi-Tenant Fort Worth, Texas 03/01/17 10.3 15,000,000 4.1 JoAnn Stores, Inc. Single-Tenant Boston, Massachusetts 04/06/17 2.6 6,315,000 11.8 LA Fitness Single-Tenant Tampa, Florida 04/28/17 45,000 5.3 14,650,000 13.9 228,520 $ 40,040,000 |
COMMERCIAL LOAN INVESTMENTS (Ta
COMMERCIAL LOAN INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
COMMERCIAL LOAN INVESTMENTS | |
Schedule of loans classified as held for sale | Date of Maturity Original Face Current Face Lower of Cost Description Investment Date Amount Amount or Market Coupon Rate Mezz – Hotel – Atlanta, GA January 2014 February 2019 $ 5,000,000 $ 5,000,000 $ 5,000,000 12.00% Mezz – Hotel, Dallas, TX September 2014 September 2018 10,000,000 10,000,000 10,000,000 30 day LIBOR Total $ 15,000,000 $ 15,000,000 $ 15,000,000 |
Schedule of components of commercial loan investment portfolio | The portion of the Company’s commercial loan investment portfolio held for investment was comprised of the following at September 30, 2017: Date of Maturity Original Face Current Face Carrying Description Investment Date Amount Amount Value Coupon Rate B-Note – Retail Shopping Center, Sarasota, FL May 2014 June 2018 $ 8,960,467 $ 8,960,467 $ 8,960,467 30 ‑day LIBOR First Mortgage - Land Parcel, Daytona Beach, FL July 2017 August 2018 3,000,000 3,000,000 2,950,144 11.00% Total $ 11,960,467 $ 11,960,467 $ 11,910,611 The carrying value of the commercial loan investment portfolio at September 30, 2017 consisted of the following: Total Current Face Amount $ 11,960,467 Unamortized Fees — Unaccreted Origination Fees (49,856) Total Commercial Loan Investments $ 11,910,611 The Company’s commercial loan investment portfolio was comprised of the following at December 31, 2016: Date of Maturity Original Face Current Face Carrying Description Investment Date Amount Amount Value Coupon Rate Mezz – Hotel – Atlanta, GA January 2014 February 2019 $ 5,000,000 $ 5,000,000 $ 5,000,000 12.00% B-Note – Retail Shopping Center, Sarasota, FL May 2014 June 2017 8,960,467 8,960,467 8,960,467 30 day LIBOR Mezz – Hotel, Dallas, TX September 2014 September 2017 10,000,000 10,000,000 10,000,000 30 day LIBOR Total $ 23,960,467 $ 23,960,467 $ 23,960,467 |
LAND AND SUBSURFACE INTERESTS (
LAND AND SUBSURFACE INTERESTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
LAND AND SUBSURFACE INTERESTS | |
Schedule of components of real estate operations revenue | Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Revenue Description ($000's) ($000's) ($000's) ($000's) Land Sales Revenue $ — $ 318 $ 39,564 $ 508 Tomoka Town Center - Percentage of Completion Revenue — 3,654 — 16,456 Revenue from Reimbursement of Infrastructure Costs — — 1,276 — Impact Fee and Mitigation Credit Sales 548 209 1,987 481 Subsurface Revenue 2,374 463 2,827 1,535 Fill Dirt and Other Revenue 4 — 4 — Total Real Estate Operations Revenue $ 2,926 $ 4,644 $ 45,658 $ 18,980 |
Summary of land sales | During the nine months ended September 30, 2017, a total of approximately 1,669 acres were sold for approximately $39.6 million, as described below: Gross Sales Price per Acre Gain Date of No. of Price ($ Rounded on Sale Buyer (or Description) Location Sale Acres ($000's) 000's) ($000's) 1 Minto Communities, LLC West of I-95 02/10/17 1,581.00 $ 27,151 $ $ 20,041 2 Commercial East of I-95 03/22/17 6.35 1,556 11 Subtotal - Q1 2017 1,587.35 28,707 20,052 3 Commercial East of I-95 04/05/17 27.50 3,218 2,955 4 Commercial East of I-95 04/13/17 4.50 1,235 13 5 Commercial West of I-95 04/25/17 30.00 2,938 627 6 NADG - Parcel B-I (FPII) East of I-95 06/27/17 19.43 3,467 3,263 (1) Subtotal - Q2 2017 81.43 10,858 6,858 YTD Q3 2017 1,668.78 $ 39,565 $ $ 26,910 (1) The gain of approximately $3.3 million on the Third NADG Land Sale includes an infrastructure reimbursement payment of approximately $955,000 received in conjunction with the closing on June 27, 2017. A total of 4.5 acres were sold during the three months ended September 30, 2016 for approximately $205,000. A total of approximately 12.0 acres were sold during the nine months ended September 30, 2016 for approximately $2.4 million as described below: Gross Sales Gain Date of No. of Price (1) Price on Sale Buyer (or Description) Location Sale Acres ($000's) per Acre ($000's) 1 Commercial / Retail East of I-95 02/12/16 3.1 $ 190 $ $ 145 2 NADG - OutParcel East of I-95 03/30/16 4.4 2,000 1,304 Subtotal - Q1 2016 7.50 2,190 1,449 3 Minto Sales Center West of I-95 09/27/16 4.50 205 126 Subtotal - Q3 2016 4.50 205 126 YTD Q3 2016 12.0 $ 2,395 $ $ 1,575 (1) Land Sales Revenue for the nine months ended September 30, 2016 is equal to the Gross Sales Price of land sales of $2.40 million, less the $2.0 million sales price for the NADG – OutParcel, as the NADG – OutParcel revenue is included in Tomoka Town Center – Percentage of Completion Revenue, plus approximately $113,000 of incentives received and earned during the three months ended September 30, 2016 related to the Distribution Center sale which closed during 2014. |
Schedule of lease payments on respective acreages and drilling penalties received | Acreage Lease Year (Approximate) Florida County Lease Payment (1) Drilling Penalty (1) Lease Year 1 - 9/23/2011 - 9/22/2012 136,000 Lee and Hendry $ 913,657 $ — Lease Year 2 - 9/23/2012 - 9/22/2013 136,000 Lee and Hendry 922,114 — Lease Year 3 - 9/23/2013 - 9/22/2014 82,000 Hendry 3,293,000 1,000,000 Lease Year 4 - 9/23/2014 - 9/22/2015 42,000 Hendry 1,866,146 600,000 Lease Year 5 - 9/23/2015 - 9/22/2016 25,000 Hendry 1,218,838 175,000 Lease Year 6 - 9/23/2016 - 9/22/2017 15,000 Hendry 806,683 150,000 Lease Year 7 - 9/23/2017 - 9/22/2018 15,000 Hendry 806,683 50,000 Total Payments Received to Date $ 9,827,121 $ 1,975,000 (1) Generally, cash payment for the Lease Payment and Drilling Penalty is received on or before the first day of the lease year. The Drilling Penalty, which is due within thirty days from the end of the prior lease year, is recorded as revenue when received, while the Lease Payment is recognized on a straight-line basis over the respective lease term. Pursuant to the amendment for the Year 7 renewal, the Lease Payment and Drilling Penalty were both received on October 11, 2017. See separate disclosure of revenue recognized per period below. |
INVESTMENT SECURITIES (Tables)
INVESTMENT SECURITIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INVESTMENT SECURITIES | |
Schedule of gains and losses recognized on sale of investment securities | For the nine months ended September 30, 2017 2016 Proceeds from the Disposition of Debt Securities $ — $ 827,738 Cost Basis of Debt Securities Sold — (843,951) Loss recognized in Statement of Operations on the Disposition of Debt Securities $ — $ (16,213) Proceeds from the Disposition of Equity Securities — 5,424,624 Cost Basis of Equity Securities Sold — (5,983,978) Gain (Loss) recognized in Statement of Operations on the Disposition of Equity Securities $ — $ (559,354) Total Gain (Loss) recognized in Statement of Operations on the Disposition of Debt and Equity Securities $ — $ (575,567) |
FAIR VALUE OF FINANCIAL INSTR37
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
Schedule of carrying value and estimated fair value of financial instruments | September 30, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Value Fair Value Value Fair Value Cash and Cash Equivalents - Level 1 $ 5,944,544 $ 5,944,544 $ 7,779,562 $ 7,779,562 Restricted Cash - Level 1 7,027,196 7,027,196 9,855,469 9,855,469 Commercial Loan Investments - Level 2 11,910,611 12,025,860 23,960,467 24,228,242 Commercial Loan Investments - Held for Sale - Level 2 15,000,000 15,181,779 — — Long-Term Debt - Level 2 173,651,530 178,222,572 166,245,201 171,111,337 |
Schedule of fair value of assets measured on recurring basis by Level | The following table presents the fair value of assets measured on a recurring basis by Level as of September 30, 2017: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets Significant Other Unobservable September 30, for Identical Observable Inputs Inputs 2017 Assets (Level 1) (Level 2) (Level 3) Cash Flow Hedge - Interest Rate Swap $ 409,985 $ — $ 409,985 $ — Total $ 409,985 $ — $ 409,985 $ — The following table presents the fair value of assets measured on a recurring basis by Level as of December 31, 2016: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets Significant Other Unobservable December 31, for Identical Observable Inputs Inputs 2016 Assets (Level 1) (Level 2) (Level 3) Cash Flow Hedge - Interest Rate Swap $ 416,590 $ — $ 416,590 $ — Total $ 416,590 $ — $ 416,590 $ — |
INTANGIBLE LEASE ASSETS AND L38
INTANGIBLE LEASE ASSETS AND LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | |
Schedule of components of intangible lease assets and liabilities | As of September 30, 2017 December 31, 2016 Intangible Lease Assets: Value of In-Place Leases $ 34,382,237 $ 30,978,776 Value of Above Market In-Place Leases 2,966,322 2,905,624 Value of Intangible Leasing Costs 8,480,647 7,010,192 Sub-total Intangible Lease Assets 45,829,206 40,894,592 Accumulated Amortization (10,018,472) (6,168,770) Sub-total Intangible Lease Assets—Net 35,810,734 34,725,822 Intangible Lease Liabilities (included in accrued and other liabilities): Value of Below Market In-Place Leases (34,882,965) (33,370,217) Sub-total Intangible Lease Liabilities (34,882,965) (33,370,217) Accumulated Amortization 4,855,971 2,852,166 Sub-total Intangible Lease Liabilities—Net (30,026,994) (30,518,051) Total Intangible Assets and Liabilities—Net $ 5,783,740 $ 4,207,771 |
Schedule of amortization of intangible assets and liabilities | Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended 9/30/2017 9/30/2016 9/30/2017 9/30/2016 ($000's) ($000's) ($000's) ($000's) Depreciation and Amortization Expense $ 1,201 $ 626 $ 3,479 $ 1,715 Increase to Income Properties Revenue (552) (559) (1,633) (1,722) Net Amortization of Intangible Assets and Liabilities $ 649 $ 67 $ 1,846 $ (7) |
Schedule of estimated future amortization and accretion of intangible lease assets and liabilities | Future Accretion Net Future Future to Income Amortization of Amortization Property Intangible Assets Year Ending December 31, Amount Revenue and Liabilities Remainder of 2017 $ 1,201,316 $ (551,619) $ 649,697 2018 4,805,264 (2,217,330) 2,587,934 2019 4,776,705 (2,212,206) 2,564,499 2020 4,335,284 (2,145,477) 2,189,807 2021 2,644,848 (2,296,332) 348,516 2022 2,026,921 (2,367,492) (340,571) Thereafter 13,789,831 (16,005,973) (2,216,142) Total $ 33,580,169 $ (27,796,429) $ 5,783,740 |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
OTHER ASSETS | |
Schedule of components of other assets | As of September 30, 2017 December 31, Income Property Tenant Receivables $ 303,326 $ 125,383 Income Property Straight-line Rent Adjustment 2,269,988 1,773,946 Interest Receivable from Commercial Loan Investments 73,739 72,418 Cash Flow Hedge - Interest Rate Swap 409,985 416,590 Infrastructure Reimbursement Receivables 2,381,038 3,844,236 Golf Operations Receivables 219,015 325,510 Deferred Deal Costs 357,108 745,878 Prepaid Expenses, Deposits, and Other 2,559,423 2,165,127 Total Other Assets $ 8,573,622 $ 9,469,088 |
COMMON STOCK AND EARNINGS PER40
COMMON STOCK AND EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
COMMON STOCK AND EARNINGS PER SHARE | |
Schedule of computation of earnings per share | Three Months Ended Nine Months Ended September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016 Income Available to Common Shareholders: Net Income Attributable to Consolidated-Tomoka Land Co. $ 966,900 $ 8,161,014 $ 17,392,200 $ 11,156,175 Weighted Average Shares Outstanding 5,513,327 5,662,933 5,548,644 5,700,316 Common Shares Applicable to Stock Options Using the Treasury Stock Method 9,266 4,009 16,630 9,920 Total Shares Applicable to Diluted Earnings Per Share 5,522,593 5,666,942 5,565,274 5,710,236 Per Share Information: Basic Net Income Attributable to Consolidated-Tomoka Land Co. $ 0.18 $ 1.44 $ 3.13 $ 1.96 Diluted Net Income Attributable to Consolidated-Tomoka Land Co. $ 0.18 $ 1.44 $ 3.13 $ 1.95 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
LONG-TERM DEBT | |
Schedule of outstanding indebtedness, at face value | As of September 30, 2017, the Company’s outstanding indebtedness, at face value, was as follows: Face Maturity Interest Value Debt Date Rate Credit Facility $ 41,000,000 September 2021 30 ‑day LIBOR Mortgage Note Payable (originated with UBS) (1) 7,300,000 February 2018 3.655% Mortgage Note Payable (originated with Wells Fargo) (2) 30,000,000 October 2034 4.330% Mortgage Note Payable (originated with Wells Fargo) (3) 25,000,000 April 2021 30 ‑day LIBOR 4.50% Convertible Senior Notes due 2020, net of discount 75,000,000 March 2020 4.500% Total Long-Term Face Value Debt $ 178,300,000 (1) Secured by the Company’s interest in the two-building office complex leased to Hilton Resorts Corporation. (2) Secured by the Company’s interest in six income properties. The mortgage loan carries a fixed rate of 4.33% per annum during the first ten years of the term, and requires payments of interest only during the first ten years of the loan. After the tenth anniversary of the effective date of the loan, the cash flows, as defined in the related loan agreement, generated by the underlying six income properties must be used to pay down the principal balance of the loan until paid off or until the loan matures. The loan is fully pre-payable after the tenth anniversary of the effective date of the loan. (3) Secured by the Company’s income property leased to Wells Fargo located in Raleigh, North Carolina. The mortgage loan has a 5-year term with two years interest only, and interest and a 25-year amortization for the balance of the term. The mortgage loan bears a variable rate of interest based on the 30-day LIBOR plus a rate of 190 basis points. The interest rate for this mortgage loan has been fixed through the use of an interest rate swap that fixed the rate at 3.17%. The mortgage loan can be prepaid at any time subject to the termination of the interest rate swap. |
Schedule of components of long-term debt | September 30, 2017 December 31, 2016 Due Within Due Within Total One Year Total One Year Credit Facility $ 41,000,000 $ — $ 34,300,000 $ — Mortgage Note Payable (originated with UBS) 7,300,000 7,300,000 7,300,000 — Mortgage Note Payable (originated with Wells Fargo) 30,000,000 — 30,000,000 — Mortgage Note Payable (originated with Wells Fargo) 25,000,000 — 25,000,000 — 4.50% Convertible Senior Notes due 2020, net of discount 71,769,432 — 70,880,581 — Loan Costs, net of accumulated amortization (1,417,902) — (1,235,380) — Total Long-Term Debt $ 173,651,530 $ 7,300,000 $ 166,245,201 $ — |
Schedule of payments applicable to reduction of principal amounts | Payments applicable to reduction of principal amounts as of September 30, 2017 will be required as follows: Year Ending December 31, Amount 2018 7,300,000 2019 — 2020 75,000,000 2021 66,000,000 2022 — Thereafter 30,000,000 Total Long-Term Debt - Face Value $ 178,300,000 |
Schedule of carrying value of long-term debt | The carrying value of long-term debt as of September 30, 2017 consisted of the following: Total Current Face Amount $ 178,300,000 Unamortized Discount on Convertible Debt (3,230,568) Loan Costs, net of accumulated amortization (1,417,902) Total Long-Term Debt $ 173,651,530 |
Schedule of interest expense on debt | Three Months Three Months Nine Months Nine Months Ended Ended Ended Ended 9/30/2017 9/30/2016 9/30/2017 9/30/2016 ($000's) ($000's) ($000's) ($000's) Interest Expense $ 1,771 $ 1,684 $ 5,164 $ 5,151 Amortization of Loan Costs 125 488 (1) 350 716 (1) Amortization of Discount on Convertible Notes 301 282 889 834 Capitalized Interest (124) — (124) — Total Interest Expense $ 2,073 $ 2,454 $ 6,279 $ 6,701 Total Interest Paid $ 2,588 $ 2,589 $ 6,026 $ 6,048 (1) Includes approximately $367,000 of unamortized loan costs which were written off and included in interest expense related to the $23.1 million mortgage loan assumed by the buyer upon closing the Portfolio Sale on September 16, 2016. |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
ACCRUED AND OTHER LIABILITIES | |
Schedule of components of accrued and other liabilities | As of September 30, 2017 December 31, Golf Course Lease $ — $ 2,226,527 Accrued Property Taxes 1,570,995 28,973 Golf $1 Round Surcharge 700,000 — Reserve for Tenant Improvements 419,302 398,621 Accrued Construction Costs 967,153 856,947 Accrued Interest 358,837 1,220,990 Environmental Reserve and Restoration Cost Accrual 969,005 1,505,757 Other 2,397,606 2,430,082 Total Accrued and Other Liabilities $ 7,382,898 $ 8,667,897 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
DEFERRED REVENUE | |
Schedule of components of deferred revenue | As of September 30, 2017 December 31, Deferred Oil Exploration Lease Revenue $ — $ 585,674 Prepaid Rent 978,160 1,068,972 Other Deferred Revenue 334,865 337,020 Total Deferred Revenue $ 1,313,025 $ 1,991,666 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Summary of share activity for all equity and liability classified stock compensation | A summary of share activity for all equity and liability classified stock compensation during the nine months ended September 30, 2017, is presented below: Shares Vested / Shares Outstanding Granted Exercised Expired Forfeited Outstanding Type of Award at 1/1/2017 Shares Shares Shares Shares at 9/30/2017 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting — 12,635 — — — 12,635 Equity Classified - Market Condition Restricted Shares - Stock Price Vesting 69,500 — — (32,000) — 37,500 Equity Classified - Three Year Vest Restricted Shares 37,504 17,451 (17,298) — (267) 37,390 Equity Classified - Non-Qualified Stock Option Awards 113,500 — (23,500) — — 90,000 Liability Classified - Stock Options and Stock Appreciation Rights 11,000 — — (5,000) — 6,000 Total Shares 231,504 30,086 (40,798) (37,000) (267) 183,525 |
Summary of stock appreciation rights activity | Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Liability-Classified Stock Appreciation Rights Shares Fair Value (Years) Value Outstanding at January 1, 2017 11,000 1.33 Granted — — Exercised — — Expired (5,000) — Forfeited — — Outstanding at September 30, 2017 6,000 $ 4.08 0.32 $ 23,714 Exercisable at September 30, 2017 6,000 $ 4.08 0.32 $ 23,714 |
Schedule of assumptions used in determining the fair value of stock options and stock appreciation rights | Assumptions at: September 30, 2017 December 31, Expected Volatility 14.70 % 14.13 % Expected Dividends 0.27 % 0.22 % Expected Term 0.32 years 0.61 years Risk-Free Rate 1.06 % 0.66 % |
Schedule of amounts recognized for stock options, stock appreciation rights, and restricted stock | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Accelerated Charge for Stock-Based Compensation $ — $ — $ — $ 1,649,513 Recurring Charge for Stock-Based Compensation 398,925 401,967 1,142,090 1,244,076 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 398,925 $ 401,967 $ 1,142,090 $ 2,893,589 Income Tax Expense Recognized in Income $ (150,283) $ (155,059) $ (286,676) $ (1,116,202) |
Peer Group Market Condition Vesting | |
Summary of nonvested stock award activity | A summary of activity during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Performance Shares with Market Conditions Shares Fair Value Outstanding at January 1, 2017 — $ — Granted 12,635 55.66 Vested — — Expired — — Forfeited — — Outstanding at September 30, 2017 12,635 $ 55.66 |
Stock Price Vesting | |
Summary of nonvested stock award activity | A summary of the activity for these awards during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Market Condition Non-Vested Restricted Shares Shares Fair Value Outstanding at January 1, 2017 69,500 $ 27.03 Granted — — Vested — — Expired (32,000) 14.08 Forfeited — — Outstanding at September 30, 2017 37,500 $ 38.09 |
Three-Year Vesting | |
Summary of nonvested stock award activity | A summary of activity during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Fair Value Three Year Vest Non-Vested Restricted Shares Shares Per Share Outstanding at January 1, 2017 37,504 $ 47.53 Granted 17,451 55.06 Vested (17,298) 46.70 Expired — — Forfeited (267) 52.51 Outstanding at September 30, 2017 37,390 $ 51.39 |
Amended and Restated 2010 Equity Incentive Plan | |
Summary of activity for stock option awards | A summary of the activity for the awards during the nine months ended September 30, 2017, is presented below: Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Non-Qualified Stock Option Awards Shares Ex. Price (Years) Value Outstanding at January 1, 2017 113,500 $ 49.03 Granted — — Exercised (23,500) 34.95 Expired — — Forfeited — — Outstanding at September 30, 2017 90,000 $ 52.71 7.23 $ 662,700 Exercisable at January 1, 2017 76,600 $ 45.94 5.75 $ 573,181 Exercisable at September 30, 2017 69,600 $ 52.03 7.13 $ 559,340 |
Summary of non-vested stock option awards | A summary of the non-vested options for these awards during the nine months ended September 30, 2017, is presented below: Fair Value of Shares Non-Qualified Stock Option Awards Shares Vested Non-Vested at January 1, 2017 36,900 Granted — Vested (16,500) $ 924,066 Expired — Forfeited — Non-Vested at September 30, 2017 20,400 |
2001 Stock Option Plan | |
Summary of activity for stock option awards | A summary of share option activity under the 2001 Plan for the nine months ended September 30, 2017 is presented below: Stock Options Wtd. Avg. Remaining Contractual Aggregate Wtd. Avg. Term Intrinsic Liability-Classified Stock Options Shares Ex. Price (Years) Value Outstanding at January 1, 2017 11,000 63.87 Granted — — Exercised — — Expired (5,000) 77.25 Forfeited — — Outstanding at September 30, 2017 6,000 $ 52.73 0.32 $ 44,040 Exercisable at September 30, 2017 6,000 $ 52.73 0.32 $ 44,040 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of potential land sales transactions | No. of Amount Price Estimated Transaction (Buyer) Acres ($000's) per Acre Timing 1 Commercial/Retail - East of I-95 (2) 123 $ 29,250 $ '18 - '19 2 Residential (AR) - Minto II - West of I-95 1,614 26,500 '18 3 Residential (SF) - ICI Homes II - West of I-95 1,016 21,000 '19 4 Mixed-Use Retail - North American - East of I-95 62 16,963 273,000 '17 - '18 5 Mitigation Bank - Term Sheet - West of I-95 (1) 2,492 15,000 '18 6 Commercial/Retail - Buc'ees - East of I-95 (2) 35 14,000 '18 7 Commercial/Retail - East of I-95 21 5,777 '17 - '18 8 Distribution/Warehouse - East of I-95 71 5,000 '18 - '19 9 Residential (Multi-Family) - East of I-95 (3) 45 5,200 '18 - '19 10 Residential (SF) - West of I-95 (4) 200 3,324 '18 11 Commercial/Retail - Specialty Grocer - East of I-95 9 2,700 '18 12 Residential (SF) - ICI Homes - West of I-95 146 1,400 '19 Total (Average) 5,834 $ 146,114 $ (1) The amount for the Mitigation Bank represents the amount in the term sheet for buyer’s acquisition of approximately 70% of the joint venture that owns the Mitigation Bank, with the Company retaining 30%. (2) Land sales transactions which require the Company to incur the cost to provide the requisite mitigation credits necessary for obtaining the applicable regulatory permits for the buyer, with such costs representing either our basis in the credits that we own, or potentially up to 5% - 10% of the contract amount noted. (3) The acres and amount include the buyer’s option to acquire approximately 19 acres for approximately $2.0 million, in addition to the base contract of approximately 26 acres for approximately $3.2 million. (4) The acres and amount include the buyer’s option to acquire approximately 71 acres for approximately $574,000, in addition to the base contract of approximately 129 acres for approximately $2.75 million. |
BUSINESS SEGMENT DATA (Tables)
BUSINESS SEGMENT DATA (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
BUSINESS SEGMENT DATA | |
Schedule of operations in different segments | Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Revenues: Income Properties $ 7,928,258 $ 6,021,331 $ 22,566,505 $ 18,483,654 Commercial Loan Investments 637,801 534,212 1,727,449 2,050,507 Real Estate Operations 2,926,406 4,643,646 45,658,221 18,979,164 Golf Operations 797,420 1,001,368 3,655,877 3,877,923 Agriculture and Other Income 90,717 10,388 323,617 48,070 Total Revenues $ 12,380,602 $ 12,210,945 $ 73,931,669 $ 43,439,318 Operating Income: Income Properties $ 6,212,742 $ 4,590,689 $ 17,809,761 $ 14,672,265 Commercial Loan Investments 637,801 534,212 1,727,449 2,050,507 Real Estate Operations 2,467,237 3,386,463 30,249,674 14,340,299 Golf Operations (475,227) (301,552) (517,367) (276,761) Agriculture and Other Income 71,843 (42,506) 233,770 (105,529) General and Corporate Expense (5,156,947) 7,712,203 (14,856,020) (3,675,088) Total Operating Income $ 3,757,449 $ 15,879,509 $ 34,647,267 $ 27,005,693 Depreciation and Amortization: Income Properties $ 3,053,295 $ 1,866,162 $ 8,848,101 $ 5,571,785 Golf Operations 97,959 64,676 258,649 201,944 Agriculture and Other 9,915 14,622 32,684 44,657 Total Depreciation and Amortization $ 3,161,169 $ 1,945,460 $ 9,139,434 $ 5,818,386 Capital Expenditures: Income Properties $ 2,829,567 $ 49,751,977 $ 47,515,911 $ 52,604,951 Golf Operations 237,560 4,500 2,112,060 17,661 Agriculture and Other 10,558 2,465 61,586 18,332 Total Capital Expenditures $ 3,077,685 $ 49,758,942 $ 49,689,557 $ 52,640,944 As of September 30, 2017 December 31, 2016 Identifiable Assets: Income Properties $ 343,740,067 $ 302,757,565 Commercial Loan Investments 26,984,350 24,032,885 Real Estate Operations 44,753,918 58,868,298 Golf Operations 5,877,837 3,675,842 Agriculture and Other 15,354,629 19,288,836 Total Assets $ 436,710,801 $ 408,623,426 |
DESCRIPTION OF BUSINESS AND P47
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS - Description of Business (Details) ft² in Millions | Sep. 30, 2017ft²aitemstateloanproperty |
Land | |
Description of business | |
Number of billboards | item | 19 |
Commercial loans | |
Description of business | |
Number of mortgage loan investments | loan | 4 |
Commercial loans | Fixed–rate mezzanine | |
Description of business | |
Number of mortgage loan investments | loan | 1 |
Commercial loans | Variable–rate mezzanine | |
Description of business | |
Number of mortgage loan investments | loan | 1 |
Commercial | |
Description of business | |
Number of real estate properties | property | 36 |
Number of states in which entity operates | state | 11 |
Gross leasable space | ft² | 1.9 |
Single-tenant | |
Description of business | |
Number of real estate properties | property | 24 |
Multi-tenant | |
Description of business | |
Number of real estate properties | property | 12 |
Daytona Beach, Florida | Undeveloped Land | |
Description of business | |
Acres | a | 8,100 |
DESCRIPTION OF BUSINESS AND P48
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS - Restricted Cash and Investment Securities (Details) | Jul. 31, 2017USD ($) | Jul. 31, 2017USD ($) | Sep. 30, 2017USD ($)Transactionitemproperty | Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2017USD ($)Transactionitemproperty | Sep. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Feb. 28, 2017Transaction | Dec. 31, 2016USD ($) | Dec. 31, 2015Transaction | Dec. 31, 2013Transaction |
Restricted Cash | ||||||||||||
Restricted Cash | $ 7,027,196 | $ 7,027,196 | $ 9,855,469 | |||||||||
Investment Securities | ||||||||||||
Impairment charge other-than-temporary impairments | 0 | $ 0 | 0 | $ 0 | ||||||||
Loss from disposition of Investment Securities | $ 576,000 | $ 575,567 | ||||||||||
Investment Securities remaining | 0 | 0 | $ 0 | $ 0 | ||||||||
First mortgage loan | ||||||||||||
Restricted Cash | ||||||||||||
Mortgage loan originated | $ 3,000,000 | $ 3,000,000 | ||||||||||
Escrow deposit to be reinvested through like-kind exchange structure | ||||||||||||
Restricted Cash | ||||||||||||
Restricted Cash | $ 5,500,000 | $ 5,500,000 | ||||||||||
Escrow deposit to be reinvested through like-kind exchange structure | Minimum | ||||||||||||
Restricted Cash | ||||||||||||
Number of income properties to be reinvested | property | 1 | 1 | ||||||||||
Restricted cash reserve for property taxes and insurance escrows for property financing | ||||||||||||
Restricted Cash | ||||||||||||
Restricted Cash | $ 415,000 | $ 415,000 | ||||||||||
Number of real estate properties in financing | property | 2 | 2 | ||||||||||
Restricted cash, escrow deposit related to land transactions | ||||||||||||
Restricted Cash | ||||||||||||
Restricted Cash | $ 836,000 | $ 836,000 | ||||||||||
Number of separate escrow accounts | item | 3 | 3 | ||||||||||
Number of separate land transactions | Transaction | 3 | 3 | ||||||||||
Number of closed land transactions | Transaction | 1 | 1 | 1 | |||||||||
Restricted cash reserve for interest and property taxes for first mortgage loan investment | ||||||||||||
Restricted Cash | ||||||||||||
Restricted Cash | $ 127,000 | $ 127,000 | ||||||||||
Capital replacement reserve account | ||||||||||||
Restricted Cash | ||||||||||||
Restricted Cash | $ 147,000 | $ 147,000 | ||||||||||
Number of real estate properties in financing | property | 6 | 6 |
DESCRIPTION OF BUSINESS AND P49
DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS - Commercial Loan Investments, Accounts Receivable and Income Taxes (Details) | Sep. 30, 2017USD ($)loan | Sep. 30, 2017USD ($)loan | Dec. 31, 2016USD ($)loan | Dec. 31, 2015Transaction |
Loans held for sale | ||||
Number of loans held for sale | loan | 0 | |||
Commercial Loan Investment Impairment | ||||
Allowance for impairment of loans | $ 0 | $ 0 | $ 0 | |
Accounts Receivable | ||||
Allowance for doubtful accounts | 0 | 0 | 0 | |
Income Taxes | ||||
Reserves for uncertain income tax positions | 0 | 0 | ||
Receivables related to tenant reimbursable expenses | ||||
Accounts Receivable | ||||
Accounts receivable | 303,000 | 303,000 | 125,000 | |
Accounts receivable related to real estate operations | ||||
Accounts Receivable | ||||
Accounts receivable | 2,400,000 | 2,400,000 | 3,800,000 | |
Number of closed land transactions | Transaction | 2 | |||
Trade accounts receivable related to golf operations | ||||
Accounts Receivable | ||||
Accounts receivable | $ 219,000 | $ 219,000 | $ 326,000 | |
Mezzanine loans | ||||
Loans held for sale | ||||
Number of loans held for sale | loan | 2 | 2 |
INCOME PROPERTIES - 2017 Acquis
INCOME PROPERTIES - 2017 Acquisitions and Dispositions (Details) | 9 Months Ended |
Sep. 30, 2017USD ($)ft²aproperty | |
2017 dispositions of income property subject to a lease | Sold | |
Dispositions | |
Number of properties in the disposal group | property | 0 |
Commercial | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 228,520 |
Purchase price | $ 40,040,000 |
2017 acquisitions of income property subject to a lease | Commercial | |
Acquisitions of Income Properties | |
Aggregate acquisition cost including capitalized acquisition costs | 40,700,000 |
Land acquired | 18,000,000 |
Buildings and improvements acquired | 19,300,000 |
Intangible assets acquired | 4,900,000 |
Intangible liabilities assumed | $ 1,500,000 |
Weighted average amortization period of intangible assets | 9 years 9 months 18 days |
Weighted average amortization period of intangible liabilities | 9 years 9 months 18 days |
2017 acquisitions of income property subject to a lease | Commercial | Tampa, Florida | |
Acquisitions of Income Properties | |
Acres | a | 5.3 |
Purchase price | $ 14,650,000 |
Percentage Leased | 100.00% |
Remaining Lease Term | 13 years 10 months 24 days |
2017 acquisitions of income property subject to a lease | Single-tenant | |
Acquisitions of Income Properties | |
Number of real estate properties | property | 3 |
2017 acquisitions of income property subject to a lease | Single-tenant | Sarasota, Florida | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 18,120 |
Acres | a | 1.2 |
Purchase price | $ 4,075,000 |
Percentage Leased | 100.00% |
Remaining Lease Term | 5 years |
2017 acquisitions of income property subject to a lease | Single-tenant | Boston, Massachusetts | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 22,500 |
Acres | a | 2.6 |
Purchase price | $ 6,315,000 |
Percentage Leased | 100.00% |
Remaining Lease Term | 11 years 9 months 18 days |
2017 acquisitions of income property subject to a lease | Single-tenant | Tampa, Florida | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 45,000 |
2017 acquisitions of income property subject to a lease | Multi-tenant | |
Acquisitions of Income Properties | |
Number of real estate properties | property | 2 |
2017 acquisitions of income property subject to a lease | Multi-tenant | Fort Worth, Texas | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 136,185 |
Acres | a | 10.3 |
Purchase price | $ 15,000,000 |
Percentage Leased | 96.00% |
Remaining Lease Term | 4 years 1 month 6 days |
2017 acquisitions of income property subject to a lease | Multi-tenant | Tampa, Florida | |
Acquisitions of Income Properties | |
Area of real estate property | ft² | 6,715 |
INCOME PROPERTIES - Rent and Le
INCOME PROPERTIES - Rent and Lease Information (Details) - Multi-tenant | Oct. 27, 2017tenant | Apr. 07, 2017 | Sep. 30, 2017ft² |
The Grove of Winter Park | |||
Rent and Lease Information | |||
Area of real estate property | 112,000 | ||
Property leased (as a percent) | 60.00% | ||
Number of tenants | tenant | 9 | ||
24 Hour Fitness | |||
Rent and Lease Information | |||
Lease term | 15 years | ||
Area of real estate property | 40,000 | ||
Percentage of the total area of real estate property leased by tenant | 36.00% |
INCOME PROPERTIES - 2016 Acquis
INCOME PROPERTIES - 2016 Acquisitions (Details) - 2016 Acquisitions $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($)property | |
Commercial | |
Acquisitions | |
Business Combination, Consideration Transferred | $ | $ 49.8 |
Single-tenant | |
Acquisitions | |
Number of Businesses Acquired | 7 |
Multi-tenant | |
Acquisitions | |
Number of Businesses Acquired | 1 |
INCOME PROPERTIES - 2016 Dispos
INCOME PROPERTIES - 2016 Dispositions and Impairment Charges (Details) | Sep. 16, 2016USD ($) | Jun. 30, 2016property | Sep. 30, 2016USD ($)property |
Dispositions of Income Properties | |||
Impairment charges | $ 2,180,730 | ||
Sold | 2016 dispositions of income property subject to a lease | |||
Dispositions of Income Properties | |||
Number of properties in the disposal group | property | 19 | ||
Sales price | $ 74,300,000 | ||
Sold | April 2016 disposition of income property subject to a lease | |||
Dispositions of Income Properties | |||
Number of properties in the disposal group | property | 1 | ||
Sold | Portfolio Sale | |||
Dispositions of Income Properties | |||
Number of properties in the disposal group | property | 14 | ||
Sales price | $ 51,600,000 | $ 51,600,000 | |
Buyers' assumption of existing mortgage loan | $ 23,100,000 | 23,100,000 | |
Under contract to be sold or sold | April 2016 disposition of income property subject to a lease | |||
Dispositions of Income Properties | |||
Impairment charges | 210,000 | ||
Under contract to be sold or sold | September 2016 disposition of income property subject to a lease | |||
Dispositions of Income Properties | |||
Impairment charges | $ 942,000 |
COMMERCIAL LOAN INVESTMENTS - P
COMMERCIAL LOAN INVESTMENTS - Portfolio Information (Details) | Sep. 30, 2017USD ($)loan | Jul. 31, 2017USD ($) | Jul. 31, 2017USD ($) |
Commercial loans | |||
Commercial loan investment portfolio | |||
Number of mortgage loan investments | loan | 4 | ||
Commercial loans | Performing | |||
Commercial loan investment portfolio | |||
Number of mortgage loan investments | loan | 4 | ||
Aggregate outstanding principal balance | $ 27,000,000 | ||
Average remaining maturity | 10 months 24 days | ||
Interest Rate (as a percent) | 9.60% | ||
First mortgage loan | |||
Commercial loan investment portfolio | |||
Mortgage loan originated | $ 3,000,000 | $ 3,000,000 | |
Maturity extension period | 1 year | ||
Interest Rate (as a percent) | 11.00% | ||
Loan origination fee received | $ 60,000 |
COMMERCIAL LOAN INVESTMENTS - H
COMMERCIAL LOAN INVESTMENTS - Held for Sale (Details) | Oct. 23, 2017loan | Sep. 30, 2017USD ($)loan | Sep. 30, 2017USD ($)loan | Dec. 31, 2016USD ($)loan |
Loans classified as held for sale | ||||
Number of loans held for sale | loan | 0 | |||
Original Face Amount | $ 23,960,467 | |||
Lower of Cost or Market | $ 15,000,000 | $ 15,000,000 | ||
Mezzanine loans | ||||
Loans classified as held for sale | ||||
Number of loans held for sale | loan | 2 | 2 | ||
Original Face Amount | $ 15,000,000 | $ 15,000,000 | ||
Current Face Amount | 15,000,000 | 15,000,000 | ||
Lower of Cost or Market | 15,000,000 | 15,000,000 | ||
Fixed–rate mezzanine | ||||
Loans classified as held for sale | ||||
Original Face Amount | 5,000,000 | 5,000,000 | ||
Current Face Amount | 5,000,000 | 5,000,000 | ||
Lower of Cost or Market | 5,000,000 | $ 5,000,000 | ||
Interest Rate (as a percent) | 12.00% | |||
Variable–rate mezzanine | ||||
Loans classified as held for sale | ||||
Original Face Amount | 10,000,000 | $ 10,000,000 | ||
Current Face Amount | 10,000,000 | 10,000,000 | ||
Lower of Cost or Market | $ 10,000,000 | $ 10,000,000 | ||
Subsequent Event | Mezzanine loans | ||||
Loans classified as held for sale | ||||
Number of loans sold | loan | 2 |
COMMERCIAL LOAN INVESTMENTS - C
COMMERCIAL LOAN INVESTMENTS - Composition of Investment Portfolio (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($)loan | Jun. 30, 2017USD ($) | |
Commercial loan investment portfolio | |||
Original Face Amount | $ 23,960,467 | ||
Current Face Amount | 23,960,467 | ||
Carrying Value | 23,960,467 | ||
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | 23,960,467 | ||
Total Commercial Loan Investments | $ 11,910,611 | $ 23,960,467 | |
Loans held for sale | |||
Number of loans held for sale | loan | 0 | ||
Commercial loans | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 11,960,467 | ||
Current Face Amount | 11,960,467 | 11,960,467 | |
Carrying Value | 11,910,611 | ||
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | 11,960,467 | $ 11,960,467 | |
Unaccreted Origination Fees | (49,856) | ||
Total Commercial Loan Investments | 11,910,611 | ||
Fixed–rate mezzanine | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 5,000,000 | ||
Interest Rate (as a percent) | 12.00% | ||
Fixed–rate mezzanine | Commercial loans | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 5,000,000 | ||
Current Face Amount | 5,000,000 | ||
Carrying Value | $ 5,000,000 | ||
Interest Rate (as a percent) | 12.00% | ||
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | $ 5,000,000 | ||
Variable-rate B-Note | Commercial loans | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 8,960,467 | 8,960,467 | |
Current Face Amount | 8,960,467 | 8,960,467 | |
Carrying Value | 8,960,467 | 8,960,467 | |
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | $ 8,960,467 | $ 8,960,467 | |
Variable-rate B-Note | Commercial loans | LIBOR | |||
Commercial loan investment portfolio | |||
Loans receivable basis spread on variable rate | 7.50% | 7.50% | |
Fixed-rate first mortgage | Commercial loans | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 3,000,000 | ||
Current Face Amount | 3,000,000 | ||
Carrying Value | $ 2,950,144 | ||
Interest Rate (as a percent) | 11.00% | ||
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | $ 3,000,000 | ||
Variable–rate mezzanine | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 10,000,000 | ||
Variable–rate mezzanine | Commercial loans | |||
Commercial loan investment portfolio | |||
Original Face Amount | $ 10,000,000 | ||
Current Face Amount | 10,000,000 | ||
Carrying Value | 10,000,000 | ||
Carrying value of the commercial loan investment portfolio | |||
Current Face Amount | $ 10,000,000 | ||
Variable–rate mezzanine | Commercial loans | LIBOR | |||
Commercial loan investment portfolio | |||
Loans receivable basis spread on variable rate | 7.50% | 7.25% |
LAND AND SUBSURFACE INTERESTS -
LAND AND SUBSURFACE INTERESTS - Daytona Beaach, Florida Land (Details) - Daytona Beach, Florida | Sep. 30, 2017apropertymi |
Undeveloped Land | |
Land and Subsurface Interests | |
Acres | 8,100 |
Undeveloped Land | Property west of Interstate 95 | |
Land and Subsurface Interests | |
Acres | 7,000 |
Distance of land owned along Interstate | mi | 6 |
Undeveloped Land | Property west of Interstate 95 and north of Interstate 4 | |
Land and Subsurface Interests | |
Acres | 1,100 |
Undeveloped Land | Property east of Interstate 95 | |
Land and Subsurface Interests | |
Acres | 1,100 |
Distance of land owned along Interstate | mi | 6 |
Undeveloped land, parcel one | Property west of Interstate 95 and north of Interstate 4 | |
Land and Subsurface Interests | |
Acres | 850 |
Undeveloped land, smaller parcels | Property west of Interstate 95 and north of Interstate 4 | |
Land and Subsurface Interests | |
Number of land parcels | property | 3 |
LAND AND SUBSURFACE INTERESTS58
LAND AND SUBSURFACE INTERESTS - Real Estate Operations Revenues (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Land and Subsurface Interests | ||||||
Land Sales Revenue | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | ||
Total Revenues | 12,380,602 | $ 12,210,945 | 73,931,669 | $ 43,439,318 | ||
Real Estate Operations | ||||||
Land and Subsurface Interests | ||||||
Land Sales Revenue | 318,000 | 39,564,000 | 508,000 | |||
Tomoka Town Center - Percentage of Completion Revenue | 3,654,000 | 16,456,000 | ||||
Revenue from Reimbursement of Infrastructure Costs | 1,276,000 | |||||
Impact Fee and Mitigation Credit Sales | 548,000 | 209,000 | 1,987,000 | 481,000 | ||
Subsurface Revenue | 2,374,000 | 463,000 | 2,827,000 | 1,535,000 | ||
Fill Dirt and Other Revenue | 4,000 | 4,000 | ||||
Total Revenues | $ 2,926,406 | $ 4,643,646 | $ 45,658,221 | $ 18,979,164 |
LAND AND SUBSURFACE INTERESTS59
LAND AND SUBSURFACE INTERESTS - Summary of Sales within the Tomoka Town Center (Details) | 3 Months Ended | 9 Months Ended | 24 Months Ended | |||||||
Sep. 30, 2017USD ($)a | Jun. 30, 2017USD ($)a | Mar. 31, 2017USD ($)a | Sep. 30, 2016USD ($)a | Mar. 31, 2016a | Sep. 30, 2017USD ($)a | Sep. 30, 2016USD ($)a | Dec. 31, 2016USD ($)a | Oct. 30, 2017ft² | Nov. 30, 2016ft² | |
Land and Subsurface Interests | ||||||||||
Land Sales | $ | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | ||||||
Gross Sales Price | $ | 12,380,602 | $ 12,210,945 | $ 73,931,669 | $ 43,439,318 | ||||||
Acres sold | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | ||||
Infrastructure Reimbursement Receivables | $ | 2,381,038 | $ 2,381,038 | $ 3,844,236 | |||||||
Tomoka Town Center | ||||||||||
Land and Subsurface Interests | ||||||||||
Infrastructure Reimbursement Receivables | $ | $ 2,400,000 | $ 2,400,000 | ||||||||
Tomoka Town Center | Land | ||||||||||
Land and Subsurface Interests | ||||||||||
Acres | 235 | 235 | ||||||||
Tomoka Town Center | Developable land | ||||||||||
Land and Subsurface Interests | ||||||||||
Acres | 180 | 180 | ||||||||
Tanger Outlets | ||||||||||
Land and Subsurface Interests | ||||||||||
Area of real estate property | ft² | 350,000 | |||||||||
NADG retail power center | ||||||||||
Land and Subsurface Interests | ||||||||||
Area of real estate property | ft² | 500,000 | |||||||||
Tomoka Town Center Sales Agreements | Tomoka Town Center | ||||||||||
Land and Subsurface Interests | ||||||||||
Gross Sales Price | $ | $ 21,400,000 | |||||||||
Acres sold | 99 | |||||||||
Third NADG Land Sale | Tomoka Town Center | ||||||||||
Land and Subsurface Interests | ||||||||||
Acres sold | 19 | |||||||||
NADG Contract | Tomoka Town Center | Developable land | ||||||||||
Land and Subsurface Interests | ||||||||||
Acres | 62 | 62 |
LAND AND SUBSURFACE INTERESTS60
LAND AND SUBSURFACE INTERESTS - Land Sales and Impairments (Details) | Jun. 27, 2017USD ($)a$ / a | Apr. 25, 2017USD ($)a$ / a | Apr. 13, 2017USD ($)a$ / a | Apr. 05, 2017USD ($)a$ / a | Mar. 22, 2017USD ($)a$ / a | Feb. 10, 2017USD ($)a$ / a | Sep. 27, 2016USD ($)a$ / a | Mar. 30, 2016USD ($)a$ / a | Feb. 12, 2016USD ($)a$ / a | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($)a$ / a | Mar. 31, 2017USD ($)a$ / a | Sep. 30, 2016USD ($)a$ / a | Mar. 31, 2016USD ($)a$ / a | Sep. 30, 2017USD ($)a$ / a | Sep. 30, 2016USD ($)a$ / a |
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | ||||||||||
Gross Sales Price | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | ||||||||||||
Price per Acre | $ / a | 133,000 | 18,000 | 24,000 | |||||||||||||
Gross Sales Price | $ 12,380,602 | $ 12,210,945 | $ 73,931,669 | $ 43,439,318 | ||||||||||||
Impairment charges | 2,180,730 | |||||||||||||||
Commercial | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 30 | 4.50 | 27.50 | 6.35 | ||||||||||||
Gross Sales Price | $ 2,938,000 | $ 1,235,000 | $ 3,218,000 | $ 1,556,000 | ||||||||||||
Price per Acre | $ / a | 98,000 | 274,000 | 117,000 | 245,000 | ||||||||||||
Commercial/Retail Site | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 3.1 | |||||||||||||||
Undeveloped Land | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Impairment charges | 0 | 1,000,000 | ||||||||||||||
NADG - Parcel B-I (FPII) | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 19.43 | |||||||||||||||
Gross Sales Price | $ 3,467,000 | |||||||||||||||
Price per Acre | $ / a | 178,000 | |||||||||||||||
NADG - Out Parcel | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 4.4 | |||||||||||||||
Tomoka Town Center - Percentage of Completion Revenue | 2,000,000 | |||||||||||||||
Minto Communities LLC | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 1,581 | |||||||||||||||
Gross Sales Price | $ 27,151,000 | |||||||||||||||
Price per Acre | $ / a | 17,000 | |||||||||||||||
Minto Sales Center | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
No. of Acres | a | 4.5 | |||||||||||||||
Land Sales | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gross Sales Price | $ 205,000 | $ 2,190,000 | $ 2,395,000 | |||||||||||||
Price per Acre | $ / a | 46,000 | 292,000 | 200,000 | |||||||||||||
Gain on Sale | $ 1,449,000 | $ 6,858,000 | $ 20,052,000 | $ 126,000 | $ 26,910,000 | $ 1,575,000 | ||||||||||
Land Sales | Commercial | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gain on Sale | $ 627,000 | $ 13,000 | $ 2,955,000 | $ 11,000 | ||||||||||||
Land Sales | Commercial/Retail Site | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gross Sales Price | $ 190,000 | |||||||||||||||
Price per Acre | $ / a | 61,000 | |||||||||||||||
Gain on Sale | $ 145,000 | |||||||||||||||
Land Sales | NADG - Parcel B-I (FPII) | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gain on Sale | 3,263,000 | |||||||||||||||
Land Sales | NADG - Out Parcel | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gross Sales Price | $ 2,000,000 | |||||||||||||||
Price per Acre | $ / a | 455,000 | |||||||||||||||
Gain on Sale | $ 1,304,000 | |||||||||||||||
Land Sales | Minto Communities LLC | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gain on Sale | $ 20,041,000 | |||||||||||||||
Land Sales | Minto Sales Center | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Gross Sales Price | $ 205,000 | |||||||||||||||
Price per Acre | $ / a | 46,000 | |||||||||||||||
Gain on Sale | $ 126,000 | |||||||||||||||
Land Sales | Distribution Center | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Incentives received and earned | $ 113,000 | |||||||||||||||
Infrastructure reimbursement | NADG - Third Parcel | ||||||||||||||||
Land and Subsurface Interests | ||||||||||||||||
Reimbursement received | $ 955,000 |
LAND AND SUBSURFACE INTERESTS61
LAND AND SUBSURFACE INTERESTS - Beachfront Venture (Details) ft² in Millions | Dec. 31, 2016USD ($)a | Nov. 17, 2016USD ($) | Mar. 31, 2017a | Jun. 30, 2016USD ($) | Sep. 30, 2017USD ($)ft²arestaurant | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($)a | Nov. 16, 2016 |
Land and subsurface interests | ||||||||
Acquisition of noncontrolling interest and (discount on acquisition) | $ 4,800,000 | |||||||
Impairment Charges | $ 2,180,730 | |||||||
Land and entitlement costs | $ 51,955,278 | $ 40,750,335 | ||||||
Retained Earnings | ||||||||
Land and subsurface interests | ||||||||
Acquisition of noncontrolling interest and (discount on acquisition) | $ (879,000) | |||||||
Beachfront property | ||||||||
Land and subsurface interests | ||||||||
Acres | a | 6 | 6 | ||||||
Impairment Charges | $ 0 | |||||||
Land and entitlement costs | $ 11,700,000 | |||||||
Beachfront property | Land and land improvements | ||||||||
Land and subsurface interests | ||||||||
Area of real estate property | ft² | 1.2 | |||||||
Beachfront property | Restaurant property | ||||||||
Land and subsurface interests | ||||||||
Number of properties | restaurant | 2 | |||||||
Design and construction costs incurred | $ 2,200,000 | |||||||
Beachfront property | Restaurant property | LandShark Bar and Grill | ||||||||
Land and subsurface interests | ||||||||
Lease term | 15 years | |||||||
Area of real estate property | a | 6,264 | |||||||
Beachfront property | Restaurant property | Cocina 214 Restaurant and Bar | ||||||||
Land and subsurface interests | ||||||||
Lease term | 15 years | |||||||
Annual minimum rent per year | $ 360,000 | |||||||
Partially owned consolidated property | Beachfront property | ||||||||
Land and subsurface interests | ||||||||
Acres | a | 6 | |||||||
Payments To Acquire Land | $ 5,700,000 | |||||||
Beachfront Venture | ||||||||
Land and subsurface interests | ||||||||
Unaffiliated third party’s percentage ownership | 50.00% | |||||||
Beachfront Venture | Beachfront property | ||||||||
Land and subsurface interests | ||||||||
Payments To Acquire Land | $ 11,300,000 |
LAND AND SUBSURFACE INTERESTS62
LAND AND SUBSURFACE INTERESTS - Other Real Estate Assets (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Land and Subsurface Interests | |||
Impact fees | $ 416,000 | $ 925,000 | |
Mitigation credits | 849,000 | 1,400,000 | |
Impact fee and mitigation credits | 1,265,437 | $ 2,322,906 | |
Mitigation credits sold | 1,500,000 | ||
Gain on mitigation credits sold | $ 1,200,000 | ||
Gain on mitigation credits sold (in dollars per share) | $ 0.14 | ||
Cash payments received for impact fees | $ 506,000 | $ 481,000 | |
Real Estate Operations | Cost of revenues | |||
Land and Subsurface Interests | |||
Mitigation credits transferred | $ 298,000 |
LAND AND SUBSURFACE INTERESTS63
LAND AND SUBSURFACE INTERESTS - Subsurface Interests (Details) | Sep. 20, 2017 | Sep. 20, 2016 | Sep. 30, 2017USD ($)acounty$ / shares | Jun. 30, 2017USD ($)a | Mar. 31, 2017USD ($)a | Sep. 30, 2016USD ($)a | Mar. 31, 2016a | Sep. 30, 2017USD ($)acounty | Sep. 30, 2016USD ($)a | Dec. 31, 2011 | Jun. 30, 2016a |
Subsurface interests | |||||||||||
Acres sold | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | |||||
Gross Sales Price | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | |||||||
Lease income | |||||||||||
Number of acres with operating oil wells | a | 800 | 800 | |||||||||
Subsurface Interests | |||||||||||
Subsurface interests | |||||||||||
Acres sold | a | 38,750 | ||||||||||
Gross Sales Price | $ 2,100,000 | ||||||||||
Gain on Sale | $ 2,080,000 | ||||||||||
After tax gain on sale (in dollars per share) | $ / shares | $ 0.23 | ||||||||||
Lease income | |||||||||||
Revenues received from royalties | $ 19,000 | $ 16,000 | 69,000 | $ 32,000 | |||||||
Cash payments received for release of surface entry rights | 0 | 450,000 | |||||||||
Oil exploration | |||||||||||
Subsurface interests | |||||||||||
Lease term | 13 years | ||||||||||
Period of extended lease term | 5 years | ||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Lease Payment | 9,827,121 | ||||||||||
Drilling Penalty | $ 1,975,000 | ||||||||||
Lease income | |||||||||||
Period from end of prior lease year payment for drilling penalty is due | 30 days | ||||||||||
Period of lease term after which lessee has option to terminate lease | 1 year | ||||||||||
Lease income | $ 203,000 | $ 297,000 | $ 603,000 | $ 904,000 | |||||||
Minimum | Oil exploration | |||||||||||
Lease income | |||||||||||
Period of lease term after which additional rental payments may be received | 8 years | ||||||||||
Maximum | Oil exploration | |||||||||||
Subsurface interests | |||||||||||
Lease term | 8 years | ||||||||||
Lease income | |||||||||||
Period of lease term after which additional rental payments may be received | 13 years | ||||||||||
Surface land over subsurface interests | |||||||||||
Subsurface interests | |||||||||||
Acres | a | 462,000 | 462,000 | |||||||||
Number of counties in which Subsurface Interests are owned | county | 20 | 20 | |||||||||
Lease Year 1 - 9/23/2011 - 9/22/2012 | Lee and Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 136,000 | 136,000 | |||||||||
Lease Payment | $ 913,657 | ||||||||||
Lease Year 2 - 9/23/2012 - 9/22/2013 | Lee and Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 136,000 | 136,000 | |||||||||
Lease Payment | $ 922,114 | ||||||||||
Lease Year 3 - 9/23/2013 - 9/22/2014 | Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 82,000 | 82,000 | |||||||||
Lease Payment | $ 3,293,000 | ||||||||||
Drilling Penalty | $ 1,000,000 | ||||||||||
Lease Year 4 - 9/23/2014 - 9/22/2015 | Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 42,000 | 42,000 | |||||||||
Lease Payment | $ 1,866,146 | ||||||||||
Drilling Penalty | $ 600,000 | ||||||||||
Lease Year 5 - 9/23/2015 - 9/22/2016 | Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 25,000 | 25,000 | |||||||||
Lease Payment | $ 1,218,838 | ||||||||||
Drilling Penalty | $ 175,000 | ||||||||||
Lease Year 6 - 9/23/2016 - 9/22/2017 | Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 15,000 | 15,000 | |||||||||
Lease Payment | $ 806,683 | ||||||||||
Drilling Penalty | $ 150,000 | ||||||||||
Lease Year 7 - 9/23/2017 - 9/22/2018 | Hendry County Florida | Oil exploration | |||||||||||
Lease payments on the respective acreages and drilling penalties received | |||||||||||
Acreage | a | 15,000 | 15,000 | |||||||||
Lease Payment | $ 806,683 | ||||||||||
Drilling Penalty | $ 50,000 |
INVESTMENT SECURITIES - Disposi
INVESTMENT SECURITIES - Disposition of Remaining Position (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
INVESTMENT SECURITIES | |||||
Total basis of investment securities sold | $ 6,800,000 | ||||
Proceeds from Sale of Investment Securities | 6,300,000 | $ 6,252,362 | |||
Loss from disposition of Investment Securities | $ 576,000 | $ 575,567 | |||
Investment Securities remaining | $ 0 | $ 0 | $ 0 |
INVESTMENT SECURITIES - Gains a
INVESTMENT SECURITIES - Gains and Losses Recognized on Sale of Investment Securities (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2016 | Sep. 30, 2016 | |
Gains and losses recognized on the sale of investment securities | ||
Proceeds from the Disposition of Securities | $ 6,300,000 | $ 6,252,362 |
Cost Basis of Securities Sold | (6,800,000) | |
Total Gain (Loss) recognized in Statement of Operations on the Disposition of Securities | $ (576,000) | (575,567) |
Debt Securities | ||
Gains and losses recognized on the sale of investment securities | ||
Proceeds from the Disposition of Securities | 827,738 | |
Cost Basis of Securities Sold | (843,951) | |
Total Gain (Loss) recognized in Statement of Operations on the Disposition of Securities | (16,213) | |
Equity Securities | ||
Gains and losses recognized on the sale of investment securities | ||
Proceeds from the Disposition of Securities | 5,424,624 | |
Cost Basis of Securities Sold | (5,983,978) | |
Total Gain (Loss) recognized in Statement of Operations on the Disposition of Securities | $ (559,354) |
FAIR VALUE OF FINANCIAL INSTR66
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Carrying Value | ||
Carrying value and estimated fair value of financial instruments | ||
Cash and Cash Equivalents | $ 5,944,544 | $ 7,779,562 |
Restricted Cash | 7,027,196 | 9,855,469 |
Commercial Loan Investments | 11,910,611 | 23,960,467 |
Commercial Loan Investments - Held for Sale | 15,000,000 | |
Long-Term Debt | 173,651,530 | 166,245,201 |
Estimated Fair Value | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Carrying value and estimated fair value of financial instruments | ||
Cash and Cash Equivalents | 5,944,544 | 7,779,562 |
Restricted Cash | 7,027,196 | 9,855,469 |
Estimated Fair Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loan Investments | 12,025,860 | 24,228,242 |
Commercial Loan Investments - Held for Sale | 15,181,779 | |
Long-Term Debt | $ 178,222,572 | $ 171,111,337 |
FAIR VALUE OF FINANCIAL INSTR67
FAIR VALUE OF FINANCIAL INSTRUMENTS - Measured on a Recurring Basis (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Fair value of assets | ||
Cash Flow Hedge | $ 409,985 | $ 416,590 |
Recurring basis | ||
Fair value of assets | ||
Total | 409,985 | 416,590 |
Recurring basis | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge | 409,985 | 416,590 |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Total | 409,985 | 416,590 |
Recurring basis | Significant Other Observable Inputs (Level 2) | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge | $ 409,985 | $ 416,590 |
FAIR VALUE OF FINANCIAL INSTR68
FAIR VALUE OF FINANCIAL INSTRUMENTS - Assets Measured on a Nonrecurring Basis (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($)a | Dec. 31, 2016USD ($)a | |
Fair value of financial instruments | |||
Impairment charges | $ 2,180,730 | ||
Undeveloped Land | |||
Fair value of financial instruments | |||
Impairment charges | $ 0 | $ 1,000,000 | |
Land Under Contract for Sale | Undeveloped Land | |||
Fair value of financial instruments | |||
Area of Land | a | 6 | 8 | |
Impairment charges | $ 1,000,000 | ||
Nonrecurring basis | |||
Fair value of assets | |||
Asset fair value | $ 0 |
INTANGIBLE LEASE ASSETS AND L69
INTANGIBLE LEASE ASSETS AND LIABILITIES - Components (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 45,829,206 | $ 40,894,592 |
Accumulated Amortization | (10,018,472) | (6,168,770) |
Sub-total Intangible Lease Assets—Net | 35,810,734 | 34,725,822 |
Intangible Lease Liabilities | ||
Value of Below Market In-Place Leases | (34,882,965) | (33,370,217) |
Sub-total Intangible Lease Liabilities | (34,882,965) | (33,370,217) |
Accumulated Amortization | 4,855,971 | 2,852,166 |
Sub-total Intangible Lease Liabilities—Net | (30,026,994) | (30,518,051) |
Total Intangible Assets and Liabilities—Net | 5,783,740 | 4,207,771 |
Value of In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 34,382,237 | 30,978,776 |
Value of Above Market In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 2,966,322 | 2,905,624 |
Value of Intangible Leasing Costs | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 8,480,647 | $ 7,010,192 |
INTANGIBLE LEASE ASSETS AND L70
INTANGIBLE LEASE ASSETS AND LIABILITIES - Amortization (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | ||||
Depreciation and amortization expense | $ 1,201,000 | $ 626,000 | $ 3,479,000 | $ 1,715,000 |
Increase to Income Properties Revenue | (552,000) | (559,000) | (1,632,881) | (1,722,165) |
Net Amortization of Intangible Assets and Liabilities | $ 649,000 | $ 67,000 | $ 1,846,000 | $ (7,000) |
INTANGIBLE LEASE ASSETS AND L71
INTANGIBLE LEASE ASSETS AND LIABILITIES - Summary of Estimated Amortization and Accretion (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Future Amortization Amount | ||
Sub-total Intangible Lease Assets—Net | $ 35,810,734 | $ 34,725,822 |
Future Accretion to Income Property Revenue | ||
Sub-total Intangible Lease Liabilities—Net | (30,026,994) | $ (30,518,051) |
Net Future Amortization of Intangible Assets and Liabilities | ||
Remainder of 2017 | 649,697 | |
2,018 | 2,587,934 | |
2,019 | 2,564,499 | |
2,020 | 2,189,807 | |
2,021 | 348,516 | |
2,022 | (340,571) | |
Thereafter | (2,216,142) | |
Total | 5,783,740 | |
Value of In-Place Leases and Intangible Leasing Costs | ||
Future Amortization Amount | ||
Remainder of 2017 | 1,201,316 | |
2,018 | 4,805,264 | |
2,019 | 4,776,705 | |
2,020 | 4,335,284 | |
2,021 | 2,644,848 | |
2,022 | 2,026,921 | |
Thereafter | 13,789,831 | |
Sub-total Intangible Lease Assets—Net | 33,580,169 | |
Value of Below Market, net of Above Market In-Place Leases | ||
Future Accretion to Income Property Revenue | ||
Remainder of 2017 | (551,619) | |
2,018 | (2,217,330) | |
2,019 | (2,212,206) | |
2,020 | (2,145,477) | |
2,021 | (2,296,332) | |
2,022 | (2,367,492) | |
Thereafter | (16,005,973) | |
Sub-total Intangible Lease Liabilities—Net | $ (27,796,429) |
IMPAIRMENT OF LONG-LIVED ASSE72
IMPAIRMENT OF LONG-LIVED ASSETS (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2017a | Mar. 31, 2017a | Sep. 30, 2016a | Mar. 31, 2016a | Sep. 30, 2017USD ($)a | Sep. 30, 2016USD ($)a | Dec. 31, 2016USD ($)a | |
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 2,180,730 | ||||||
Acres sold | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | |
2016 dispositions of income property subject to a lease | September 2016 disposition of income property subject to a lease | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 942,000 | ||||||
Impairment charge | 783,000 | ||||||
Closing costs | 159,000 | ||||||
2016 dispositions of income property subject to a lease | April 2016 disposition of income property subject to a lease | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | 210,000 | ||||||
Impairment charge | 134,000 | ||||||
Closing costs | 76,000 | ||||||
Undeveloped Land | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 0 | $ 1,000,000 | |||||
Undeveloped Land | Land Under Contract for Sale | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 1,000,000 | ||||||
Area of Land | a | 6 | 6 | 8 | ||||
Four acres of undeveloped land, one | |||||||
Impairment of Long-Lived Assets | |||||||
Anticipated loss on the sale | $ 646,000 | ||||||
Estimated closing costs | 71,000 | ||||||
Four acres of undeveloped land, one | Land Under Contract for Sale | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 717,000 | ||||||
Acres sold | a | 4 | ||||||
Four acres of undeveloped land, two | |||||||
Impairment of Long-Lived Assets | |||||||
Estimated closing costs | $ 55,000 | ||||||
Four acres of undeveloped land, two | Land Under Contract for Sale | |||||||
Impairment of Long-Lived Assets | |||||||
Impairment Charges | $ 311,000 | ||||||
Acres sold | a | 4 | ||||||
Anticipated loss on the sale | $ 256,000 |
OTHER ASSETS - Components of Ot
OTHER ASSETS - Components of Other Assets (Details) - USD ($) | Oct. 16, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Other Assets | |||
Income Property Tenant Receivables | $ 303,326 | $ 125,383 | |
Income Property Straight-line Rent Adjustment | 2,269,988 | 1,773,946 | |
Interest Receivable from Commercial Loan Investments | 73,739 | 72,418 | |
Cash Flow Hedge | 409,985 | 416,590 | |
Infrastructure Reimbursement Receivables | 2,381,038 | 3,844,236 | |
Golf Operations Receivables | 219,015 | 325,510 | |
Deferred Deal Costs | 357,108 | 745,878 | |
Prepaid Expenses, Deposits, and Other | 2,559,423 | 2,165,127 | |
Total Other Assets | 8,573,622 | 9,469,088 | |
Community Development District | |||
Other Assets | |||
Infrastructure Reimbursement Receivables | 1,100,000 | ||
Infrastructure reimbursements received | 1,100,000 | ||
NADG | |||
Other Assets | |||
Infrastructure Reimbursement Receivables | 250,000 | ||
Infrastructure reimbursements received | 250,000 | ||
Tanger | |||
Other Assets | |||
Infrastructure Reimbursement Receivables | $ 1,750,000 | ||
Reimbursement repayment term | 10 years | ||
Infrastructure reimbursement receivables, installment payment amounts | $ 175,000 | ||
Infrastructure reimbursement receivable, discount | 191,000 | ||
Infrastructure reimbursements received | $ 175,000 | ||
Sam's Club | |||
Other Assets | |||
Infrastructure Reimbursement Receivables | $ 990,000 | ||
Reimbursement repayment term | 9 years | ||
Infrastructure reimbursement receivables, installment payment amounts | $ 110,000 | ||
Infrastructure reimbursement receivable, discount | $ 80,000 | ||
Infrastructure reimbursements received | $ 110,000 |
COMMON STOCK AND EARNINGS PER74
COMMON STOCK AND EARNINGS PER SHARE - Summary of Common Stock and Earnings Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Available to Common Shareholders: | ||||
Net Income Attributable to Consolidated-Tomoka Land Co. | $ 966,900 | $ 8,161,014 | $ 17,392,200 | $ 11,156,175 |
Weighted Average Shares Outstanding | 5,513,327 | 5,662,933 | 5,548,644 | 5,700,316 |
Common Shares Applicable to Stock | ||||
Options Using the Treasury Stock Method | 9,266 | 4,009 | 16,630 | 9,920 |
Total Shares Applicable to Diluted Earnings Per Share | 5,522,593 | 5,666,942 | 5,565,274 | 5,710,236 |
Per Share Information: | ||||
Basic Net Income Attributable to Consolidated-Tomoka Land Co. | $ 0.18 | $ 1.44 | $ 3.13 | $ 1.96 |
Diluted Net Income Attributable to Consolidated-Tomoka Land Co. | $ 0.18 | $ 1.44 | $ 3.13 | $ 1.95 |
COMMON STOCK AND EARNINGS PER75
COMMON STOCK AND EARNINGS PER SHARE - Anti-dilutive Securities and Convertible Notes (Details) - $ / shares | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Mar. 11, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Anti-dilutive securities (in shares) | 70,000 | 93,000 | 77,750 | 32,500 | |
Additional diluted outstanding shares related to Convertible Notes | 0 | 0 | 0 | 0 | |
4.50% Convertible Senior Notes due 2020 | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Stated interest rate (as a percent) | 4.50% | 4.50% | |||
Conversion price per share | $ 68.76 | $ 68.76 | $ 68.90 |
TREASURY STOCK (Details)
TREASURY STOCK (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2015 | |
Treasury Stock | |||
Stock repurchased (in shares) | 134,049 | ||
Stock repurchased amount | $ 7,136,494 | ||
Average price per share of stock repurchased | $ 53.24 | ||
$10 Million Repurchase Program | |||
Treasury Stock | |||
Stock repurchase program authorized amount | $ 10,000,000 | ||
New $10 Million Repurchase Program | |||
Treasury Stock | |||
Stock repurchase program authorized amount | $ 10,000,000 | ||
Stock repurchased amount | $ 4,500,000 |
LONG-TERM DEBT - Schedule of Lo
LONG-TERM DEBT - Schedule of Long-Term Debt - Outstanding Indebtedness (Details) | 9 Months Ended | |
Sep. 30, 2017USD ($)propertybuilding | Mar. 11, 2015USD ($) | |
Long-term debt | ||
Face Value of Debt | $ 178,300,000 | |
Credit Facility | ||
Long-term debt | ||
Face Value of Debt | $ 41,000,000 | |
Credit Facility | LIBOR | Minimum | ||
Long-term debt | ||
Margin added to variable rate basis (as a percent) | 1.50% | |
Credit Facility | LIBOR | Maximum | ||
Long-term debt | ||
Margin added to variable rate basis (as a percent) | 2.20% | |
UBS Mortgage Note Payable | ||
Long-term debt | ||
Face Value of Debt | $ 7,300,000 | |
Stated interest rate (as a percent) | 3.655% | |
Number of buildings securing debt | building | 2 | |
Wells Fargo Mortgage Note Payable Originated September 30, 2014 | ||
Long-term debt | ||
Face Value of Debt | $ 30,000,000 | |
Stated interest rate (as a percent) | 4.33% | |
Number of income properties securing debt | property | 6 | |
Period of fixed interest rate | 10 years | |
Period of interest only payments | 10 years | |
Period after which cash flows generated by underlying income properties must be used to pay down principal balance | 10 years | |
Period to when loan is pre-payable | 10 years | |
Wells Fargo Mortgage Note Payable Originated April 15, 2016 | ||
Long-term debt | ||
Face Value of Debt | $ 25,000,000 | |
Term of mortgage loan | 5 years | |
Period of interest only payments | 2 years | |
Period of amortization for principal payments | 25 years | |
Fixed interest rate through use of interest rate swap (as a percent) | 3.17% | |
Wells Fargo Mortgage Note Payable Originated April 15, 2016 | LIBOR | ||
Long-term debt | ||
Margin added to variable rate basis (as a percent) | 1.90% | |
4.50% Convertible Senior Notes due 2020 | ||
Long-term debt | ||
Face Value of Debt | $ 75,000,000 | $ 75,000,000 |
Stated interest rate (as a percent) | 4.50% |
LONG-TERM DEBT - Credit Facilit
LONG-TERM DEBT - Credit Facility (Details) - Credit Facility - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Oct. 30, 2017 | |
Long-term debt | ||
Extension term | 1 year | |
Maximum borrowing capacity | $ 100 | |
Maximum borrowing capacity, after possible increase | $ 150 | |
Unused portion of the borrowing capacity fee percentage condition | 50.00% | |
Available borrowing capacity | $ 59 | |
Amount outstanding | $ 41 | |
Minimum | ||
Long-term debt | ||
Commitment fee percentage on unused portion of the borrowing capacity | 0.15% | |
Maximum | ||
Long-term debt | ||
Commitment fee percentage on unused portion of the borrowing capacity | 0.25% | |
LIBOR | Minimum | ||
Long-term debt | ||
Margin added to variable rate basis (as a percent) | 1.50% | |
LIBOR | Maximum | ||
Long-term debt | ||
Margin added to variable rate basis (as a percent) | 2.20% | |
Subsequent Event | ||
Long-term debt | ||
Available borrowing capacity | $ 39.5 | |
Amount outstanding | $ 60.5 |
LONG-TERM DEBT - Convertible No
LONG-TERM DEBT - Convertible Notes (Details) | Mar. 11, 2015USD ($)$ / shares | Sep. 30, 2017USD ($)$ / shares |
Long-term debt | ||
Face amount of debt | $ 178,300,000 | |
Convertible notes principal amount | 178,300,000 | |
Unamortized debt discount of notes | 3,230,568 | |
4.50% Convertible Senior Notes due 2020 | ||
Long-term debt | ||
Face amount of debt | $ 75,000,000 | $ 75,000,000 |
Stated interest rate (as a percent) | 4.50% | |
Debt instrument conversion ratio | 0.0145136 | 0.0145439 |
Conversion price per share | $ / shares | $ 68.90 | $ 68.76 |
Unamortized debt discount of notes | $ 6,100,000 | $ 3,200,000 |
Debt discount, cash portion | 2,600,000 | |
Debt discount, equity component | $ 3,500,000 |
LONG-TERM DEBT - Components (De
LONG-TERM DEBT - Components (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Long-term debt | ||
Long-term debt | $ 178,300,000 | |
Loan Costs, net of accumulated amortization | (1,417,902) | $ (1,235,380) |
Long-Term Debt | 173,651,530 | 166,245,201 |
Long-term debt due within one year | ||
Due Within One Year | 7,300,000 | |
Credit Facility | ||
Long-term debt | ||
Long-term debt | 41,000,000 | 34,300,000 |
UBS Mortgage Note Payable | ||
Long-term debt | ||
Long-term debt | 7,300,000 | 7,300,000 |
Long-term debt due within one year | ||
Due Within One Year | 7,300,000 | |
Wells Fargo Mortgage Note Payable Originated September 30, 2014 | ||
Long-term debt | ||
Long-term debt | 30,000,000 | 30,000,000 |
Wells Fargo Mortgage Note Payable Originated April 15, 2016 | ||
Long-term debt | ||
Long-term debt | 25,000,000 | 25,000,000 |
4.50% Convertible Senior Notes due 2020 | ||
Long-term debt | ||
Long-term debt, net of discount | $ 71,769,432 | $ 70,880,581 |
LONG-TERM DEBT - Payments Appli
LONG-TERM DEBT - Payments Applicable to Reduction of Principal (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Payments applicable to reduction of principal amounts | ||
2,018 | $ 7,300,000 | |
2,020 | 75,000,000 | |
2,021 | 66,000,000 | |
Thereafter | 30,000,000 | |
Total Long-Term Debt - Face Value | 178,300,000 | |
Current maturities | ||
Face amount of debt | 178,300,000 | |
UBS Mortgage Note Payable | ||
Payments applicable to reduction of principal amounts | ||
Total Long-Term Debt - Face Value | 7,300,000 | $ 7,300,000 |
Current maturities | ||
Face amount of debt | $ 7,300,000 |
LONG-TERM DEBT - Carrying Value
LONG-TERM DEBT - Carrying Value (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
LONG-TERM DEBT | ||
Current Face Amount | $ 178,300,000 | |
Unamortized Discount on Convertible Debt | (3,230,568) | |
Loan Costs, net of accumulated amortization | (1,417,902) | $ (1,235,380) |
Total Long-Term Debt | $ 173,651,530 | $ 166,245,201 |
LONG-TERM DEBT - Interest Expen
LONG-TERM DEBT - Interest Expense (Details) - USD ($) | Sep. 16, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Long-term debt | |||||
Interest expense | $ 1,771,000 | $ 1,684,000 | $ 5,164,000 | $ 5,151,000 | |
Amortization of loan costs | 125,000 | 488,000 | 350,292 | 715,448 | |
Amortization of discount | 301,000 | 282,000 | 888,851 | 833,903 | |
Interest capitalized | (124,000) | (124,000) | 0 | ||
Total Interest Expense | 2,073,000 | 2,454,000 | 6,279,000 | 6,701,000 | |
Interest paid | 2,588,000 | $ 2,589,000 | 6,026,000 | 6,048,000 | |
Debt discount | $ 3,230,568 | $ 3,230,568 | |||
Interest expense | |||||
Long-term debt | |||||
Write off of unamortized loan costs | $ 367,000,000 | ||||
Sold | Portfolio Sale | |||||
Long-term debt | |||||
Non-cash decrease in long-term debt for buyer assumption of mortgage loan | $ 23,100,000 | $ 23,100,000 |
INTEREST RATE SWAP (Details)
INTEREST RATE SWAP (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | |
Derivative [Line Items] | ||
Face amount of debt | $ 178,300,000 | $ 178,300,000 |
Wells Fargo Mortgage Note Payable Originated April 15, 2016 | ||
Derivative [Line Items] | ||
Face amount of debt | $ 25,000,000 | $ 25,000,000 |
Derivative fixed interest rate (as a percent) | 3.17% | 3.17% |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Effectiveness of interest rate cash flow hedge (as a percent) | 100.00% | 100.00% |
Notional amount | $ 25,000,000 | $ 25,000,000 |
Derivative fixed interest rate (as a percent) | 3.17% | 3.17% |
Interest Rate Swap | Other Assets | ||
Derivative [Line Items] | ||
Fair value of interest rate swap agreement | $ 410,000 | $ 410,000 |
ACCRUED AND OTHER LIABILITIES -
ACCRUED AND OTHER LIABILITIES - Summary of Accrued and Other Liabilities (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
ACCRUED AND OTHER LIABILITIES | ||
Golf Course Lease | $ 2,226,527 | |
Accrued Property Taxes | $ 1,570,995 | 28,973 |
Golf $1 Round Surcharge | 700,000 | |
Reserve for Tenant Improvements | 419,302 | 398,621 |
Accrued Construction Costs | 967,153 | 856,947 |
Accrued Interest | 358,837 | 1,220,990 |
Environmental Reserve and Restoration Cost Accrual | 969,005 | 1,505,757 |
Other | 2,397,606 | 2,430,082 |
Total Accrued and Other Liabilities | $ 7,382,898 | $ 8,667,897 |
ACCRUED AND OTHER LIABILITIES86
ACCRUED AND OTHER LIABILITIES - Golf Course Lease and Surcharge (Details) | Jan. 24, 2017USD ($) | Jul. 31, 2012USD ($) | Mar. 31, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)$ / item |
Accrued and other liabilities | ||||
Gain from elimination of accrued rent liability | $ 2,226,526 | |||
Annual surcharge, per round of golf played | $ / item | 1 | |||
Minimum annual per round surcharge | $ 70,000 | |||
Maximum Aggregate Amount of Per Round Surcharge | $ 700,000 | |||
Golf course land purchase | ||||
Accrued and other liabilities | ||||
Land and land improvements acquired | $ 1,500,000 | |||
Golf course lease | ||||
Accrued and other liabilities | ||||
Base rent payment | $ 250,000 | |||
Base rent, including increase | 500,000 | |||
Gain from elimination of accrued rent liability | $ 2,200,000 | |||
Noncash gain from elimination of accrued rent liability (in dollars per share) | $ / shares | $ 0.40 | |||
After tax gain from elimination of accrued rent liability (in dollars per share) | $ / shares | $ 0.24 | |||
Acceleration of the remaining amount of accrued rent | $ 1,700,000 | |||
Amount of rent accrued pursuant to the lease, as amended, which will no longer be owed | $ 500,000 | |||
Golf course lease amendment | ||||
Accrued and other liabilities | ||||
Base rent payment | $ 250,000 | |||
Base rent annual rate increase during extensions (as a percent) | 1.75% |
ACCRUED AND OTHER LIABILITIES87
ACCRUED AND OTHER LIABILITIES - Tenant Improvement Credits (Details) - USD ($) | Apr. 28, 2017 | Apr. 22, 2014 | Sep. 30, 2017 | Dec. 31, 2016 |
Accrued and other liabilities | ||||
Tenant improvements | $ 419,302 | $ 398,621 | ||
Katy, Texas | Property | Tenant reimbursement commitment | ||||
Accrued and other liabilities | ||||
Contractual Obligation | 0 | |||
Tenant improvements | 381,000 | |||
Tenant improvements completed and funded | 100,000 | |||
Remaining amount of commitment | $ 551,000 | |||
Katy, Texas | Property | Tenant reimbursement commitment | 2014 Acquisitions | ||||
Accrued and other liabilities | ||||
Liability incurred | $ 651,000 | |||
Tampa, Florida | Property | Tenant reimbursement commitment | ||||
Accrued and other liabilities | ||||
Tenant improvements completed and funded | $ 0 | |||
Tampa, Florida | Property | Tenant reimbursement commitment | 2017 acquisitions of income property subject to a lease | ||||
Accrued and other liabilities | ||||
Liability incurred | $ 400,000 |
ACCRUED AND OTHER LIABILITIES88
ACCRUED AND OTHER LIABILITIES - Environmental Reserves (Details) | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($)a | Sep. 30, 2017USD ($) | Dec. 31, 2015USD ($)a | Dec. 31, 2014USD ($)a | Sep. 30, 2017USD ($) | Dec. 31, 2015USD ($)a | Sep. 30, 2017USD ($) |
Wetlands restoration | |||||||||
Environmental reserves | |||||||||
Estimated cost | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | ||||||
Accrued restoration cost | $ 1,700,000 | 840,000 | $ 1,700,000 | $ 840,000 | $ 1,700,000 | $ 840,000 | |||
Area of previously disposed land subject to remediation | a | 148.4 | 148.4 | 148.4 | ||||||
Increase in accrual of remediation costs | $ 300,000 | ||||||||
Environmental costs funded | 1,200,000 | ||||||||
Acres | a | 148.4 | 148.4 | 148.4 | ||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | |||||||||
Environmental reserves | |||||||||
Additional environmental reserve accrued | $ 500,000 | $ 110,000 | $ 610,000 | ||||||
Environmental costs funded | 482,000 | ||||||||
Environmental reserve accrued | $ 129,000 | $ 129,000 | $ 129,000 | ||||||
Minimum | Wetlands restoration | |||||||||
Environmental reserves | |||||||||
Estimated cost | $ 1,700,000 | ||||||||
Minimum | Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | |||||||||
Environmental reserves | |||||||||
Estimated cost | 500,000 | ||||||||
Maximum | Wetlands restoration | |||||||||
Environmental reserves | |||||||||
Estimated cost | $ 1,900,000 | ||||||||
Maximum | Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | |||||||||
Environmental reserves | |||||||||
Estimated cost | $ 1,000,000 | ||||||||
Acres | a | 1 |
DEFERRED REVENUE - Summary of D
DEFERRED REVENUE - Summary of Deferred Revenue (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
DEFERRED REVENUE | ||
Deferred Oil Exploration Lease Revenue | $ 585,674 | |
Prepaid Rent | $ 978,160 | 1,068,972 |
Other Deferred Revenue | 334,865 | 337,020 |
Total Deferred Revenue | $ 1,313,025 | $ 1,991,666 |
DEFERRED REVENUE - Rent Paid in
DEFERRED REVENUE - Rent Paid in Advance (Details) - Oil exploration - USD ($) | Oct. 11, 2017 | Sep. 20, 2016 |
Deferred Revenue Arrangement [Line Items] | ||
Rent payment received | $ 807,000 | $ 807,000 |
Lease term | 13 years | |
Period over which rent received in advance is recognized | 12 months |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of All Share Activity (Details) - shares | Feb. 03, 2017 | Jan. 25, 2017 | Jan. 27, 2016 | Jan. 22, 2014 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 |
Shares | |||||||
Outstanding (in shares) | 231,504 | ||||||
Granted (in shares) | 30,086 | ||||||
Vested / Exercised (in shares) | (40,798) | ||||||
Expired (in shares) | (37,000) | ||||||
Forfeited (in shares) | (267) | ||||||
Outstanding (in shares) | 183,525 | 183,525 | |||||
Restricted Shares | |||||||
Shares | |||||||
Expired (in shares) | (32,000) | ||||||
Peer Group Market Condition Vesting | Performance Shares | |||||||
Shares | |||||||
Granted (in shares) | 12,635 | 12,635 | |||||
Outstanding (in shares) | 12,635 | 12,635 | |||||
Stock Price Vesting | Restricted Shares | |||||||
Shares | |||||||
Outstanding (in shares) | 69,500 | ||||||
Expired (in shares) | (32,000) | ||||||
Outstanding (in shares) | 37,500 | 37,500 | |||||
Three-Year Vesting | Restricted Shares | |||||||
Shares | |||||||
Outstanding (in shares) | 37,504 | ||||||
Granted (in shares) | 17,451 | 21,100 | 14,500 | 17,451 | |||
Vested (in shares) | (17,298) | ||||||
Forfeited (in shares) | (267) | ||||||
Outstanding (in shares) | 37,390 | 37,390 | |||||
2010 Plan | Stock Option Awards | |||||||
Shares | |||||||
Outstanding (in shares) | 113,500 | ||||||
Exercised (in shares) | (23,500) | ||||||
Outstanding (in shares) | 90,000 | 90,000 | |||||
2001 Stock Option Plan | Stock Option Awards | |||||||
Shares | |||||||
Outstanding (in shares) | 11,000 | ||||||
Granted (in shares) | 0 | 0 | |||||
Expired (in shares) | (5,000) | ||||||
Outstanding (in shares) | 6,000 | 6,000 | |||||
2001 Stock Option Plan | Stock Options and Stock Appreciation Rights | |||||||
Shares | |||||||
Outstanding (in shares) | 11,000 | ||||||
Expired (in shares) | (5,000) | ||||||
Outstanding (in shares) | 6,000 | 6,000 |
STOCK-BASED COMPENSATION - Perf
STOCK-BASED COMPENSATION - Performance Share Awards – Peer Group Market Condition Vesting (Details) - Peer Group Market Condition Vesting - USD ($) | Aug. 04, 2017 | Feb. 03, 2017 | Sep. 30, 2017 |
Equity Award Agreements | |||
Award agreements | |||
Period after change of control for equity award to fully vest upon termination of employment without cause or resignation | 24 months | ||
Performance Shares | |||
Stock-based compensation | |||
Performance period | 3 years | ||
Shares | |||
Granted (in shares) | 12,635 | 12,635 | |
Outstanding (in shares) | 12,635 | ||
Weighted Average Fair Value | |||
Granted (in dollars per share | $ 55.66 | ||
Outstanding (in dollars per share) | $ 55.66 | ||
Compensation cost | |||
Unrecognized compensation cost | $ 527,000 | ||
Weighted average period of recognition of unrecognized compensation cost | 2 years 3 months 18 days | ||
Performance Shares | Minimum | |||
Stock-based compensation | |||
Vesting percentage | 0.00% | ||
Performance Shares | Maximum | |||
Stock-based compensation | |||
Vesting percentage | 150.00% |
STOCK-BASED COMPENSATION - Mark
STOCK-BASED COMPENSATION - Market Condition Restricted Shares, Stock Price Vesting (Details) | Aug. 04, 2017 | Aug. 01, 2017$ / sharesshares | Feb. 26, 2016item$ / sharesshares | Sep. 30, 2017USD ($)item$ / sharesshares | Mar. 31, 2016shares | Jun. 30, 2015itemshares | Mar. 31, 2015$ / sharesshares | Dec. 31, 2014shares | Mar. 31, 2015item$ / shares | Sep. 30, 2017USD ($)item$ / sharesshares | Dec. 31, 2012$ / sharesshares | Dec. 31, 2011shares | Dec. 31, 2012item$ / shares |
Employment agreements | Mr. Albright | |||||||||||||
Stock-based compensation | |||||||||||||
Term of employment agreement | 5 years | ||||||||||||
Restricted Shares | |||||||||||||
Stock-based compensation | |||||||||||||
Shares permanently surrendered | 68,000 | ||||||||||||
Shares | |||||||||||||
Expired (in shares) | (32,000) | ||||||||||||
Stock Price Vesting | Restricted Shares | |||||||||||||
Shares | |||||||||||||
Outstanding (in shares) | 69,500 | ||||||||||||
Expired (in shares) | (32,000) | ||||||||||||
Outstanding (in shares) | 37,500 | 37,500 | |||||||||||
Weighted Average Fair Value | |||||||||||||
Outstanding (in dollars per share) | $ / shares | $ 27.03 | ||||||||||||
Expired (in dollars per share) | $ / shares | 14.08 | ||||||||||||
Outstanding (in dollars per share) | $ / shares | $ 38.09 | $ 38.09 | |||||||||||
Compensation cost | |||||||||||||
Unrecognized compensation cost | $ | $ 0 | $ 0 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Albright | |||||||||||||
Stock-based compensation | |||||||||||||
Number of increments to vest | item | 4 | 4 | |||||||||||
Restricted share award period after termination of employment | 60 days | 60 days | |||||||||||
Period for average closing price | 30 days | 30 days | |||||||||||
Number of increments vested | item | 0 | 0 | |||||||||||
Stock based compensation, shares, surrendered | 72,000 | ||||||||||||
Stock based compensation, shares, permanently surrendered | 68,000 | ||||||||||||
Shares | |||||||||||||
Granted (in shares) | 4,000 | 94,000 | 96,000 | ||||||||||
Outstanding (in shares) | 26,000 | ||||||||||||
Stock Price Vesting | Restricted Shares | Mr. Patten | |||||||||||||
Shares | |||||||||||||
Granted (in shares) | 17,000 | ||||||||||||
Stock Price Vesting | Restricted Shares | Mr. Albright and Mr. Patten | |||||||||||||
Stock-based compensation | |||||||||||||
Number of increments to vest | item | 6 | ||||||||||||
Restricted share award period after termination of employment | 60 days | ||||||||||||
Period for average closing price | 60 days | ||||||||||||
Period subject to stock price condition | 6 years | ||||||||||||
Number of increments vested | item | 4 | 4 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Albright and Mr. Patten | Minimum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 36 | $ 36 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Albright and Mr. Patten | Maximum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 65 | $ 65 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Smith | |||||||||||||
Shares | |||||||||||||
Granted (in shares) | 2,500 | ||||||||||||
Stock Price Vesting | Restricted Shares | Officer | |||||||||||||
Shares | |||||||||||||
Granted (in shares) | 3,000 | ||||||||||||
Stock Price Vesting | Restricted Shares | Mr. Smith and other Officer | |||||||||||||
Stock-based compensation | |||||||||||||
Number of increments to vest | item | 2 | ||||||||||||
Restricted share award period after termination of employment | 60 days | ||||||||||||
Period for average closing price | 60 days | ||||||||||||
Period subject to stock price condition | 6 years | ||||||||||||
Number of increments vested | item | 0 | 0 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Smith and other Officer | Minimum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 60 | $ 60 | |||||||||||
Stock Price Vesting | Restricted Shares | Mr. Smith and other Officer | Maximum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 65 | $ 65 | |||||||||||
Stock Price Vesting, $60 and $65 price increments | Restricted Shares | Mr. Albright | |||||||||||||
Stock-based compensation | |||||||||||||
Number of increments to vest | item | 2 | ||||||||||||
Number of shares in each vesting increment | 2,000 | ||||||||||||
Shares | |||||||||||||
Expired (in shares) | 32,000 | ||||||||||||
Stock Price Vesting, $60 and $65 price increments | Restricted Shares | Mr. Albright | Minimum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 60 | $ 60 | |||||||||||
Stock Price Vesting, $60 and $65 price increments | Restricted Shares | Mr. Albright | Maximum | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 65 | 65 | |||||||||||
Stock Price Vesting, $70 price increment | Restricted Shares | Mr. Albright | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 70 | ||||||||||||
Number of shares in each vesting increment | 18,000 | ||||||||||||
Stock Price Vesting, $75 price increment | Restricted Shares | Mr. Albright | |||||||||||||
Stock-based compensation | |||||||||||||
Closing share price (in dollars per share) | $ / shares | $ 75 | ||||||||||||
Number of shares in each vesting increment | 4,000 | ||||||||||||
Equity Award Agreements | Stock Price Vesting | |||||||||||||
Award agreements | |||||||||||||
Period after change of control for equity award to fully vest upon termination of employment without cause or resignation | 24 months | 24 months |
STOCK-BASED COMPENSATION - Thre
STOCK-BASED COMPENSATION - Three Year Vest Restricted Shares (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 04, 2017 | Jan. 25, 2017 | Jan. 27, 2016 | Feb. 09, 2015 | Jan. 28, 2015 | Jan. 22, 2014 | Sep. 30, 2017 | Sep. 30, 2017 |
Restricted Shares | ||||||||
Shares | ||||||||
Expired (in shares) | (32,000) | |||||||
Three-Year Vesting | Restricted Shares | ||||||||
Stock-based compensation | ||||||||
Vesting per year (as a percent) | 33.00% | 33.00% | 33.00% | |||||
Shares | ||||||||
Outstanding (in shares) | 37,504 | |||||||
Granted (in shares) | 17,451 | 21,100 | 14,500 | 17,451 | ||||
Vested (in shares) | (17,298) | |||||||
Forfeited (in shares) | (267) | |||||||
Outstanding (in shares) | 37,390 | 37,390 | ||||||
Weighted Average Fair Value | ||||||||
Outstanding (in dollars per share) | $ 47.53 | |||||||
Granted (in dollars per share | 55.06 | |||||||
Vested (in dollars per share) | 46.70 | |||||||
Forfeited (in dollars per share) | 52.51 | |||||||
Outstanding (in dollars per share) | $ 51.39 | $ 51.39 | ||||||
Compensation cost | ||||||||
Unrecognized compensation cost | $ 1.3 | $ 1.3 | ||||||
Vesting period | 3 years | |||||||
Weighted average period of recognition of unrecognized compensation cost | 1 year 9 months 18 days | |||||||
Three-Year Vesting | Restricted Shares | Certain employees, excluding Mr. Albright | ||||||||
Stock-based compensation | ||||||||
Vesting per year (as a percent) | 33.00% | |||||||
Shares | ||||||||
Granted (in shares) | 11,700 | |||||||
Three-Year Vesting | Restricted Shares | Mr. Albright | ||||||||
Stock-based compensation | ||||||||
Vesting per year (as a percent) | 33.00% | |||||||
Shares | ||||||||
Granted (in shares) | 8,000 | |||||||
Equity Award Agreements | Three-Year Vesting | ||||||||
Award agreements | ||||||||
Period after change of control for equity award to fully vest upon termination of employment without cause or resignation | 24 months |
STOCK-BASED COMPENSATION - Non-
STOCK-BASED COMPENSATION - Non-Qualified Stock Option Awards (Details) - Stock Option Awards - 2010 Plan - $ / shares | Aug. 04, 2017 | Feb. 26, 2016 | Jun. 29, 2015 | May 20, 2015 | Feb. 09, 2015 | Jan. 23, 2013 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2011 |
Albright, Patten, and Smith | |||||||||
Stock-based compensation | |||||||||
Granted (in shares) | 10,000 | 10,000 | 50,000 | ||||||
Vesting per year (as a percent) | 33.00% | 33.00% | 33.00% | ||||||
Period of expiration from grant date | 10 years | 10 years | 10 years | ||||||
Period of expiration after death or termination for disability | 12 months | 12 months | 12 months | ||||||
Period of expiration after termination of employment for reason other than death or disability | 30 days | 30 days | 30 days | ||||||
Certain employees | |||||||||
Stock-based compensation | |||||||||
Granted (in shares) | 51,000 | ||||||||
Vesting per year (as a percent) | 33.00% | ||||||||
Period of expiration from grant date | 5 years | ||||||||
Period of expiration after death or termination for disability | 12 months | ||||||||
Period of expiration after termination of employment for reason other than death or disability | 30 days | ||||||||
Mr. Patten | |||||||||
Stock-based compensation | |||||||||
Granted (in shares) | 10,000 | ||||||||
Mr. Albright | |||||||||
Stock-based compensation | |||||||||
Granted (in shares) | 40,000 | 40,000 | 20,000 | ||||||
Exercise price (in dollars per share) | $ 55.62 | $ 57.50 | |||||||
Surrendered (in shares) | 40,000 | ||||||||
Period of expiration after death or termination for disability | 12 months | 12 months | |||||||
Period of expiration after termination of employment for reason other than death or disability | 30 days | 30 days | |||||||
Mr. Albright | Immediate vesting | |||||||||
Stock-based compensation | |||||||||
Vesting percentage | 33.00% | ||||||||
Mr. Albright | Vesting on designated anniversary dates | |||||||||
Stock-based compensation | |||||||||
Vesting percentage | 67.00% | ||||||||
Officer | |||||||||
Stock-based compensation | |||||||||
Granted (in shares) | 10,000 | ||||||||
Exercise price (in dollars per share) | $ 57.54 | ||||||||
Vesting per year (as a percent) | 33.00% | ||||||||
Period of expiration after death or termination for disability | 12 months | ||||||||
Period of expiration after termination of employment for reason other than death or disability | 30 days | ||||||||
Equity Award Agreements | |||||||||
Award agreements | |||||||||
Period after change of control for equity award to fully vest upon termination of employment without cause or resignation | 24 months |
STOCK-BASED COMPENSATION - Su96
STOCK-BASED COMPENSATION - Summary of Stock Based Compensation Activity for Non-Qualified Stock Option Award (Details) - 2010 Plan - Stock Option Awards - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Shares | ||
Outstanding (in shares) | 113,500 | |
Exercised (in shares) | (23,500) | |
Outstanding (in shares) | 90,000 | 113,500 |
Exercisable (in shares) | 69,600 | 76,600 |
Weighted Average Exercise Price (in dollars per share) | ||
Outstanding (in dollars per share) | $ 49.03 | |
Exercised (in dollars per share) | 34.95 | |
Outstanding (in dollars per share) | 52.71 | $ 49.03 |
Exercisable (in dollars per share) | $ 52.03 | $ 45.94 |
Weighted Average Remaining Contractual Term | ||
Outstanding | 7 years 2 months 23 days | |
Exercisable | 7 years 1 month 17 days | 5 years 9 months |
Stock-based compensation | ||
Aggregate Intrinsic Value, Outstanding (in dollars) | $ 662,700 | |
Aggregate Intrinsic Value, Exercisable (in dollars) | $ 559,340 | $ 573,181 |
STOCK-BASED COMPENSATION - Su97
STOCK-BASED COMPENSATION - Summary of Non-Vested Options for Non-Qualified, Equity-Classified Stock Option Awards (Details) - 2010 Plan - Stock Option Awards | 9 Months Ended |
Sep. 30, 2017USD ($)shares | |
Non-Vested Shares | |
Outstanding (in shares) | shares | 36,900 |
Vested (in shares) | shares | (16,500) |
Outstanding (in shares) | shares | 20,400 |
Stock-based compensation | |
Fair Value of Shares Vested | $ | $ 924,066 |
Total intrinsic value of options exercised (in dollars) | $ | 451,000 |
Unrecognized compensation cost (in dollars) | $ | $ 141,000 |
Weighted average period of recognition of unrecognized compensation cost | 7 months 6 days |
STOCK-BASED COMPENSATION - Liab
STOCK-BASED COMPENSATION - Liability-Classified Stock Compensation Activity (Details) - 2001 Stock Option Plan - USD ($) | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2010 | Dec. 31, 2009 | |
Stock-based compensation | ||||
Award plan, number of common stock that may be issued | 500,000 | |||
Stock Option Awards | ||||
Stock-based compensation | ||||
Awards available for issue ( in shares) | 0 | |||
Shares | ||||
Outstanding (in shares) | 11,000 | |||
Granted (in shares) | 0 | 0 | ||
Expired (in shares) | (5,000) | |||
Outstanding (in shares) | 6,000 | |||
Exercisable (in shares) | 6,000 | |||
Weighted Average Fair Value | ||||
Outstanding (in dollars per share) | $ 63.87 | |||
Expired (in dollars per share) | 77.25 | |||
Outstanding (in dollars per share) | 52.73 | |||
Exercisable (in dollars per share) | $ 52.73 | |||
Weighted Average Remaining Contractual Term | ||||
Outstanding | 3 months 26 days | |||
Exercisable | 3 months 26 days | |||
Stock-based compensation | ||||
Aggregate Intrinsic Value, Outstanding (in dollars) | $ 44,040 | |||
Aggregate Intrinsic Value, Exercisable (in dollars) | $ 44,040 | |||
Stock Appreciation Rights | ||||
Shares | ||||
Outstanding (in shares) | 11,000 | |||
Granted (in shares) | 0 | 0 | ||
Expired (in shares) | (5,000) | |||
Outstanding (in shares) | 6,000 | |||
Exercisable (in shares) | 6,000 | |||
Weighted Average Fair Value | ||||
Outstanding (in dollars per share) | $ 1.33 | |||
Outstanding (in dollars per share) | 4.08 | |||
Exercisable (in dollars per share) | $ 4.08 | |||
Weighted Average Remaining Contractual Term | ||||
Outstanding | 3 months 26 days | |||
Share based compensation, Weighted Average Remaining Contractual Term, Exercisable | 3 months 26 days | |||
Aggregate Intrinsic Value | ||||
Outstanding | $ 23,714 | |||
Exercisable | $ 23,714 |
STOCK-BASED COMPENSATION - Assu
STOCK-BASED COMPENSATION - Assumptions Used in Determining Fair Value of Stock Options and Stock Appreciation Rights (Details) - Stock Options and Stock Appreciation Rights | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Expected Volatility | 14.70% | 14.13% |
Expected Dividends | 0.27% | 0.22% |
Expected Term | 3 months 26 days | 7 months 10 days |
Risk-Free Rate | 1.06% | 0.66% |
STOCK-BASED COMPENSATION - Stoc
STOCK-BASED COMPENSATION - Stock Options and Stock Appreciation Rights Grants and Liability (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Stock-based compensation | |||
Accrued Stock-Based Compensation | $ 69,877 | $ 42,092 | |
Stock Options and Stock Appreciation Rights | |||
Stock-based compensation | |||
Accrued Stock-Based Compensation | $ 70,000 | $ 42,000 | |
2001 Stock Option Plan | Stock Option Awards | |||
Stock-based compensation | |||
Granted (in shares) | 0 | 0 | |
2001 Stock Option Plan | Stock Appreciation Rights | |||
Stock-based compensation | |||
Granted (in shares) | 0 | 0 |
STOCK-BASED COMPENSATION - Reco
STOCK-BASED COMPENSATION - Recognized in Financial Statements (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
STOCK-BASED COMPENSATION | ||||
Accelerated Charge for Stock-Based Compensation | $ 1,649,513 | |||
Recurring Charge for Stock-Based Compensation | $ 398,925 | $ 401,967 | $ 1,142,090 | 1,244,076 |
Total Cost of Share-Based Plans Charged Against Income Before Tax Effect | 398,925 | 401,967 | 1,142,090 | 2,893,589 |
Income Tax Expense Recognized in Income | $ (150,283) | $ (155,059) | $ (286,676) | $ (1,116,202) |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 15 Months Ended | ||
Sep. 30, 2017 | Mar. 31, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2015 | Mar. 31, 2016 | |
Income Taxes | ||||||
Effective income tax rate | 38.70% | 43.70% | ||||
Accelerated stock compensation expense | $ 1,649,513 | |||||
Restricted Shares | ||||||
Income Taxes | ||||||
Shares expired | 32,000 | |||||
Shares permanently surrendered | 68,000 | |||||
Accelerated stock compensation expense | $ 451,000 | $ 1,600,000 | $ 676,000 | $ 2,300,000 | ||
Income tax benefit recorded related to additional stock compensation expense | $ 0 | $ 0 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Contractual Commitments - Expenditures (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2015USD ($)a | Dec. 31, 2013USD ($)a | Jun. 30, 2017USD ($)a | Mar. 31, 2017a | Sep. 30, 2016a | Mar. 31, 2016a | Sep. 30, 2017USD ($)ft²arestaurant | Sep. 30, 2016a | Dec. 31, 2013USD ($)a | Dec. 31, 2016USD ($)a | |
Commitments | ||||||||||
Acres sold | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | ||||
Restricted Cash | $ 7,027,196 | $ 9,855,469 | ||||||||
Beachfront property | ||||||||||
Commitments | ||||||||||
Acres | a | 6 | 6 | ||||||||
Beachfront property | Restaurant property | ||||||||||
Commitments | ||||||||||
Commitment amount | $ 4,800,000 | |||||||||
Payments for construction in progress | $ 2,200,000 | |||||||||
Number of properties | restaurant | 2 | |||||||||
Total estimated cost to improve the land and develop the income properties | $ 6,900,000 | |||||||||
Race Trac | ||||||||||
Commitments | ||||||||||
Acres sold | a | 3.4 | |||||||||
Sam's Club affiliate | ||||||||||
Commitments | ||||||||||
Acres sold | a | 18.1 | |||||||||
Sam's Club affiliate | Buyer reimbursement | ||||||||||
Commitments | ||||||||||
Deposit of cash in escrow classified as restricted cash | $ 125,000 | |||||||||
Restricted Cash | 125,000 | |||||||||
Williamson Crossing site | ||||||||||
Commitments | ||||||||||
Acres | a | 19.6 | 19.6 | ||||||||
Williamson Crossing site | Road and other land improvements | ||||||||||
Commitments | ||||||||||
Area of land subject to contractual commitment | a | 23 | |||||||||
Estimated cost for improvements | $ 1,260,000 | |||||||||
Williamson Crossing site | Buyer reimbursement | ||||||||||
Commitments | ||||||||||
Percentage of cost paid | 77.50% | |||||||||
Commitment amount | $ 976,500 | $ 976,500 | ||||||||
Reimbursement period of land improvement cost | 5 years | |||||||||
Deposit of cash in escrow classified as restricted cash | $ 283,500 | |||||||||
Restricted Cash | 287,000 | |||||||||
The Grove at Winter Park | Construction commitment | ||||||||||
Commitments | ||||||||||
Commitment amount | 315,000 | |||||||||
Construction cost incurred | 3,900,000 | |||||||||
Estimated costs expected to be incurred related to construction of buildings and tenant improvements | 4,200,000 | |||||||||
Westcliff property | ||||||||||
Commitments | ||||||||||
Acres | a | 10.3 | |||||||||
Westcliff property | Property improvements | ||||||||||
Commitments | ||||||||||
Commitment amount | $ 654,000 | 373,000 | ||||||||
Construction cost incurred | 281,000 | |||||||||
Lease for corporate offices | ||||||||||
Commitments | ||||||||||
Savings in base rent that will no longer be paid for a lease that expired | 128,000 | |||||||||
Income properties buildings and improvements | Corporate offices, Williamson Business Park | ||||||||||
Commitments | ||||||||||
Construction cost incurred | $ 761,000 | |||||||||
Area of real estate property | ft² | 7,700 | |||||||||
Building | Corporate offices, Williamson Business Park | ||||||||||
Commitments | ||||||||||
Construction cost incurred | $ 233,000 | |||||||||
Building improvements | Corporate offices, Williamson Business Park | ||||||||||
Commitments | ||||||||||
Construction cost incurred | 528,000 | |||||||||
Maximum | Sam's Club affiliate | Buyer reimbursement | ||||||||||
Commitments | ||||||||||
Commitment amount | 125,000 | |||||||||
Maximum | Williamson Crossing site | Buyer reimbursement | ||||||||||
Commitments | ||||||||||
Commitment amount | $ 689,000 |
COMMITMENTS AND CONTINGENCIE104
COMMITMENTS AND CONTINGENCIES - Contractual Commitments - Land Pipeline (Details) | Oct. 30, 2017USD ($)aentity$ / a | Apr. 25, 2017USD ($)a$ / a | Apr. 13, 2017USD ($)a$ / a | Apr. 05, 2017USD ($)a$ / a | Mar. 22, 2017USD ($)a$ / a | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($)a$ / a | Mar. 31, 2017USD ($)a$ / a | Sep. 30, 2016a | Mar. 31, 2016a | Sep. 30, 2017USD ($)a$ / a | Sep. 30, 2016a |
Contracts | ||||||||||||
No. of Acres | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | ||||||
Contract Amount | $ | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | ||||||||
Price per Acre | $ / a | 133,000 | 18,000 | 24,000 | |||||||||
Commercial | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 30 | 4.50 | 27.50 | 6.35 | ||||||||
Contract Amount | $ | $ 2,938,000 | $ 1,235,000 | $ 3,218,000 | $ 1,556,000 | ||||||||
Price per Acre | $ / a | 98,000 | 274,000 | 117,000 | 245,000 | ||||||||
Expected | ||||||||||||
Contracts | ||||||||||||
Number of purchase and sale agreements | entity | 12 | |||||||||||
Number of buyers | entity | 11 | |||||||||||
No. of Acres | a | 5,834 | |||||||||||
Area of land sales as a percentage of land holdings | 72.00% | |||||||||||
Contract Amount | $ | $ 146,114,000 | |||||||||||
Price per Acre | $ / a | 25,000 | |||||||||||
Expected | Mitigation Bank joint venture | ||||||||||||
Contracts | ||||||||||||
Ownership interest retained (as a percent) | 30.00% | |||||||||||
Expected | Institutional investor | Mitigation Bank joint venture | ||||||||||||
Contracts | ||||||||||||
Interest acquired in joint venture (as a percent) | 70.00% | |||||||||||
Expected | Buyer's option | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 71 | |||||||||||
Contract Amount | $ | $ 574,000 | |||||||||||
Expected | Base contract | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 129 | |||||||||||
Contract Amount | $ | $ 2,750,000 | |||||||||||
Expected | Commercial/Retail | Property East of I-95, one | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 123 | |||||||||||
Contract Amount | $ | $ 29,250,000 | |||||||||||
Price per Acre | $ / a | 238,000 | |||||||||||
Expected | Commercial/Retail | Property East of I-95, one | Minimum | ||||||||||||
Contracts | ||||||||||||
Cost of requisite mitigation credits as a percentage of land sale contract amount | 5.00% | |||||||||||
Expected | Commercial/Retail | Property East of I-95, one | Maximum | ||||||||||||
Contracts | ||||||||||||
Cost of requisite mitigation credits as a percentage of land sale contract amount | 10.00% | |||||||||||
Expected | Commercial/Retail | Buc'ees - East of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 35 | |||||||||||
Contract Amount | $ | $ 14,000,000 | |||||||||||
Price per Acre | $ / a | 400,000 | |||||||||||
Expected | Commercial/Retail | Buc'ees - East of I-95 | Minimum | ||||||||||||
Contracts | ||||||||||||
Cost of requisite mitigation credits as a percentage of land sale contract amount | 5.00% | |||||||||||
Expected | Commercial/Retail | Buc'ees - East of I-95 | Maximum | ||||||||||||
Contracts | ||||||||||||
Cost of requisite mitigation credits as a percentage of land sale contract amount | 10.00% | |||||||||||
Expected | Commercial/Retail | Property East of I-95, two | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 21 | |||||||||||
Contract Amount | $ | $ 5,777,000 | |||||||||||
Price per Acre | $ / a | 275,000 | |||||||||||
Expected | Commercial/Retail | Specialty Grocer - East of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 9 | |||||||||||
Contract Amount | $ | $ 2,700,000 | |||||||||||
Price per Acre | $ / a | 300,000 | |||||||||||
Expected | Residential (AR) | Minto II - West of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 1,614 | |||||||||||
Contract Amount | $ | $ 26,500,000 | |||||||||||
Price per Acre | $ / a | 16,000 | |||||||||||
Expected | Residential (SF) | ICI Homes II - West of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 1,016 | |||||||||||
Contract Amount | $ | $ 21,000,000 | |||||||||||
Price per Acre | $ / a | 21,000 | |||||||||||
Expected | Residential (SF) | Property west of Interstate 95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 200 | |||||||||||
Contract Amount | $ | $ 3,324,000 | |||||||||||
Price per Acre | $ / a | 17,000 | |||||||||||
Expected | Residential (SF) | ICI Homes - West of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 146 | |||||||||||
Contract Amount | $ | $ 1,400,000 | |||||||||||
Price per Acre | $ / a | 10,000 | |||||||||||
Expected | Residential (Multi-Family) | Property east of Interstate 95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 45 | |||||||||||
Contract Amount | $ | $ 5,200,000 | |||||||||||
Price per Acre | $ / a | 116,000 | |||||||||||
Expected | Residential (Multi-Family) | Buyer's option | Property east of Interstate 95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 19 | |||||||||||
Contract Amount | $ | $ 2,000,000 | |||||||||||
Expected | Residential (Multi-Family) | Base contract | Property east of Interstate 95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 26 | |||||||||||
Contract Amount | $ | $ 3,200,000 | |||||||||||
Expected | Retail site | Mixed-Use Retail - North American - East of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 62 | |||||||||||
Contract Amount | $ | $ 16,963,000 | |||||||||||
Price per Acre | $ / a | 273,000 | |||||||||||
Expected | Commercial | Mitigation Bank - Term Sheet - West of I-95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 2,492 | |||||||||||
Contract Amount | $ | $ 15,000,000 | |||||||||||
Price per Acre | $ / a | 6,000 | |||||||||||
Expected | Distribution/Warehouse | Property east of Interstate 95 | ||||||||||||
Contracts | ||||||||||||
No. of Acres | a | 71 | |||||||||||
Contract Amount | $ | $ 5,000,000 | |||||||||||
Price per Acre | $ / a | 70,000 |
COMMITMENTS AND CONTINGENCIE105
COMMITMENTS AND CONTINGENCIES - Other Matters (Details) | Jun. 30, 2016USD ($)aitem | Jun. 30, 2017a | Mar. 31, 2017USD ($)a | Sep. 30, 2016a | Jun. 30, 2016USD ($)a | Mar. 31, 2016a | Dec. 31, 2015USD ($)a | Sep. 30, 2017USD ($)a | Sep. 30, 2016a | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) |
Contingencies | |||||||||||
Acres sold | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | |||||
Unfavorable regulatory action | |||||||||||
Contingencies | |||||||||||
Accrued loss contingency | $ 187,500 | ||||||||||
Single institutional shareholder allegations | |||||||||||
Contingencies | |||||||||||
Cost incurred | $ 1,600,000 | $ 3,000,000 | |||||||||
Legal representation and third party costs | 1,200,000 | ||||||||||
Minto Communities LLC | |||||||||||
Contingencies | |||||||||||
Acres sold | a | 1,581 | ||||||||||
Wetlands restoration | |||||||||||
Contingencies | |||||||||||
Estimated cost | $ 2,000,000 | $ 2,000,000 | 2,000,000 | ||||||||
Accrued restoration cost | $ 1,700,000 | 840,000 | $ 840,000 | $ 840,000 | |||||||
Acres | a | 148.4 | ||||||||||
Increase in accrual of remediation costs | $ 300,000 | ||||||||||
Environmental costs funded | $ 1,200,000 | ||||||||||
Wetlands restoration | Minto Communities LLC | |||||||||||
Contingencies | |||||||||||
Cash deposited in escrow | $ 423,000 | ||||||||||
Wetlands restoration | Minimum | |||||||||||
Contingencies | |||||||||||
Estimated cost | $ 1,700,000 | ||||||||||
Wetlands restoration | Maximum | |||||||||||
Contingencies | |||||||||||
Estimated cost | $ 1,900,000 | ||||||||||
Mitigation activities | |||||||||||
Contingencies | |||||||||||
Acres | a | 54.66 | 54.66 | |||||||||
Number of mitigation credits required to be utilized | item | 36 | ||||||||||
Mitigation credits transferred | $ 298,000 | ||||||||||
Potential future costs accrued | $ 0 | ||||||||||
Mitigation activities | Unfavorable regulatory action | |||||||||||
Contingencies | |||||||||||
Acres | a | 54.66 |
BUSINESS SEGMENT DATA - Descrip
BUSINESS SEGMENT DATA - Description (Details) | Sep. 30, 2017loanitemproperty | Dec. 31, 2016 | Sep. 30, 2017segmentitemproperty | Sep. 30, 2016 |
Business segment data | ||||
Number of business segments | segment | 4 | |||
Golf Operations | ||||
Business segment data | ||||
Number of golf courses owned | property | 2 | 2 | ||
Number of holes to the golf course | item | 18 | 18 | ||
Commercial loans | ||||
Business segment data | ||||
Number of mortgage loan investments | 4 | |||
Product concentration | Identifiable assets | Income Properties | ||||
Business segment data | ||||
Percentage of total | 78.70% | 70.30% | ||
Product concentration | Consolidated revenues | Income Properties | ||||
Business segment data | ||||
Percentage of total | 30.50% | 42.60% | ||
Fixed–rate mezzanine | Commercial loans | ||||
Business segment data | ||||
Number of mortgage loan investments | 1 | |||
Variable–rate mezzanine | Commercial loans | ||||
Business segment data | ||||
Number of mortgage loan investments | 1 |
BUSINESS SEGMENT DATA - Summary
BUSINESS SEGMENT DATA - Summary of Operations in Different Segments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Business segment data | |||||
Total Revenues | $ 12,380,602 | $ 12,210,945 | $ 73,931,669 | $ 43,439,318 | |
Operating Income (Loss) | 3,757,449 | 15,879,509 | 34,647,267 | 27,005,693 | |
Depreciation and Amortization | 3,161,169 | 1,945,460 | 9,139,434 | 5,818,386 | |
Identifiable Assets | 436,710,801 | 436,710,801 | $ 408,623,426 | ||
Operating Segments | |||||
Business segment data | |||||
Capital Expenditures | 3,077,685 | 49,758,942 | 49,689,557 | 52,640,944 | |
General and Corporate Expense | |||||
Business segment data | |||||
Operating Income (Loss) | (5,156,947) | 7,712,203 | (14,856,020) | (3,675,088) | |
Income Properties | |||||
Business segment data | |||||
Total Revenues | 7,928,258 | 6,021,331 | 22,566,505 | 18,483,654 | |
Depreciation and Amortization | 3,053,295 | 1,866,162 | 8,848,101 | 5,571,785 | |
Identifiable Assets | 343,740,067 | 343,740,067 | 302,757,565 | ||
Income Properties | Operating Segments | |||||
Business segment data | |||||
Operating Income (Loss) | 6,212,742 | 4,590,689 | 17,809,761 | 14,672,265 | |
Capital Expenditures | 2,829,567 | 49,751,977 | 47,515,911 | 52,604,951 | |
Commercial Loan Investments | |||||
Business segment data | |||||
Total Revenues | 637,801 | 534,212 | 1,727,449 | 2,050,507 | |
Identifiable Assets | 26,984,350 | 26,984,350 | 24,032,885 | ||
Commercial Loan Investments | Operating Segments | |||||
Business segment data | |||||
Operating Income (Loss) | 637,801 | 534,212 | 1,727,449 | 2,050,507 | |
Real Estate Operations | |||||
Business segment data | |||||
Total Revenues | 2,926,406 | 4,643,646 | 45,658,221 | 18,979,164 | |
Identifiable Assets | 44,753,918 | 44,753,918 | 58,868,298 | ||
Real Estate Operations | Operating Segments | |||||
Business segment data | |||||
Operating Income (Loss) | 2,467,237 | 3,386,463 | 30,249,674 | 14,340,299 | |
Golf Operations | |||||
Business segment data | |||||
Total Revenues | 797,420 | 1,001,368 | 3,655,877 | 3,877,923 | |
Depreciation and Amortization | 97,959 | 64,676 | 258,649 | 201,944 | |
Identifiable Assets | 5,877,837 | 5,877,837 | 3,675,842 | ||
Golf Operations | Operating Segments | |||||
Business segment data | |||||
Operating Income (Loss) | (475,227) | (301,552) | (517,367) | (276,761) | |
Capital Expenditures | 237,560 | 4,500 | 2,112,060 | 17,661 | |
Agriculture And Other | |||||
Business segment data | |||||
Total Revenues | 90,717 | 10,388 | 323,617 | 48,070 | |
Depreciation and Amortization | 9,915 | 14,622 | 32,684 | 44,657 | |
Identifiable Assets | 15,354,629 | 15,354,629 | $ 19,288,836 | ||
Agriculture And Other | Operating Segments | |||||
Business segment data | |||||
Operating Income (Loss) | 71,843 | (42,506) | 233,770 | (105,529) | |
Capital Expenditures | $ 10,558 | $ 2,465 | $ 61,586 | $ 18,332 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Oct. 27, 2017USD ($)ft²a | Oct. 23, 2017USD ($)loan | Oct. 13, 2017USD ($)a$ / shares$ / a | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($)a$ / a | Mar. 31, 2017USD ($)a$ / a | Sep. 30, 2016a | Mar. 31, 2016a | Sep. 30, 2017USD ($)a$ / a | Sep. 30, 2016a | Oct. 30, 2017USD ($) |
Subsequent Events | |||||||||||
Acres sold | a | 81.43 | 1,587.35 | 4.5 | 7.5 | 1,668.78 | 12 | |||||
Land Sales | $ 0 | $ 10,858,000 | $ 28,707,000 | $ 39,565,000 | |||||||
Land Sales Per Area of Land | $ / a | 133,000 | 18,000 | 24,000 | ||||||||
Credit Facility | |||||||||||
Subsequent Events | |||||||||||
Amount outstanding | 41,000,000 | $ 41,000,000 | |||||||||
Available borrowing capacity | 59,000,000 | 59,000,000 | |||||||||
Subsequent Event | Credit Facility | |||||||||||
Subsequent Events | |||||||||||
Amount outstanding | $ 60,500,000 | ||||||||||
Available borrowing capacity | $ 39,500,000 | ||||||||||
Subsequent Event | Property west of Interstate 95 | |||||||||||
Subsequent Events | |||||||||||
Acres sold | a | 5.1 | ||||||||||
Land Sales | $ 275,000 | ||||||||||
Land Sales Per Area of Land | $ / a | 54,000 | ||||||||||
Gain on Sale | $ 239,000 | ||||||||||
Gain on sale, after tax (in dollars per share) | $ / shares | $ 0.03 | ||||||||||
Subsequent Event | 2017 acquisitions of income property subject to a lease | Hillsboro, Oregon | |||||||||||
Subsequent Events | |||||||||||
Area of real estate property | ft² | 212,000 | ||||||||||
Area of Land | a | 18.9 | ||||||||||
Percentage of total leased to tenant | 100.00% | ||||||||||
Purchase price | $ 39,800,000 | ||||||||||
Remaining lease term as of the acquisition date | 8 years 2 months 12 days | ||||||||||
Mezzanine loans | |||||||||||
Subsequent Events | |||||||||||
Aggregate principal value | $ 15,000,000 | $ 15,000,000 | |||||||||
Mezzanine loans | Subsequent Event | |||||||||||
Subsequent Events | |||||||||||
Number of loans sold | loan | 2 | ||||||||||
Proceeds from loans sold | $ 15,100,000 |