Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 22, 2021 | |
Cover [Abstract] | ||
Entity Central Index Key | 0000023795 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 01-11350 | |
Entity Registrant Name | CTO REALTY GROWTH, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 59-0483700 | |
Entity Address, Address Line One | 1140 N. Williamson Blvd. | |
Entity Address, Address Line Two | Suite 140 | |
Entity Address, City or Town | Daytona Beach | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32114 | |
City Area Code | 386 | |
Local Phone Number | 274-2202 | |
Title of 12(b) Security | COMMON STOCK, $0.01 PAR VALUE | |
Trading Symbol | CTO | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 5,958,589 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Real Estate: | ||
Total Real Estate, at cost | $ 499,023 | $ 473,121 |
Less, Accumulated Depreciation | (33,319) | (30,737) |
Real Estate-Net | 465,704 | 442,384 |
Land and Development Costs | 7,074 | 7,083 |
Intangible Lease Assets-Net | 53,215 | 50,176 |
Assets Held for Sale-See Note 25 | 4,505 | 833 |
Investment in Joint Ventures | 48,686 | 48,677 |
Investment in Alpine Income Property Trust, Inc. | 35,408 | 30,574 |
Mitigation Credits | 2,622 | 2,622 |
Commercial Loan and Master Lease Investments | 38,417 | 38,320 |
Cash and Cash Equivalents | 4,691 | 4,289 |
Restricted Cash | 609 | 29,536 |
Refundable Income Taxes | 277 | 26 |
Other Assets-See Note 13 | 12,227 | 12,180 |
Total Assets | 673,435 | 666,700 |
Liabilities: | ||
Accounts Payable | 739 | 1,047 |
Accrued and Other Liabilities-See Note 19 | 7,042 | 9,090 |
Deferred Revenue-See Note 20 | 3,463 | 3,319 |
Intangible Lease Liabilities-Net | 23,396 | 24,163 |
Liabilities Held for Sale-See Note 25 | 831 | 831 |
Deferred Income Taxes-Net | 3,343 | 3,521 |
Long-Term Debt | 280,248 | 273,830 |
Total Liabilities | 319,062 | 315,801 |
Commitments and Contingencies-See Note 23 | ||
Stockholders' Equity: | ||
Preferred Stock - 100,000,000 shares authorized; $0.01 par value, no shares issued or outstanding at March 31, 2021; 50,000 shares authorized; $100.00 par value, no shares issued or outstanding at December 31, 2020 | ||
Common Stock - 500,000,000 shares authorized; $0.01 par value, 5,957,079 shares issued and outstanding at March 31, 2021; 25,000,000 shares authorized; $1.00 par value, 7,310,680 shares issued and 5,915,756 shares outstanding at December 31, 2020 | 60 | 7,250 |
Treasury Stock - 0 shares at March 31, 2021 and 1,394,924 shares at December 31, 2020 | (77,541) | |
Additional Paid-In Capital | 13,341 | 83,183 |
Retained Earnings | 341,645 | 339,917 |
Accumulated Other Comprehensive Loss | (673) | (1,910) |
Total Stockholders' Equity | 354,373 | 350,899 |
Total Liabilities and Stockholders' Equity | 673,435 | 666,700 |
Land, at cost | ||
Real Estate: | ||
Total Real Estate, at cost | 179,923 | 166,512 |
Building and Improvements, at cost | ||
Real Estate: | ||
Total Real Estate, at cost | 317,870 | 305,614 |
Other Furnishings and Equipment, at cost | ||
Real Estate: | ||
Total Real Estate, at cost | 679 | 672 |
Construction in Process, at cost | ||
Real Estate: | ||
Total Real Estate, at cost | $ 551 | $ 323 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Preferred Stock | ||
Preferred Stock, Shares Authorized | 100,000,000 | 50,000 |
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 100 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock | ||
Common Stock, shares authorized | 500,000,000 | 25,000,000 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 1 |
Common Stock, shares issued | 5,957,079 | 7,310,680 |
Common Stock, shares outstanding | 5,957,079 | 5,915,756 |
Treasury Stock | ||
Treasury Stock, shares held | 0 | 1,394,924 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Total Revenues | $ 14,712 | $ 12,838 |
Direct Cost of Revenues | ||
Total Direct Cost of Revenues | (2,999) | (3,637) |
General and Administrative Expenses | (3,132) | (3,092) |
Impairment Charges | (1,905) | |
Depreciation and Amortization | (4,830) | (4,552) |
Total Operating Expenses | (10,961) | (13,186) |
Gain on Disposition of Assets | 708 | |
Gain on Extinguishment of Debt | 637 | |
Other Gains and Income | 708 | 637 |
Total Operating Income | 4,459 | 289 |
Investment and Other Income (Loss) | 5,332 | (13,186) |
Interest Expense | (2,444) | (3,453) |
Income (Loss) Before Income Tax Expense | 7,347 | (16,350) |
Income Tax Benefit | 438 | 4,088 |
Net Income (Loss) | $ 7,785 | $ (12,262) |
Basic | ||
Basic Net Income (Loss) per Share (in dollars per share) | $ 1.32 | $ (2.60) |
Diluted | ||
Net Income (in dollars per share) | $ 1.32 | $ (2.60) |
Basic | 5,879,085 | 4,711,396 |
Diluted | 5,879,085 | 4,711,396 |
Dividends Declared and Paid (in dollars per share) | $ 1 | $ 0.25 |
Income Properties | ||
Revenues | ||
Total Revenues | $ 11,449 | $ 11,003 |
Direct Cost of Revenues | ||
Total Direct Cost of Revenues | (2,917) | (2,113) |
Depreciation and Amortization | (4,825) | (4,547) |
Management Fee Income | ||
Revenues | ||
Total Revenues | 669 | 702 |
Interest Income from Commercial Loan and Master Lease Investments | ||
Revenues | ||
Total Revenues | 701 | 1,052 |
Real Estate Operations | ||
Revenues | ||
Total Revenues | 1,893 | 81 |
Direct Cost of Revenues | ||
Total Direct Cost of Revenues | $ (82) | $ (1,524) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net Income (Loss) | $ 7,785 | $ (12,262) |
Other Comprehensive Income (Loss): | ||
Cash Flow Hedging Derivative - Interest Rate Swap (Net of Income Tax Expense of $0 and $0.5 million, respectively) | 1,237 | (1,373) |
Total Other Comprehensive Income (Loss), Net of Income Tax | 1,237 | (1,373) |
Total Comprehensive Income (Loss) | $ 9,022 | $ (13,635) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Cash Flow Hedging Derivative - Interest Rate Swap, Income Tax | $ 0 | $ (0.5) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Dec. 31, 2019 | $ 6,017 | $ (73,441) | $ 26,690 | $ 326,073 | $ 74 | $ 285,413 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) | (12,262) | (12,262) | ||||
Stock Repurchase | (3,915) | (3,915) | ||||
Equity Component of Convertible Debt | 5,248 | 5,248 | ||||
Vested Restricted Stock and Performance Shares | 24 | (562) | (538) | |||
Exercise of Stock Options and Stock Issuance | 4 | 237 | 241 | |||
Stock Compensation Expense from Restricted Stock Grants and Equity Classified Stock Options | 578 | 578 | ||||
Cash Dividends | (1,184) | (1,184) | ||||
Other Comprehensive Loss, Net of Income Tax | (1,373) | (1,373) | ||||
Balance at Mar. 31, 2020 | 6,045 | (77,356) | 32,191 | 312,627 | (1,299) | 272,208 |
Balance at Dec. 31, 2019 | 6,017 | (73,441) | 26,690 | 326,073 | 74 | 285,413 |
Balance at Dec. 31, 2020 | 7,250 | (77,541) | 83,183 | 339,917 | (1,910) | 350,899 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) | 7,785 | 7,785 | ||||
Vested Restricted Stock and Performance Shares | (436) | (436) | ||||
Exercise of Stock Options and Stock Issuance | 292 | 292 | ||||
Stock Compensation Expense from Restricted Stock Grants and Equity Classified Stock Options | 669 | 669 | ||||
Par Value $0.01 per Share and Treasury Stock Derecognized | (7,190) | $ 77,541 | (70,351) | |||
Equity Issuance Costs | (16) | (16) | ||||
Cash Dividends | (6,057) | (6,057) | ||||
Other Comprehensive Loss, Net of Income Tax | 1,237 | 1,237 | ||||
Balance at Mar. 31, 2021 | $ 60 | $ 13,341 | $ 341,645 | $ (673) | $ 354,373 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) | 3 Months Ended |
Mar. 31, 2021$ / shares | |
Common Stock | |
Special Distribution (in dollars per share) | $ 0.01 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash Flow from Operating Activities: | |||
Net Income (Loss) | $ 7,785 | $ (12,262) | |
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities: | |||
Depreciation and Amortization | 4,830 | 4,552 | |
Amortization of Intangible Liabilities to Income Property Revenue | (396) | (474) | |
Amortization of Deferred Financing Costs to Interest Expense | 165 | 150 | |
Amortization of Discount on Convertible Debt | 310 | 504 | |
Gain on Disposition of Property, Plant, and Equipment and Intangible Assets | (708) | ||
Gain on Extinguishment of Debt | (637) | $ (1,100) | |
Impairment Charges | 1,905 | ||
Accretion of Commercial Loan Origination Fees | (88) | ||
Non-Cash Imputed Interest | (103) | (103) | |
Deferred Income Taxes | (178) | (6,473) | |
Unrealized (Gain) Loss on Investment Securities | (4,834) | 13,706 | |
Non-Cash Compensation | 958 | 819 | |
Decrease (Increase) in Assets: | |||
Refundable Income Taxes | (252) | ||
Assets Held for Sale | (1) | ||
Land and Development Costs | 9 | (73) | |
Impact Fees and Mitigation Credits | (237) | ||
Other Assets | 143 | (574) | |
Increase (Decrease) in Liabilities: | |||
Accounts Payable | (308) | (146) | |
Accrued and Other Liabilities | (1,225) | 2,888 | |
Deferred Revenue | 143 | (196) | |
Income Taxes Payable | 559 | ||
Net Cash Provided By Operating Activities | 6,338 | 3,820 | |
Cash Flow from Investing Activities: | |||
Acquisition of Property, Plant, and Equipment | (39,115) | (137,997) | |
Acquisition of Commercial Loan Investments and Master Lease Investments | (6,754) | ||
Cash Contribution to Interest in Joint Venture | (9) | (5) | |
Proceeds from Disposition of Property, Plant, and Equipment, Net, and Assets Held for Sale | 4,702 | ||
Net Cash Used In Investing Activities | (34,422) | (144,756) | |
Cash Flow from Financing Activities: | |||
Proceeds from Long-Term Debt | 84,000 | 56,641 | |
Payments on Long-Term Debt | (77,183) | (21,589) | |
Cash Paid for Loan Fees | (873) | (1,880) | |
Cash Payments for Exercise of Stock Options and Stock Issuance | (4) | ||
Cash Used to Purchase Common Stock | (3,915) | ||
Cash Paid for Vesting of Restricted Stock | (436) | (538) | |
Cash Paid for Equity Issuance Costs | (16) | ||
Dividends Paid | (5,929) | (1,184) | |
Net Cash Provided By (Used In) Financing Activities | (441) | 27,535 | |
Net Decrease in Cash and Cash Equivalents | (28,525) | (113,401) | |
Cash and Cash Equivalents, Beginning of Period | 33,825 | 134,904 | 134,904 |
Cash and Cash Equivalents, End of Period | 5,300 | 21,503 | 33,825 |
Reconciliation of Cash to the Consolidated Balance Sheets: | |||
Cash and Cash Equivalents | 4,691 | 18,593 | 4,289 |
Restricted Cash | 609 | 2,910 | 29,536 |
Total Cash | $ 5,300 | $ 21,503 | $ 134,904 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Supplemental Disclosure of Cash Flow Information: | ||
Cash Paid for Taxes, net of Refunds Received | $ (8) | $ (5) |
Cash Paid for Interest | (1,395) | (3,140) |
Lease liabilities | 217 | |
Convertible Note Exchange | 57,359 | |
Equity Component of Convertible Debt | $ 5,248 | |
Dividends Declared and Unpaid | $ 128 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2021 | |
DESCRIPTION OF BUSINESS | |
DESCRIPTION OF BUSINESS | NOTE 1. DESCRIPTION OF BUSINESS Description of Business We are a publicly traded diversified real estate investment trust (“REIT”) that was founded in 1910. We own and manage, sometimes utilizing third-party property management companies, 27 commercial real estate properties in 12 states in the United States. As of March 31, 2021, we owned 20 single-tenant and seven multi-tenant income-producing properties comprising 2.8 million square feet of gross leasable space. See Note 26, “Subsequent Events” for information related to the single-tenant income property sold subsequent to March 31, 2021. In addition to our income property portfolio, as of March 31, 2021, our business included the following: Management Services: ● A fee-based management business that is engaged in managing Alpine Income Property Trust, Inc. (“PINE”) and the entity that currently holds 1,600 acres of undeveloped land in Daytona Beach, Florida (the “Land JV”), see Note 6, “Related Party Management Services Business”. Commercial Loan and Master Lease Investments: ● A portfolio of one commercial loan investment and two commercial properties, which are included in the 27 commercial real estate properties above, whose leases are classified as commercial loan and master lease investments. Real Estate Operations: ● A portfolio of subsurface mineral interests associated with approximately 429,000 surface acres in 20 counties in the State of Florida and a portfolio of mitigation credits; ● A retained interest in the Land JV which is seeking to sell 1,600 acres of undeveloped land in Daytona Beach, Florida; and ● An interest in a joint venture (the “Mitigation Bank JV”) that owns a 2,500 acre parcel of land in the western part of Daytona Beach, Florida which is engaged in the operation of a mitigation bank, which, pursuant to a mitigation plan approved by the applicable state and federal authorities, produces mitigation credits that are marketed and sold to developers of land in the Daytona Beach area for the purpose of enabling the developers to obtain certain regulatory permits. Our business also includes, as outlined above, the value of our investment in PINE. As of March 31, 2021, our investment totaled $35.4 million, or 22.4% of the PINE’s outstanding equity, including the units of limited partnership interest (“OP Units”) we hold in Alpine Income Property OP, LP (the “Operating Partnership”), which are redeemable for cash, based upon the value of an equivalent number of shares of PINE common stock at the time of the redemption, or shares of PINE common stock on a one-for-one basis, at PINE’s election. Our investment in PINE generates investment income through the dividends distributed by PINE. In addition to the dividends we receive from PINE, our investment in PINE may benefit from any appreciation in PINE’s stock price, although no assurances can be provided that such appreciation will occur, the amount by which our investment will increase in value, or the timing thereof. Any dividends received from PINE are included in investment and other income (loss) on the accompanying consolidated statements of operations. REIT Conversion During the fourth quarter of 2020, the Company completed certain internal reorganization transactions necessary to begin operating in compliance with the requirements for qualification and taxation as a REIT for U.S. federal income tax purposes for the taxable year ended December 31, 2020. In order to comply with certain REIT requirements set forth in the Internal Revenue Code of 1986, as amended (the “Code”), we hold certain of our non-REIT assets and operations through taxable REIT subsidiaries (“TRSs”) and subsidiaries of TRSs. A TRS is a subsidiary of a REIT that is generally subject to U.S. federal corporate income tax on its earnings. Net income from our TRSs either will be retained by our TRSs and used to fund their operations, or will be distributed to us, where it will either be reinvested by us into our business or available for distribution to our stockholders. However, distributions from our TRSs to us will not produce qualifying income for purposes of the 75% gross income test applicable to REITs and thus may be limited. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income, without regard to the dividends paid deduction and excluding net capital gain, to its stockholders (which is computed and which does not necessarily equal net income as calculated in accordance with generally accepted accounting principles). As a REIT, the Company is generally not subject to U.S. federal corporate income tax to the extent of its distributions to stockholders. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to U.S. federal income tax on its taxable income at regular corporate rates and generally will not be permitted to qualify for treatment as a REIT for the four taxable years following the year during which qualification is lost unless the Internal Revenue Service (“IRS”) grants the Company relief under certain statutory provisions. Such an event could materially adversely affect the Company’s net income and net cash available for distribution to stockholders. Even if the Company qualifies for taxation as a REIT, the Company may be subject to state and local taxes on its income and property and federal income and excise taxes on its undistributed income. Merger On January 29, 2021, in connection with the REIT conversion, the Company completed the merger of CTO Realty Growth, Inc., a Florida corporation (“CTO FL”), with and into CTO NEWCO REIT, Inc. (“CTO”), a wholly owned subsidiary of CTO FL (the “Merger”) in order to reincorporate in Maryland and facilitate its ongoing compliance with the REIT requirements by ensuring that certain standard REIT ownership limitations and transfer restrictions apply to CTO’s capital stock. As a result of the Merger, existing shares of CTO FL common stock were automatically converted, on a one-for-one basis, into shares of common stock of CTO. CTO is a corporation organized in the state of Maryland and has been renamed “CTO Realty Growth, Inc.” CTO’s charter includes certain standard REIT provisions, including ownership limitations and transfer restrictions applicable to the Company’s capital stock. See Note 14, “Equity” for the Company’s disclosure related to the equity adjustments recorded during the three months ended March 31, 2021 in connection with the Merger. In connection with the REIT conversion and the Merger, CTO FL applied to list CTO’s common stock on the New York Stock Exchange (the “NYSE”) under CTO FL’s ticker symbol, “CTO.” This application was approved, and CTO’s common stock began trading on the NYSE on February 1, 2021 under the ticker symbol “CTO.” COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of the novel coronavirus as a pandemic (the “COVID-19 Pandemic”), which has spread throughout the United States. The spread of the COVID-19 Pandemic has continued to cause significant volatility in the U.S. and international markets, and in many industries, business activity has experienced periods of almost complete shutdown. There continues to be uncertainty around the duration and severity of business disruptions related to the COVID-19 Pandemic, as well as its impact on the U.S. economy and international economies. The actions taken by federal, state and local governments to mitigate the spread of COVID-19, initially by ordering closures of non-essential businesses and ordering residents to generally stay at home, and subsequent phased re-openings, have resulted in some of our tenants temporarily closing their businesses, and for some, impacting their ability to pay rent. The Company collected 100% of the Contractual Base Rent (“CBR”) due for the three months ended March 31, 2021. CBR represents the amount owed to the Company under the terms of its lease agreements in each respective month. The Company has previously agreed to defer or abate certain CBRs in exchange for additional lease term or other lease enhancing additions. In general, repayment of the deferred CBR, whereby an agreement has been reached by the Company and the tenant, will generally occur from the time of deferment, with ratable payments continuing, in some cases, into 2023. In connection with the leases in which rent was abated, other lease modifications, including extended lease terms and imposition of percentage rent, were agreed to by the Company and the tenants. Depending upon the duration of tenant closures and the overall economic downturn resulting from the COVID-19 Pandemic, we may find deferred rents difficult to collect. See Note 26, “Subsequent Events” for the Company’s disclosure related to April 2021 rent collections. We have seen a positive uptick in our rent collections levels since the initial disruption experienced during the onset of the COVID-19 Pandemic. While this is a positive trend, in part driven by government mandated restrictions gradually being lifted, our rent collections could be below our tenants’ CBR and historical levels, which would adversely impact our results of operations and cash flows. The extent of such impact will depend on future developments, which are highly uncertain and cannot be predicted. Depending upon the duration of tenant closures, operating restrictions, and the overall economic downturn resulting from future disruption related to the COVID-19 Pandemic, we may find that deferred rents are difficult to collect, and we may experience higher vacancies. An assessment of the current or identifiable potential financial and operational impacts on the Company as a result of the COVID-19 Pandemic are as follows: ● The total borrowing capacity on the revolving credit facility (the “Credit Facility”) is based on the assets currently in the borrowing base, as defined by the Company’s Credit Facility agreement. Pursuant to the terms of the Credit Facility, any property in the borrowing base with a tenant that is more than 60 days past due on its contractual rent obligations would be automatically removed from the borrowing base and the Company’s borrowing capacity would be reduced. For the tenants requesting rent relief with which the Company has reached an agreement, such deferral and/or abatement agreements for current rent, under the terms of the Credit Facility, would not be past due if it adheres to such modification, and thus those properties would not be required to be removed from the borrowing base. The Company’s available borrowing capacity has not been limited as a result of the referenced terms of the Credit Facility. ● As a result of the outbreak of the COVID-19 Pandemic, the federal government and the state of Florida issued orders encouraging everyone to remain in their residence and not go into work. In response to these orders and in the best interest of our employees and directors, we have implemented significant preventative measures to ensure the health and safety of our employees and members of our Board of Directors (the “Board”), including: (i) conducting all meetings of the Board and Committees of the Board telephonically or via a visual conferencing service, (ii) permitting the Company’s employees to work from home at their election, (iii) enforcing appropriate social distancing practices in the Company’s office, (iv) encouraging the Company’s employees to wash their hands often and use face masks, (v) providing hand sanitizer and other disinfectant products throughout the Company’s office, (vi) requiring employees who do not feel well in any capacity to stay at home, and (vii) requiring all third-party delivery services (e.g. mail, food delivery, etc.) to complete their service outside the front door of the Company’s office. The Company also offered COVID-19 testing to its employees to ensure a safe working environment. These preventative measures have not had any material adverse impact on the Company’s financial reporting systems, internal controls over financial reporting or disclosure controls and procedures. At this time, we have not laid off, furloughed, or terminated any employee in response to the COVID-19 Pandemic. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Mar. 31, 2021 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | NOTE 3. REVENUE RECOGNITION The Company implemented FASB ASC Topic 606, Revenue from Contracts with Customers The following table summarizes the Company’s revenue from continuing operations by segment, major good and/or service, and the related timing of revenue recognition for the three months ended March 31, 2021 (in thousands): Income Properties Management Services Commercial Loan Investments Real Estate Operations Total Revenues Major Good / Service: Lease Revenue - Base Rent $ 9,181 $ — $ — $ — $ 9,181 Lease Revenue - CAM 512 — — — 512 Lease Revenue - Reimbursements 1,206 — — — 1,206 Above / Below Market Lease Accretion 396 — — — 396 Contributed Leased Assets Accretion 121 — — — 121 Management Services — 669 — — 669 Commercial Loan and Master Lease Investments — — 701 — 701 Subsurface Revenue — — — 1,893 1,893 Interest and Other Revenue 33 — — — 33 Total Revenues $ 11,449 $ 669 $ 701 $ 1,893 $ 14,712 Timing of Revenue Recognition: Asset/Good Transferred at a Point in Time $ — $ — $ — $ 1,893 $ 1,893 Services Transferred Over Time 33 669 — — 702 Over Lease Term 11,416 — — — 11,416 Commercial Loan Investment Related Revenue — — 701 — 701 Total Revenues $ 11,449 $ 669 $ 701 $ 1,893 $ 14,712 The following table summarizes the Company’s revenue from continuing operations by segment, major good and/or service, and the related timing of revenue recognition for the three months ended March 31, 2020 (in thousands): Income Properties Management Services Commercial Loan Investments Real Estate Operations Total Revenues Major Good / Service: Lease Revenue - Base Rent $ 8,751 $ — $ — $ — $ 8,751 Lease Revenue - CAM 784 — — — 784 Lease Revenue - Reimbursements 790 — — — 790 Lease Revenue - Billboards 44 — — — 44 Above / Below Market Lease Accretion 474 — — — 474 Contributed Leased Assets Accretion 43 — — — 43 Management Services — 702 — — 702 Commercial Loan and Master Lease Investments — — 1,052 — 1,052 Mitigation Credit Sales — — — 4 4 Subsurface Revenue — — — 77 77 Interest and Other Revenue 117 — — — 117 Total Revenues $ 11,003 $ 702 $ 1,052 $ 81 $ 12,838 Timing of Revenue Recognition: Asset/Good Transferred at a Point in Time $ — $ — $ — $ 81 $ 81 Services Transferred Over Time 117 702 — — 819 Over Lease Term 10,886 — — — 10,886 Commercial Loan Investment Related Revenue — — 1,052 — 1,052 Total Revenues $ 11,003 $ 702 $ 1,052 $ 81 $ 12,838 |
INCOME PROPERTIES AND LEASES
INCOME PROPERTIES AND LEASES | 3 Months Ended |
Mar. 31, 2021 | |
INCOME PROPERTIES AND LEASES | |
INCOME PROPERTIES AND LEASES | NOTE 4. INCOME PROPERTIES AND LEASES Leasing revenue consists of long-term rental revenue from retail, office, and commercial income properties, and billboards, which is recognized as earned, using the straight-line method over the life of each lease. Lease payments below include straight-line base rental revenue as well as the non-cash accretion of above and below market lease amortization. The components of leasing revenue are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Leasing Revenue Lease Payments $ 9,698 $ 9,268 Variable Lease Payments 1,751 1,735 Total Leasing Revenue $ 11,449 $ 11,003 Minimum future base rental revenue on non-cancelable leases subsequent to March 31, 2021, for the next five years ended December 31 are summarized as follows (in thousands): Year Ending December 31, Amounts Remainder of 2021 $ 40,655 2022 40,554 2023 38,432 2024 35,665 2025 34,941 2026 and thereafter (cumulative) 170,430 Total $ 360,677 2021 Acquisitions. The properties acquired during the three months ended March 31, 2021 are described below: Tenant Description Tenant Type Property Location Date of Acquisition Property Square-Feet Purchase Price Percentage Leased at Acquisition Remaining Lease Term at Acquisition Date (in years) Jordan Landing Multi-Tenant West Jordan, UT 03/02/21 183,320 $ 20,000 93% 7.9 Eastern Commons Multi-Tenant Henderson, NV 03/10/21 146,667 18,500 88% 6.9 Total / Weighted Average 329,987 $ 38,500 7.4 2021 Dispositions. The properties disposed of during the three months ended March 31, 2021 are described below (in thousands): Tenant Description Tenant Type Date of Disposition Sales Price Gain on Sale World of Beer/Fuzzy's Taco Shop, Brandon, FL Multi-Tenant 01/20/21 $ 2,310 $ 599 Moe's Southwest Grill, Jacksonville, FL Single-Tenant 02/23/21 2,541 109 Total $ 4,851 $ 708 2021 Operational Highlights 133,500 Retail Square Feet Weighted Average Lease Term Cash Rent Per Square Foot Tenant Improvements Leasing Commissions New Leases 3.5 9.1 $ 46.95 $ 56 $ 99 Renewals & Extensions 130.0 5.2 $ 12.19 97 88 Total 133.5 5.5 $ 13.12 $ 153 $ 187 2020 Acquisitions. The properties acquired during the three months ended March 31, 2020 are described below: Tenant Description Tenant Type Property Location Date of Acquisition Property Square-Feet Purchase Price Percentage Leased at Acquisition Remaining Lease Term at Acquisition Date (in years) Crossroads Towne Center Multi-Tenant Chandler, AZ 01/24/20 254,109 $ 61,800 99% 5.0 Ashford Lane Multi-Tenant Atlanta, GA 02/21/20 268,572 75,435 80% 3.6 Total / Weighted Average 522,681 $ 137,235 4.2 |
RELATED PARTY MANAGEMENT SERVIC
RELATED PARTY MANAGEMENT SERVICES BUSINESS | 3 Months Ended |
Mar. 31, 2021 | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | NOTE 6. RELATED PARTY MANAGEMENT SERVICES BUSINESS PINE. During each of the three months ended March 31, 2021 and 2020, the Company earned management fee revenue from PINE totaling $0.6 million, which is included in management services in the accompanying consolidated statements of operations. Dividend income for the three months ended March 31, 2021 and 2020 totaled $0.5 million and $0.4 million, respectively, and is included in investment and other income (loss) in the accompanying consolidated statements of operations. The following table represents amounts due from PINE to the Company as of March 31, 2021 and December 31, 2020 which are included in other assets on the consolidated balance sheets (in thousands): As of Description March 31, 2021 December 31, 2020 Management Services Fee due from PINE $ 638 $ 631 Other — 35 Total $ 638 $ 666 Land JV. |
REAL ESTATE OPERATIONS
REAL ESTATE OPERATIONS | 3 Months Ended |
Mar. 31, 2021 | |
REAL ESTATE OPERATIONS | |
REAL ESTATE OPERATIONS | NOTE 7. REAL ESTATE OPERATIONS Real Estate Operations Land and development costs at March 31, 2021 and December 31, 2020 were as follows (in thousands): As of March 31, 2021 December 31, 2020 Land and Development Costs $ 6,383 $ 6,377 Subsurface Interests 691 706 Total Land and Development Costs $ 7,074 $ 7,083 Revenue from continuing real estate operations consisted of the following for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended Revenue Description March 31, 2021 March 31, 2020 Mitigation Credit Sales $ — $ 4 Subsurface Revenue 1,893 77 Total Real Estate Operations Revenue $ 1,893 $ 81 Daytona Beach Development. Other Real Estate Assets. no Subsurface Interests. The Company is not prohibited from selling any or all of its Subsurface Interests. 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. Should the Company complete a transaction to sell all or a portion of its Subsurface Interests or complete a release transaction, the Company may utilize the like-kind exchange structure in acquiring one or more replacement investments including income-producing properties. Cash payments for the release of surface entry rights totaled $0.01 million and $0.07 million during the three months ended March 31, 2021 and 2020, respectively. Land Impairments. |
INVESTMENT IN JOINT VENTURES
INVESTMENT IN JOINT VENTURES | 3 Months Ended |
Mar. 31, 2021 | |
INVESTMENT IN JOINT VENTURES | |
INVESTMENT IN JOINT VENTURES | NOTE 8. INVESTMENTS IN JOINT VENTURES The Company’s Investment in Joint Ventures were as follows as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Land JV $ 41,765 $ 41,765 Mitigation Bank JV 6,921 6,912 Total Investment in Joint Ventures $ 48,686 $ 48,677 Land JV. The Company currently serves as the manager of the Land JV and is responsible for day-to-day operations at the direction of the JV Partners. All major decisions and certain other actions that can be taken by the manager must be approved by the unanimous consent of the JV Partners (the “Unanimous Actions”). Unanimous Actions include such matters as the approval of pricing for all land parcels in the Land JV; approval of contracts for the sale of land that contain material revisions to the standard purchase contract of the Land JV; entry into any lease agreement affiliated with the Land JV; entering into listing or brokerage agreements; approval and amendment of the Land JV’s operating budget; obtaining financing for the Land JV; admission of additional members; and dispositions of the Land JV’s real property for amounts less than market value. Pursuant to the Land JV’s operating agreement, the Land JV paid the manager a management fee in the initial amount of $20,000 per month. The management fee is evaluated quarterly and as land sales occur in the Land JV, the basis for our management fee is reduced as the management fee is based on the value of real property that remains in the Land JV. The monthly management fee as of March 31, 2021 was $10,000 per month. The investment in joint ventures on the Company’s consolidated balance sheets includes the Company’s ownership interest in the Land JV. We have concluded the Land JV is a variable interest entity and is accounted for under the equity method of accounting as the Company is not the primary beneficiary as defined in FASB ASC Topic 810, Consolidation Investments-Equity Method and Joint Ventures The following table provides summarized financial information of the Land JV as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Assets, Cash and Cash Equivalents $ 110 $ 802 Assets, Prepaid Expenses 122 117 Assets, Investment in Land Assets 6,120 5,658 Total Assets $ 6,352 $ 6,577 Liabilities, Accounts Payable, Accrued Expenses, Deferred Revenue $ 134 $ 228 Equity $ 6,218 $ 6,349 Total Liabilities & Equity $ 6,352 $ 6,577 The following table provides summarized financial information of the Land JV for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues $ 21 $ 7,146 Direct Cost of Revenues (81) (3,106) Operating Income (Loss) $ (60) $ 4,040 Other Operating Expenses (71) (137) Net Income (Loss) $ (131) $ 3,903 The Company’s share of the Land JV’s net income (loss) was zero for the three months ended March 31, 2021 and 2020. Pursuant to ASC 323, certain adjustments are made when calculating the Company’s share of net income, including adjustments required to reflect the investor’s share of changes in investee’s capital to reflect distributions from the venture. Additionally, basis differences are also considered. The Company recorded the retained interest in the Land JV of $48.9 million at the estimated fair market value based on the relationship of the $97.0 million sales price of the 66.5% equity interest to the 33.5% retained interest. The Land JV recorded the assets contributed by the Company at carry-over basis pursuant to ASC 845 which states that transfers of nonmonetary assets should typically be recorded at the transferor’s historical cost basis. Accordingly, the Company’s basis difference in the 33.5% retained equity interest will be evaluated each quarter upon determining the Company’s share of the Land JV’s net income. No adjustment was required for the three months ended March 31, 2021 or 2020. Mitigation Bank. The Mitigation Bank JV intends to engage in the creation and sale of both federal and state wetland mitigation credits. These credits will be created pursuant to the applicable permits that have been or will be issued to the Mitigation Bank JV from the federal and state regulatory agencies that exercise jurisdiction over the awarding of such credits, but no assurances can be given as to the ultimate issuance, marketability or value of the credits. The Mitigation Bank JV received the permit from the state regulatory agency on June 8, 2018 (the “State Permit”). The state regulatory agency may award up to 355 state credits under the State Permit. On August 6, 2018, the state regulatory agency awarded the initial 88.84 credits under the State Permit. Receipt of the remaining federal permit is anticipated to occur prior to the end of 2021. The operating agreement of the Mitigation Bank JV (the “Operating Agreement”) executed in conjunction with the mitigation bank transaction stipulates that the Company shall arrange for sales of the Mitigation Bank JV’s mitigation credits to unrelated third parties totaling no less than $6.0 million of revenue to the Mitigation Bank JV, net of commissions, by the end of 2020, utilizing a maximum of 60 mitigation credits (the “Minimum Sales Requirement”). The Operating Agreement stipulates that if the Minimum Sales Requirement is not achieved, then BlackRock has the right, but is not required, to cause the Company to purchase the number of mitigation credits necessary to reach the Minimum Sales Requirement (the “Minimum Sales Guarantee”). During the first quarter of 2021, the Company had active discussions with BlackRock regarding the Minimum Sales Guarantee. Based on those discussions, the Company currently anticipates that the Minimum Sales Guarantee payment would be paid to BlackRock in the latter half of 2021. The Company is also in discussion with BlackRock regarding the Company’s potential buyout of BlackRock’s position in the Mitigation Bank JV, the timing of which could occur in the latter half of 2021. There can be no assurances regarding the likelihood, timing, or final terms of such potential buyout. During June 2018, upon closing the Mitigation Bank JV, the Company estimated the fair value of the Minimum Sales Guarantee at $0.1 million which was recorded as a reduction in the gain on the transaction and is included in accrued and other liabilities in the Company’s consolidated balance sheet. As of March 31, 2021, the Company considers the $0.1 million reasonable as upon payment of the Minimum Sales Guarantee, the Company will obtain mitigation credits, or the right to such credits, which would be recorded as an asset at the time of payment. Additionally, the Operating Agreement provides BlackRock the right to cause the Company to purchase a maximum of 8.536 mitigation credits per quarter (the “Commitment Amount”) from the Mitigation Bank JV at a price equal to 60% of the then fair market value for mitigation credits (the “Put Right”). The Put Right is applicable even if the Mitigation Bank JV has not yet been awarded a sufficient number of mitigation credits by the applicable federal and state regulatory agencies. Further, in any quarter that BlackRock does not exercise its Put Right, the unexercised Commitment Amount for the applicable quarter may be rolled over to future calendar quarters. However, the Operating Agreement also stipulates that any amount of third-party sales of mitigation credits will reduce the Put Rights outstanding on a one-for-one basis, if the sales price of the third-party sales equals or exceeds the prices stipulated by the Put Right. Further, any sales of mitigation credits to third parties at the requisite minimum prices in a quarter that exceeds the quarterly amount of the Put Right will reduce the Put Rights in future calendar quarters on a one-for-one basis. The initial maximum potential of future payments for the Company pursuant to the Put Right was $27.0 million. The Company estimates the fair value of the Put Right to be $0.2 million, which was recorded as a reduction in the gain on the transaction and is included in accrued and other liabilities in the Company’s consolidated balance sheet. During the year ended December 31, 2020, BlackRock exercised its Put Right and put 48 mitigation credits to the Company inclusive of (i) 20 mitigation credits acquired during the three months ended March 31, 2020 totaling $1.5 million, or $75,000 per credit, (ii) 20 mitigation credits acquired during the three months ended September 30, 2020 totaling $1.5 million, or $75,000 per credit, and (iii) 8 mitigation credits acquired during the three months ended December 31, 2020 totaling $0.6 million, or $75,000 per credit. During the three months ended March 31, 2021, BlackRock did not exercise its Put Right. The Company evaluated the impact of the exercised Put Right on the fair value of the Company’s investment in the Mitigation Bank JV of $6.9 million, and on the fair value of the mitigation credits purchased as of March 31, 2021 and December 31, 2020, noting no impairment issues. The Company evaluates its estimates of fair value on an ongoing basis; however, actual results may differ from those estimates. The following tables provide summarized financial information of the Mitigation Bank JV as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Assets, Cash and Cash Equivalents $ 1,808 $ 1,890 Assets, Prepaid Expenses 9 20 Assets, Investment in Mitigation Credit Assets 1,413 1,409 Assets, Property, Plant, and Equipment—Net 14 14 Total Assets $ 3,244 $ 3,333 Liabilities, Accounts Payable, Accrued Liabilities $ 18 $ 17 Equity $ 3,226 $ 3,316 Total Liabilities & Equity $ 3,244 $ 3,333 The following table provides summarized financial information of the Mitigation Bank JV for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues $ 104 $ 1,866 Direct Cost of Revenues (7) (80) Operating Income $ 97 $ 1,786 Other Operating Expenses (100) (75) Net Income (Loss) $ (3) $ 1,711 The contributed by the Company at carry-over basis pursuant to ASC 845 which states that transfers of nonmonetary assets should typically be recorded at the transferor’s historical cost basis. Accordingly, the Company’s basis difference in the 30% retained equity interest will be evaluated each quarter upon determining the Company’s share of the Mitigation Bank JV’s net income. |
INVESTMENT SECURITIES
INVESTMENT SECURITIES | 3 Months Ended |
Mar. 31, 2021 | |
INVESTMENT SECURITIES | |
INVESTMENT SECURITIES | NOTE 9. INVESTMENT SECURITIES On November 26, 2019, the Company purchased 394,737 shares of PINE common stock for a total purchase price of $7.5 million in a private placement. Also, on November 26, 2019, the Company purchased 421,053 shares of PINE common stock in PINE’s initial public offering for a total purchase price of $8.0 million. Including the 1,223,854 OP Units the Company received in exchange for the contribution of certain income properties to the Operating Partnership, as of March 31, 2021, the Company owns, in the aggregate, 2.04 million shares of PINE, or 22.4% of PINE’s total shares outstanding for an initial investment of $38.8 million. The Company has elected the fair value option related to the aggregate investment in securities of PINE pursuant to ASC 825, otherwise such investments would have been accounted for under the equity method. During the three months ended March 31, 2021, the closing stock price of PINE increased by $2.37 per share, with a closing price of $17.36 on March 31, 2021. This increase resulted in an unrealized, non-cash gain on the Company’s investment in PINE of $4.8 million which is included in investment and other income (loss) in the consolidated statements of operations for the three months ended March 31, 2021. During the three months ended March 31, 2020, the closing stock price of PINE decreased by $6.72 per share, with a closing price of $12.31 on March 31, 2020. This decrease resulted in an unrealized, non-cash loss on the Company’s investment in PINE of $13.7 million which is included in investment and other income (loss) in the consolidated statements of operations for the three months ended March 31, 2020. The Company’s available-for-sale securities as of March 31, 2021 and December 31, 2020 are summarized below (in thousands): As of March 31, 2021 Cost Unrealized Gains in Unrealized Losses in Estimated Common Stock $ 15,500 $ — $ (1,338) $ 14,162 Operating Units 23,253 — (2,007) 21,246 Total Equity Securities 38,753 — (3,345) 35,408 Total Available-for-Sale Securities $ 38,753 $ — $ (3,345) $ 35,408 As of December 31, 2020 Cost Unrealized Gains in Unrealized Losses in Estimated Common Stock $ 15,500 $ — $ (3,271) $ 12,229 Operating Units 23,253 — (4,908) 18,345 Total Equity Securities 38,753 — (8,179) 30,574 Total Available-for-Sale Securities $ 38,753 $ — $ (8,179) $ 30,574 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2021 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 10. FAIR VALUE OF FINANCIAL INSTRUMENTS The following table presents the carrying value and estimated fair value of the Company’s financial instruments not carried at fair value on the consolidated balance sheets at March 31, 2021 and December 31, 2020 (in thousands): March 31, 2021 December 31, 2020 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 4,691 $ 4,691 $ 4,289 $ 4,289 Restricted Cash - Level 1 $ 609 $ 609 $ 29,536 $ 29,536 Commercial Loan and Master Lease Investments - Level 2 $ 38,417 $ 38,428 $ 38,320 $ 38,318 Long-Term Debt - Level 2 $ 280,248 $ 285,735 $ 273,830 $ 282,884 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 (liabilities) measured on a recurring basis by level as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value at Reporting Date Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) March 31, 2021 Cash Flow Hedge - Interest Rate Swap - BMO (1) $ (965) $ — $ (965) $ — Cash Flow Hedge - Interest Rate Swap - BMO (2) $ 292 $ — $ 292 $ — Investment Securities $ 35,408 $ 35,408 $ — $ — December 31, 2020 Cash Flow Hedge - Interest Rate Swap - BMO (1) $ (1,772) $ — $ (1,772) $ — Cash Flow Hedge - Interest Rate Swap - BMO (2) $ (50) $ — $ (50) $ — Cash Flow Hedge - Interest Rate Swap - Wells Fargo (3) $ (88) $ — $ (88) $ — Investment Securities $ 30,574 $ 30,574 $ — $ — (1) Effective March 31, 2020, utilized interest rate swap to achieve fixed interest rate of 0.7325% plus the applicable spread on $100.0 million of the outstanding principal balance on the Credit Facility. (2) Effective March 10, 2021, the Company redesignated the interest rate swap utilized to achieve a fixed interest rate of 0.2200% plus the applicable spread on the $50.0 million of the outstanding principal balance under the Credit Facility to the Term Loan. The interest rate swap was entered into as of August 31, 2020. (3) Effective March 12, 2021, in connection with the payoff of the $23.2 million variable-rate mortgage loan secured by Wells Fargo Raleigh, the interest rate swap was terminated. No assets were measured on a non-recurring basis as of March 31, 2021 or December 31, 2020. |
INTANGIBLE LEASE ASSETS AND LIA
INTANGIBLE LEASE ASSETS AND LIABILITIES | 3 Months Ended |
Mar. 31, 2021 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | NOTE 11. INTANGIBLE LEASE ASSETS AND LIABILITIES Intangible 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 assets and liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, December 31, Intangible Lease Assets: Value of In-Place Leases $ 47,271 $ 44,558 Value of Above Market In-Place Leases 11,580 10,604 Value of Intangible Leasing Costs 14,313 13,285 Sub-total Intangible Lease Assets 73,164 68,447 Accumulated Amortization (19,949) (18,271) Sub-total Intangible Lease Assets—Net 53,215 50,176 Intangible Lease Liabilities (included in accrued and other liabilities): Value of Below Market In-Place Leases (36,655) (36,817) Sub-total Intangible Lease Liabilities (36,655) (36,817) Accumulated Amortization 13,259 12,654 Sub-total Intangible Lease Liabilities—Net (23,396) (24,163) Total Intangible Assets and Liabilities—Net $ 29,819 $ 26,013 During the three months ended March 31, 2021, the value of in-place leases increased by $2.7 million, the value of above-market in-place leases increased by $1.0 million, the value of intangible leasing costs increased by $1.0 million, and the value of below-market in-place leases increased by $0.2 million. Such increases reflect 2021 acquisitions, net of 2021 dispositions and the transference of one single-tenant income property transferred to held for sale as of March 31, 2021. Net accumulated amortization decreased by $1.1 million, for a net increase during the three months ended March 31, 2021 of $3.8 million. As of March 31, 2021 and December 31, 2020, $19.3 million and $19.9 million, respectively, of the total below market in-place lease value is related to Wells Fargo Raleigh, which was acquired on November 18, 2015. The following table reflects the net amortization of intangible assets and liabilities during the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, March 31, Amortization Expense $ 1,827 $ 1,881 Increase to Income Properties Revenue (396) (474) Net Amortization of Intangible Assets and Liabilities $ 1,431 $ 1,407 The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands): Year Ending December 31, Future Amortization Amount Future Accretion to Income Property Revenue Net Future Amortization of Intangible Assets and Liabilities Remainder of 2021 $ 5,678 $ (1,152) $ 4,526 2022 7,308 (1,612) 5,696 2023 7,167 (1,614) 5,553 2024 7,132 (1,529) 5,603 2025 5,160 (1,475) 3,685 2026 and thereafter 12,019 (7,263) 4,756 Total $ 44,464 $ (14,645) $ 29,819 As of March 31, 2021, the weighted average amortization period of total intangible assets and liabilities was 8.5 years and 12.9 years, respectively. |
IMPAIRMENT OF LONG-LIVED ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
IMPAIRMENT OF LONG-LIVED ASSETS | |
IMPAIRMENT OF LONG-LIVED ASSETS | NOTE 12. 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. During the three months ended March 31, 2021 and 2020 there were no impairment charges on the Company’s undeveloped land holdings, or its income property portfolio. |
OTHER ASSETS
OTHER ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
OTHER ASSETS | |
OTHER ASSETS | NOTE 13. OTHER ASSETS Other assets consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Income Property Tenant Receivables $ 1,934 $ 2,330 Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance 5,076 4,686 Operating Leases - Right-of-Use Asset 218 246 Golf Rounds Surcharge 426 454 Cash Flow Hedge - Interest Rate Swap 292 — Infrastructure Reimbursement Receivables 1,343 1,336 Prepaid Expenses, Deposits, and Other 1,642 1,693 Due from Alpine Income Property Trust, Inc. 638 666 Financing Costs, Net of Accumulated Amortization 658 769 Total Other Assets $ 12,227 $ 12,180 Income Property Straight-Line Rent Adjustment. Infrastructure Reimbursement Receivables. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
EQUITY | |
EQUITY | NOTE 14. EQUITY MERGER As a result of the Merger, as described in Note 1, “Description of Business”, the Company is authorized to issue 500,000,000 shares of common stock, $0.01 par value per share, and 100,000,000 shares of preferred stock, $0.01 par value per share. Prior to the Merger, the Company’s Accordingly, a $7.2 million adjustment to reduce common stock Additionally, as a result of the Merger and pursuant to Maryland state law, the Company’s treasury stock ceased to be outstanding and was returned to unissued status. Accordingly, a $77.5 million adjustment to eliminate treasury stock with a corresponding decrease to additional paid-in capital was made during the three months ended March 31, 2021 and is reflected in the accompanying consolidated statements of stockholders’ equity. SHELF REGISTRATION On April 1, 2021, the Company filed a shelf registration statement on Form S-3, relating to the registration and potential issuance of its common stock, preferred stock, debt securities, warrants, rights, and units with a maximum aggregate offering price of up to $350.0 million. The Securities and Exchange Commission declared the Form S-3 effective on April 19, 2021. DIVIDENDS |
COMMON STOCK AND EARNINGS (LOSS
COMMON STOCK AND EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
COMMON STOCK AND EARNINGS (LOSS) PER SHARE | |
COMMON STOCK AND EARNINGS (LOSS) PER SHARE | NOTE 15. COMMON STOCK AND EARNINGS (LOSS) PER SHARE Basic earnings per common share is computed by dividing net income (loss) during the period 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. The following is a reconciliation of basic and diluted earnings per common share for each of the periods presented (in thousands, except share and per share data): Three Months Ended March 31, March 31, Income Available to Common Stockholders: Net Income (Loss) $ 7,785 $ (12,262) Weighted Average Shares Outstanding 5,879,085 4,711,396 Common Shares Applicable to Stock Options Using the Treasury Stock Method — — Total Shares Applicable to Diluted Earnings Per Share 5,879,085 4,711,396 Per Share Information: Basic Net Income (Loss) per Share $ 1.32 $ (2.60) Diluted Net Income (Loss) per Share $ 1.32 $ (2.60) There were no potentially dilutive securities for three months ended March 31, 2021 or 2020. The effect of 19,490 and 14,402 potentially dilutive securities were not included for the three months ended March 31, 2021 and 2020, respectively, as the effect would be anti-dilutive. The Company intends to settle its 3.875% Convertible Senior Notes due 2025 (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 (loss) per share using the treasury stock method. As such, the Convertible Notes have no impact on diluted net income (loss) per share until the price of our common stock exceeds the current conversion price of $53.91. The average price of our common stock during the three months ended March 31, 2021 did not exceed the conversion price which resulted in no additional diluted outstanding shares. |
STOCK REPURCHASES
STOCK REPURCHASES | 3 Months Ended |
Mar. 31, 2021 | |
STOCK REPURCHASES | |
SHARE REPURCHASES | NOTE 16. SHARE REPURCHASES In February 2020, the Company’s Board approved a $10.0 million stock repurchase program (the “$10.0 Million Repurchase Program”). During the year ended December 31, 2020, the Company repurchased 88,565 shares of its common stock on the open market for a total cost of $4.1 million, or an average price per share of $46.29, of which 83,298 shares were purchased during the three months ended March 31, 2020 for a total cost of $3.9 million, or at an average price per share of $47.00. The shares of the Company’s common stock repurchased during the year ended December 31, 2020 were returned to the Company’s treasury. The $10.0 Million Repurchase Program does not have an expiration date. As a result of the Merger and pursuant to Maryland state law, the Company’s treasury stock ceased to be outstanding and was returned to unissued status. Accordingly, a $77.5 million adjustment to eliminate treasury stock with a corresponding decrease to additional paid-in capital was made during the three months ended March 31, 2021 and is reflected in the accompanying consolidated statements of stockholders’ equity. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2021 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | NOTE 17. LONG-TERM DEBT Our consolidated indebtedness as of March 31, 2021 was $287.3 million. This consolidated indebtedness was comprised of (i) $62.5 million principal amount of 2025 Notes, (ii) $30.0 in mortgage loans on various properties, and (iii) $194.8 million outstanding under our Credit Facility, inclusive of the $50.0 million Term Loan balance. Long-term debt, at face value, totaled $287.3 million at March 31, 2021, representing an increase of $6.8 million from the balance of $280.5 million at December 31, 2020. The $6.8 million increase in the long-term debt was related to the net impact of (i) origination of the $50.0 million Term Loan under the Company’s Credit Facility, (ii) payoff of the $23.2 million variable-rate mortgage note payable originated with Wells Fargo, and (iii) net repayments on the Credit Facility totaling $20.0 million. In connection with the payoff of the variable-rate mortgage note payable originated with Wells Fargo, the Wells Interest Rate Swap was terminated on March 12, 2021. As of March 31, 2021, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Maturity Interest Value Debt Date Rate Credit Facility (1) $ 144,845 May 2023 30-day LIBOR Term Loan (2) 50,000 March 2026 0.22% plus [1.35% - 1.95%] Mortgage Note Payable (originated with Wells Fargo) (3) 30,000 October 2034 4.330% 3.875% Convertible Senior Notes due 2025 62,468 April 2025 3.875% Total Long-Term Face Value Debt $ 287,313 (1) Effective March 31, 2020, utilized interest rate swap to achieve fixed interest rate of 0.7325% plus the applicable spread on $100.0 million of the outstanding principal balance. (2) Effective March 10, 2021, the Company redesignated the interest rate swap utilized to achieve a fixed interest rate of 0.2200% plus the applicable spread on the $50.0 million of the outstanding principal balance under the Credit Facility to the Term Loan. The interest rate swap was entered into as of August 31, 2020. (3) 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. Credit Facility. The Credit Facility, with Bank of Montreal (“BMO”) 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 Truist Bank and Wells Fargo. On September 7, 2017, the Company executed the second amendment and restatement of the Credit Facility (the “2017 Amended Credit Facility”). As a result of the 2021 Revolver Amendment, as defined below, The Huntington National Bank has been added as a lender to the Company’s Credit Facility and Term Loan. On May 24, 2019, the Company executed the second amendment to the 2017 Amended Credit Facility (the “May 2019 Revolver Amendment”). As a result of the May 2019 Revolver Amendment, the Credit Facility had a total borrowing capacity of $200.0 million with the ability to increase that capacity up to $300.0 million during the term, subject to lender approval. The Credit Facility provides the lenders with a security 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 135 basis points to the 30-day LIBOR plus 195 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 2017 Amended Credit Facility, as amended by the May 2019 Revolver Amendment. 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. Pursuant to the May 2019 Revolver Amendment, the Credit Facility matures on May 24, 2023, with the ability to extend the term for 1 year . On November 26, 2019, the Company entered into the third amendment to the 2017 Amended Credit Facility (the “November 2019 Revolver Amendment”), which further amends the 2017 Amended Credit Facility. The November 2019 Revolver Amendment included, among other things, an adjustment of certain financial maintenance covenants, including a temporary reduction of the minimum fixed charge coverage ratio to allow the Company to redeploy the proceeds received from the sale of certain income properties to PINE, and an increase in the maximum amount the Company may invest in stock and stock equivalents of real estate investment trusts to allow the Company to invest in the common stock and OP Units. On July 1, 2020, the Company entered into the fourth amendment to the 2017 Amended Credit Facility (the “July 2020 Revolver Amendment”) whereby the tangible net worth covenant was adjusted to be more reflective of market terms. The July 2020 Revolver Amendment was effective as of March 31, 2020. On November 12, 2020, the Company entered into the fifth amendment to the 2017 Amended Credit Facility (the “November 2020 Revolver Amendment”). The November 2020 Revolver Amendment provided that, among other things, (i) the Company must comply with certain adjusted additional financial maintenance requirements, including (x) a new restricted payments covenant which limits the type and amount of cash distributions that may be made by the Company and (y) an adjusted fix charges ratio, which now excludes certain onetime expenses for purposes of calculation and (ii) the Company must, from and after the date that the Company elects to qualify as a REIT, maintain its status as a REIT. On March 10, 2021, the Company entered into the sixth amendment to the 2017 Amended Credit Facility (the “2021 Revolver Amendment”). The 2021 Revolver Amendment included, among other things, (i) increase of the revolving credit commitment from $200.0 million to $210.0 million (ii) addition of the Term Loan in the aggregate amount of $50.0 million, (iii) updates to certain financing rate provisions provided therein, and (iv) joinder of The Huntington National Bank as a Term Loan lender and Credit Facility lender. The 2021 Revolver Amendment also includes accordion options that allow the Company to request additional Term Loan lender commitments up to a total of $150.0 million and additional Credit Facility lender commitments up to a total of $300.0 million. At March 31, 2021, the current commitment level under the Credit Facility was $210.0 million. The available borrowing capacity under the Credit Facility was $52.9 million, based on the level of borrowing base assets. As of March 31, 2021, the Credit Facility had a $144.8 million balance outstanding. See Note 1, “Description of Business” for a discussion of the potential impact on borrowing base availability due to the COVID-19 Pandemic. 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 in 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. Mortgage Notes Payable . In addition to the Credit Facility, as of March 31, 2021, the Company has one non-recourse first mortgage loan originated with Wells Fargo, as noted in the table above . On March 12, 2021, the Company repaid its $23.2 million variable-rate mortgage note payable originated with Wells Fargo and terminated the associated rate swap utilized to achieve a fixed interest rate of 3.17% . Convertible Debt . The Company’s $75.0 million aggregate principal amount of 4.50% Convertible Notes (the “2020 Notes”) were scheduled to mature on March 15, 2020; however, the Company completed the Note Exchanges, hereinafter defined, on February 4, 2020. The initial conversion rate was 14.5136 shares of common stock for each $1,000 principal amount of the 2020 Notes, which represented an initial conversion price of $68.90 per share of common stock. On February 4, 2020, the Company closed privately negotiated exchange agreements with certain holders of its outstanding 2020 Notes pursuant to which the Company issued $57.4 million principal amount of 3.875% Convertible Senior Notes due 2025 (the “2025 Notes”) in exchange for $57.4 million principal amount of the 2020 Notes (the “Note Exchanges”). In addition, the Company closed a privately negotiated purchase agreement with an investor, who had not invested in the 2020 Notes, and issued $17.6 million principal amount of the 2025 Notes (the “New Notes Placement,” and together with the Note Exchanges, the “Convert Transactions”). The Company used $5.9 million of the proceeds from the New Notes Placement to repurchase $5.9 million of the 2020 Notes. As a result of the Convert Transactions there was a total of $75.0 million aggregate principal amount of 2025 Notes outstanding. In exchange for issuing the 2025 Notes pursuant to the Note Exchanges, the Company received and cancelled the exchanged 2020 Notes. The $11.7 million of net proceeds from the New Notes Placement were used to redeem at maturity on March 15, 2020 $11.7 million of the aggregate principal amount of the 2020 Notes that remained outstanding. During the year ended December 31, 2020, the Company repurchased $12.5 million aggregate principal amount of 2025 Notes at an approximate $2.6 million discount, resulting in a gain on the extinguishment of debt of $1.1 million. All such repurchases were made during the first and second quarter of 2020. Following the repurchase of the 2025 Notes, $62.5 million aggregate principal amount of the 2025 Notes remains outstanding at March 31, 2021. The 2025 Notes represent senior unsecured obligations of the Company and pay interest semi-annually in arrears on each April 15th and October 15th, commencing on April 15, 2020, at a rate of 3.875% per annum. The 2025 Notes mature on April 15, 2025 and may not be redeemed by the Company prior to the maturity date. The conversion rate for the 2025 Notes was initially 12.7910 shares of the Company’s common stock per $1,000 of principal of the 2025 Notes (equivalent to an initial conversion price of $78.18 per share of the Company’s common stock). The initial conversion price of the 2025 Notes represented a premium of 20% to the $65.15 closing sale price of the Company’s common stock on the NYSE American on January 29, 2020. If the Company’s Board increases the quarterly dividend above the $0.13 per share in place at issuance, the conversion rate is adjusted with each such increase in the quarterly dividend amount. After the first quarter 2021 dividend, the conversion rate is equal to 18.5501 shares of common stock for each $1,000 principal amount of 2025 Notes, which represents an adjusted conversion price of $53.91 per share of common stock. At the maturity date, the 2025 Notes are convertible into cash, common stock or a combination thereof, subject to various conditions, at the Company’s option. Should certain corporate transactions or events occur prior to the stated maturity date, the Company will increase the conversion rate for a holder that elects to convert its 2025 Notes in connection with such corporate transaction or event. The conversion rate is subject to adjustment in certain circumstances. Holders may not surrender their 2025 Notes for conversion prior to January 15, 2025 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 2025 Notes, or specified corporate events including a change in control of the Company. The Company may not redeem the 2025 Notes prior to the stated maturity date and no sinking fund is provided for the 2025 Notes. The 2025 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 2025 Notes in cash upon conversion, with any excess conversion value to be settled in shares of our common stock. In accordance with U.S. GAAP, the 2025 Notes were accounted for as a liability with a separate equity component recorded for the conversion option. A liability was recorded for the 2025 Notes on the issuance date Long-term debt consisted of the following (in thousands): March 31, 2021 December 31, 2020 Total Due Within One Year Total Due Within One Year Credit Facility $ 144,845 $ — $ 164,845 $ — Term Loan 50,000 — — — Mortgage Note Payable (originated with Wells Fargo) 30,000 — 30,000 — Mortgage Note Payable (originated with Wells Fargo) — — 23,183 23,183 3.875% Convertible Senior Notes, net of discount 56,606 — 56,296 — Financing Costs, net of accumulated amortization (1,203) (494) — Total Long-Term Debt $ 280,248 $ — $ 273,830 $ 23,183 Payments applicable to reduction of principal amounts as of March 31, 2021 will be required as follows (in thousands): As of March 31, 2021 Amount Remainder of 2021 $ — 2022 — 2023 144,845 2024 — 2025 62,468 2026 and thereafter 80,000 Total Long-Term Debt - Face Value $ 287,313 The carrying value of long-term debt as of March 31, 2021 consisted of the following (in thousands): Total Current Face Amount $ 287,313 Unamortized Discount on Convertible Debt (5,862) Financing Costs, net of accumulated amortization (1,203) Total Long-Term Debt $ 280,248 In addition to the $1.2 million of financing costs, net of accumulated amortization included in the table above, as of March 31, 2021, the Company also had financing costs, net of accumulated amortization related to the Credit Facility of $0.7 million which is included in other assets on the consolidated balance sheets. These costs are amortized on a straight-line basis over the term of the Credit Facility and are included in interest expense in the Company’s accompanying consolidated statements of operations. The following table reflects a summary of interest expense incurred and paid during the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Interest Expense $ 1,969 $ 2,799 Amortization of Deferred Financing Costs 165 150 Amortization of Discount on Convertible Notes 310 504 Total Interest Expense $ 2,444 $ 3,453 Total Interest Paid $ 1,395 $ 3,140 The Company was in compliance with all of its debt covenants as of March 31, 2021 and December 31, 2020. |
INTEREST RATE SWAPS
INTEREST RATE SWAPS | 3 Months Ended |
Mar. 31, 2021 | |
INTEREST RATE SWAPS | |
INTEREST RATE SWAPS | NOTE 18. INTEREST RATE SWAPS 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. During the period from January 1, 2021 through termination on March 12, 2021, the interest rate swap agreement was 100% effective. The interest rate swap fixed the variable rate debt on the notional amount of related debt of $23.2 million to a rate of 3.17%. During March 2020, 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 $100.0 million of the outstanding balance on the Credit Facility. During the three months ended March 31, 2021, 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 (loss). As of March 31, 2021, the fair value of our interest rate swap agreement, which was a loss of $1.0 million, was included in accrued and other liabilities on the consolidated balance sheets. The interest rate swap was effective on March 31, 2020 and matures on March 29, 2024. The interest rate swap fixed the variable rate debt on the notional amount of related debt of $100.0 million to a rate of 0.73250% plus the applicable spread. During August 2020, the Company entered into a separate interest rate swap agreement to hedge cash flows tied to changes in the underlying floating interest rate tied to LIBOR for $50.0 million of the outstanding balance on the Credit Facility. Effective March 10, 2021, the rate swap that previously hedged $50.0 million of the outstanding Credit Facility balance was redesignated to the $50.0 million Term Loan. During the three months ended March 31, 2021, 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 (loss). As of March 31, 2021, the fair value of our interest rate swap agreement, which was a gain of $0.3 million, was included in other assets on the consolidated balance sheets. The interest rate swap was effective on August 31, 2020 and matures on March 29, 2024. The interest rate swap fixed the variable rate debt on the notional amount of related debt of $50.0 million to a rate of 0.22000% plus the applicable spread. |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 3 Months Ended |
Mar. 31, 2021 | |
ACCRUED AND OTHER LIABILITIES. | |
ACCRUED AND OTHER LIABILITIES | NOTE 19. ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following (in thousands): As of March 31, December 31, Accrued Property Taxes $ 1,757 $ 945 Reserve for Tenant Improvements 382 1,353 Accrued Construction Costs 484 1,783 Accrued Interest 1,176 602 Environmental Reserve 106 106 Cash Flow Hedge - Interest Rate Swap 965 1,910 Operating Leases - Liability 217 245 Other 1,955 2,146 Total Accrued and Other Liabilities $ 7,042 $ 9,090 Reserve for Tenant Improvements. multiple In connection with the acquisition of the Crossroads Towne Center property in Chandler, Arizona on January 24, 2020, the Company received $1.3 million from the seller of the property for tenant improvement allowances and leasing commissions for two tenants. This amount was included in accrued and other liabilities on the consolidated balance sheets. Through the period ended March 31, 2021, payments totaling $1.3 million were made, leaving no remaining commitment. Accrued Construction Costs. Environmental Reserve. Operating Leases – Liability. Leases, |
DEFERRED REVENUE
DEFERRED REVENUE | 3 Months Ended |
Mar. 31, 2021 | |
DEFERRED REVENUE | |
DEFERRED REVENUE | NOTE 20. DEFERRED REVENUE Deferred revenue consisted of the following (in thousands): As of March 31, December 31, Prepaid Rent $ 2,661 $ 2,684 Tenant Contributions 613 625 Other Deferred Revenue 189 10 Total Deferred Revenue $ 3,463 $ 3,319 Tenant Contributions. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2021 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 21. STOCK-BASED COMPENSATION SUMMARY OF STOCK-BASED COMPENSATION A summary of share activity for all equity classified stock compensation during the three months ended March 31, 2021, is presented below: Type of Award Shares Outstanding at 1/1/2021 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 3/31/2021 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 55,851 48,134 (17,418) — — 86,567 Equity Classified - Market Condition Restricted Shares - Stock Price Vesting 22,000 — — (22,000) — — Equity Classified - Three Year Vest Restricted Shares 38,479 43,050 (21,220) — — 60,309 Equity Classified - Non-Qualified Stock Option Awards 80,000 20,332 (43,624) — — 56,708 Total Shares 196,330 111,516 (82,262) (22,000) — 203,584 As contemplated under the terms of the Second Amended and Restated 2010 Equity Incentive Plan (together with its predecessor plan, the “2010 Plan”), on January 20, 2021, in order to address the dilutive effect of the stock component of the special distribution that was paid to the Company’s stockholders on December 21, 2020 in connection with the Company’s REIT conversion, the Board’s Compensation Committee made an equitable adjustment (the “Equitable Adjustment”) to certain of the awards outstanding as of December 31, 2020. Accordingly, during the three months ended March 31, 2021, the number of granted shares (111,516) includes 46,237 shares attributable to the Equitable Adjustment. Amounts recognized in the financial statements for stock options, stock appreciation rights, and restricted stock are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 958 $ 819 Income Tax Expense Recognized in Income $ — $ 204 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. EQUITY-CLASSIFIED STOCK COMPENSATION Performance Share Awards – Peer Group Market Condition Vesting Performance shares have under the 2010 Plan. The performance share 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 ultimately received by the award recipient is determined based on the Company’s total stockholder return as compared to the total stockholder return of a certain peer group during a three-year performance period. The Company granted a total of 48,134 performance shares during the three months ended March 31, 2021, of which 15,988 were attributable to the . During the three months ended March 31, 2021, pursuant to the calculation of the vesting criteria for the three-year performance period ended December 31, 2020, as performed by an independent third party, the grantees of performance shares received an aggregate of 15,197 shares of Company common stock related to the 17,418 shares outstanding as of January 20, 2021, post Equitable Adjustment, as the actual vesting percentage achieved during the relevant three-year performance period was 87.2%. During the three months ended March 31, 2020, pursuant to the calculation of the vesting criteria for the three-year performance period ended December 31, 2019, as performed by an independent third party, the grantees of performance shares received an aggregate of 14,214 shares of Company common stock related to the 12,635 shares outstanding as of January 1, 2020 as the actual vesting percentage achieved during the relevant three-year performance period was 112.5%. The Company used a Monte Carlo simulation pricing model to determine the fair value of its awards that are based on market As of March 31, 2021, there was $2.5 million of unrecognized compensation cost, adjusted for estimated 2.1 years. A summary of activity during the three months ended March 31, 2021 is presented below: Performance Shares with Market Conditions Shares Wtd. Avg. Fair Value Outstanding at January 1, 2021 55,851 $ 63.44 Granted 48,134 $ 32.04 Vested (17,418) $ 58.30 Expired — — Forfeited — — Outstanding at March 31, 2021 86,567 $ 47.01 Market Condition Restricted Shares – Stock Price Vesting Restricted Company common stock has been granted to certain employees under the 2010 Plan. The restricted Company common stock outstanding from these grants vest in increments based upon the price per share of the Company common . Effective January 28, 2021, the 22,000 shares outstanding, consisting of 18,000 shares with a $70 per share price vesting criteria and 4,000 shares with a $75 per share price vesting criteria, expired prior to vesting. 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 stockholder 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. As of March 31, 2021, there is no unrecognized compensation cost related to market condition restricted stock. A summary of the activity for these awards during the three months ended March 31, 2021 is presented below: Market Condition Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Outstanding at January 1, 2021 22,000 $ 41.71 Granted — — Vested — — Expired (22,000) $ 41.71 Forfeited — — Outstanding at March 31, 2021 — — Three Year Vest Restricted Shares Restricted shares have under the 2010 Plan. One -third of the restricted shares will vest on each of the first, second, and third anniversaries of January 28 of the applicable year 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. The Company granted a total of 43,050 shares of three-year restricted Company common stock during the three months ended March 31, 2021, of which 9,917 were attributable to the Equitable Adjustment. The Com As of March 31, 2021, there was $2.4 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 2.3 years. A summary of activity for these awards three months ended March 31, 2021 is presented below: Three Year Vest Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Outstanding at January 1, 2021 38,479 $ 57.82 Granted 43,050 $ 35.47 Vested (21,220) $ 48.55 Expired — — Forfeited — — Outstanding at March 31, 2021 60,309 $ 45.13 Non-Qualified Stock Option Awards On October 22, 2014, the Company granted to Mr. Smith an option to purchase 10,000 shares of the Company’s common stock under the 2010 Plan, with an exercise price of $50.00. Effective January 20, 2021, as a result of the Equitable Adjustment, the number of shares covered by the option was increased to 12,541 and the exercise price was adjusted to $39.87. The option vested for one-third tenth 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. Effective January 20, 2021, as a result of the Equitable Adjustment, the number of shares covered by the option was increased to 25,083 and the exercise price was adjusted to $45.85. 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. During the three months ended March 31, 2021, the option was exercised on 25,083 shares, leaving none outstanding as of March 31, 2021. 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 one-third two 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. Effective January 20, 2021, as a result of the Equitable Adjustment, the number of shares covered by the option was increased to 12,541 and the exercise price was adjusted to $45.88. The option vested for one-third 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 these awards during the three months ended March 31, 2021 is presented below: Non-Qualified Stock Option Awards Shares Wtd. Avg. Ex. Price Wtd. Avg. Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 1, 2021 80,000 $ 55.63 Granted 20,332 — Exercised (43,624) $ 44.85 Expired — — Forfeited — — Outstanding at March 31, 2021 56,708 $ 43.98 4.07 $ 455,516 Exercisable at January 1, 2021 80,000 $ 55.63 4.26 — Exercisable at March 31, 2021 56,708 $ 43.98 4.07 $ 455,516 The total intrinsic value of options exercised during the three months ended March 31, 2021 totaled $0.5 million. As of March 31, 2021, there is no unrecognized compensation cost NON-EMPLOYEE DIRECTOR STOCK COMPENSATION Each member of the Company’s Board of Directors has the option to receive his or her annual retainer and meeting fees in shares of Company common stock rather than cash. The number of shares awarded to the directors making such election is calculated quarterly by dividing (i) the sum of (A) the amount of the quarterly retainer payment due to such director plus (B) meeting fees earned by such director during the quarter, by (ii) the closing price of the Company’s common stock on the last business day of the quarter for which such payment applied, rounded down to the nearest whole number of shares. Commencing in 2019, each non-employee director serving as of the beginning of each calendar year shall receive an annual award of the Company’s common stock valued at $20,000 for the years ended December 31, 2019 and 2020 and $35,000 for the year ended December 31, 2021 (the “Annual Award”). The number of shares awarded is calculated based on the trailing 20-day average price of the Company’s common stock as of the date two During the three months ended March 31, 2021 and 2020, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.3 million or 6,788 shares, and $0.2 million, or 3,861 shares, respectively. The expense recognized during the three months ended March 31, 2021 and 2020 includes the Annual Award received during the first quarter of each respective year which totaled $0.2 million and $0.1 million, respectively. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
INCOME TAXES | |
INCOME TAXES | NOTE 22. INCOME TAXES The Company intends to elect to be taxed as a REIT for U.S. federal income tax purposes under the Code commencing with its taxable year ended on December 31, 2020, upon filing of its tax return for such taxable year. The Company believes that, commencing with such taxable year, it has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. To comply with certain REIT requirements, the Company holds certain of its non-REIT assets and operations through TRS and subsidiaries of TRSs, which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company held a total of five TRSs subject to taxation. The Company’s TRSs will file separately as C-Corporations. As a result of the Company’s election to be taxed as a REIT, during the year ended December 31, 2020, a $82.5 million deferred tax benefit was recorded to de-recognize the deferred tax assets and liabilities associated with the entities included in the REIT. A significant portion of the deferred tax benefit recognized relates to the de-recognition of deferred tax liabilities resulting from Internal Revenue Code Section 1031 like-kind exchanges (“1031 Exchanges”). The Company will be subject to corporate income taxes related to assets held by it that are sold during the 5-year period following the date of conversion to the extent such sold assets had a built-in gain as of January 1, 2020. The Company generally does not intend to dispose of any REIT assets after the REIT conversion within the 5-year period, unless various tax planning strategies, including 1031 Exchanges or other deferred tax structures are available to mitigate the built-in gain tax liability of conversion. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 23. 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. Harris Teeter Buc-ee’s. Contractual Commitments – Expenditures The following commitment as of March 31, 2021 relates to the Company’s multi-tenant income property acquisition completed during the first quarter of 2020: ● In connection with the acquisition of Ashford Lane in Atlanta, Georgia on February 21, 2020, the Company received $0.5 million from the seller of the property for tenant improvement allowances and leasing commissions for multiple tenants. This amount was included in accrued and other liabilities on the consolidated balance sheets. Through the period ended March 31, 2021, payments totaling $0.4 million were made, leaving a remaining commitment of $0.1 million. Additionally, as of March 31, 2021, the Company is obligated to fund $1.9 million of tenant improvement and leasing commissions on new and amended leases entered into subsequent to acquisition. Lastly, in connection with the rebranding of this property, the Company has executed $0.3 million in architectural and civil engineering agreements which is committed as of March 31, 2021, for an aggregate of $2.3 million in commitments on this property as of March 31, 2021. The following are commitments as of March 31, 2021 pursuant to agreements executed related to the Company’s income property portfolio and undeveloped land holdings: ● During the three months ended March 31, 2021, the Company executed an agreement for the replacement of cooling towers in the amount of $0.9 million at the property located in Raleigh, NC leased to Wells Fargo. Through March 31, 2021, payments totaling $0.4 million were made, leaving a remaining commitment of $0.5 million. ● During the year ended December 31, 2020, the Company entered into a lease amendment which includes $1.1 million of tenant improvement allowances at the property located in Daytona Beach, Florida leased to Crabby’s. Pursuant to the lease amendment, the tenant will expand their existing operations onto an adjacent piece of land currently owned by the Company, of which construction is scheduled to be completed over a one-year time period. The commitment as of March 31, 2021 totals $1.1 million. ● During the year ended December 31, 2020, the Company entered into a lease amendment which includes tenant improvements at the property located in Falls Church, Virginia leased to 24 Hour Fitness in the amount of $0.4 million which is committed as of March 31, 2021. Off-Balance Sheet Arrangements The Operating Agreement of the Mitigation Bank JV executed in conjunction with the mitigation bank transaction stipulates that the Company shall arrange for sales of the Mitigation Bank JV’s mitigation credits to unrelated third parties totaling no less than $6.0 million of revenue to the Mitigation Bank JV, net of commissions, by the end of 2020, utilizing the Minimum Sales Requirement. The Operating Agreement stipulates that if the Minimum Sales Requirement is not achieved, then BlackRock has the right, but is not required, to cause the Company to purchase the number of mitigation credits necessary to reach the Minimum Sales Guarantee. During the first quarter of 2021, the Company had active discussions with BlackRock regarding the Minimum Sales Guarantee. Based on those discussions, the Company currently anticipates that the Minimum Sales Guarantee payment would be paid to BlackRock in the latter half of 2021. The Company is also in discussion with BlackRock regarding the Company’s potential buyout of BlackRock’s position in the Mitigation Bank JV, the timing of which could occur in the latter half of 2021. There can be no assurances regarding the likelihood, timing, or final terms of such potential buyout. During June 2018, upon closing the Mitigation Bank JV, the Company estimated the fair value of the Minimum Sales Guarantee at $0.1 million which was recorded as a reduction in the gain on the transaction and is included in accrued and other liabilities in the Company’s consolidated balance sheet. As of March 31, 2021, the Company considers the $0.1 million reasonable as upon payment of the Minimum Sales Guarantee, the Company will obtain mitigation credits, or the right to such credits, which would be recorded as an asset at the time of payment. Other Matters During the first quarter of 2017, the Company completed the sale of 1,581 acres of land to Minto Communities LLC which acreage represents a portion of the Company’s remaining $0.4 million obligation. Accordingly, the Company deposited $0.4 million 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. The first three milestones were achieved as of December 31, 2020, resulting in $0.3 million in refunds from escrow, leaving an escrow balance of $0.1 million as of December 31, 2020. The final milestone related to the completion of the third-year maintenance and monitoring was achieved during the first quarter of 2021 and the remaining $0.1 million of the escrow was refunded as of March 31, 2021. |
BUSINESS SEGMENT DATA
BUSINESS SEGMENT DATA | 3 Months Ended |
Mar. 31, 2021 | |
BUSINESS SEGMENT DATA | |
BUSINESS SEGMENT DATA | NOTE 24. BUSINESS SEGMENT DATA The Company operates in four primary business segments: income properties, management services, commercial loan and master lease investments, and real estate 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 84.1% and 80.0% of our identifiable assets as of March 31, 2021 and December 31, 2020, respectively, and 77.8% and 85.7% of our consolidated revenues for the three months ended March 31, 2021 and 2020, respectively. Our management fee income consists of the management fees earned for the management of PINE and the Land JV. As of March 31, 2021, our commercial loan and master lease investments portfolio consisted of one commercial loan investment and two commercial properties whose leases are classified as commercial loan and master lease investments. Our continuing real estate operations consists of revenues generated from leasing and royalty income from our interests in subsurface oil, gas, and mineral rights, and the sale of mitigation credits. The Company evaluates performance based on profit or loss from operations. 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 different segments for the three months ended March 31, 2021 and 2020 are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues: Income Properties $ 11,449 $ 11,003 Management Fee Income 669 702 Interest Income from Commercial Loan and Master Lease Investments 701 1,052 Real Estate Operations 1,893 81 Total Revenues $ 14,712 $ 12,838 Operating Income (Loss): Income Properties $ 8,532 $ 8,890 Management Fee Income 669 702 Interest Income from Commercial Loan and Master Lease Investments 701 1,052 Real Estate Operations 1,811 (1,444) General and Corporate Expense (7,962) (7,643) Impairment Charges — (1,905) Gain on Disposition of Assets 708 — Gain on Extinguishment of Debt — 637 Total Operating Income $ 4,459 $ 289 Depreciation and Amortization: Income Properties $ 4,825 $ 4,547 Corporate and Other 5 5 Total Depreciation and Amortization $ 4,830 $ 4,552 Capital Expenditures: Income Properties $ 39,340 $ 137,992 Commercial Loan and Master Lease Investments — 6,754 Corporate and Other 7 6 Total Capital Expenditures $ 39,347 $ 144,752 Identifiable assets of each segment as of March 31, 2021 and December 31, 2020 are as follows (in thousands): As of March 31, 2021 December 31, 2020 Identifiable Assets: Income Properties $ 566,209 $ 531,325 Management Services 638 700 Commercial Loan and Master Lease Investments 38,417 38,321 Real Estate Operations 59,724 59,717 Discontinued Land Operations 833 833 Corporate and Other 7,614 35,804 Total Assets $ 673,435 $ 666,700 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 and depreciation and amortization expense. Identifiable assets by segment are those assets that are used in the Company’s operations in each segment. Real Estate Operations includes the identifiable assets of the Mitigation Bank JV and Land JV. Corporate and other assets consist primarily of cash, property, plant, and equipment related to the other operations, as well as the general and corporate operations. The Management Services segment had no capital expenditures as of March 31, 2021 or December 31, 2020. |
ASSETS AND LIABILITIES HELD FOR
ASSETS AND LIABILITIES HELD FOR SALE | 3 Months Ended |
Mar. 31, 2021 | |
ASSETS AND LIABILITIES HELD FOR SALE | |
ASSETS AND LIABILITIES HELD FOR SALE | NOTE 25. ASSETS AND LIABILITIES HELD FOR SALE Assets and liabilities held for sale as of March 31, 2021 and December 31, 2020 are summarized below (in thousands). One single-tenant income property was classified as held for sale as of March 31, 2021. As of March 31, 2021 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Plant, Property, and Equipment - Net $ — $ 3,635 $ 3,635 Restricted Cash 833 — 833 Intangible Lease Assets - Net — 65 65 Intangible Lease Liabilities - Net — (28) (28) Total Assets Held for Sale $ 833 $ 3,672 $ 4,505 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) As of December 31, 2020 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Restricted Cash $ 833 $ — $ 833 Total Assets Held for Sale $ 833 $ — $ 833 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) Deferred Revenue on Land Sales. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 26. SUBSEQUENT EVENTS The Company reviewed all subsequent events and transactions through April 29, 2021, the date the consolidated financial statements were issued. COVID-19 Pandemic – April Collections Update The Company received payments for CBR due in April 2021 from tenants representing 100% of the CBR due during such period. Shelf Registration Statement On April 1, 2021, the Company filed a shelf registration statement on Form S-3, relating to the registration and potential issuance of its common stock, preferred stock, debt securities, warrants, rights, and units with a maximum aggregate offering price of up to $350.0 million. The Securities and Exchange Commission declared the Form S-3 effective on April 19, 2021. Purchase and Sale Agreements On April 2, 2021, the Company and certain of its subsidiaries (the “Sellers”) entered into a Purchase and Sale Agreement (the “PSA”) with PINE, for the sale of six retail net lease properties (the “Properties”). The terms of the PSA provide that the total purchase price for the Properties will be $44.5 million. The deposit under the PSA is $1.0 million (the “Deposit”). The Deposit is refundable to PINE pursuant to the terms of the PSA during an inspection period. If the PSA is not terminated by the end of the inspection period by PINE, the Deposit will become non-refundable. There can be no assurance at this time that the Sellers will in fact complete the sale of any or all of the Properties. On April 6, 2021, certain subsidiaries of CTO entered into a separate purchase and sale agreement with PINE, for the sale of one single-tenant, net leased property for a purchase price of $11.5 million, which sale closed on April 23, 2021. Income Property Disposition On April 23, 2021, the Company completed the sale of the property located in North Richland Hills, Texas, leased to Burlington for a sales price of $11.5 million, of which proceeds are expected to be part of a 1031 like-kind exchange transaction. Second Quarter 2021 Dividend The Company declared a second quarter 2021 cash dividend of $1.00 per share. The dividend is payable on June 30, 2021 to stockholders of record as of the close of business on June 21, 2021. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
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 (“U.S. 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, 2020, 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 three months ended March 31, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021. |
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 inter-company balances and transactions have been eliminated in the consolidated financial statements. The Company has retained interests in the Land JV and the Mitigation Bank JV, as well as an equity investment in PINE. The Company has concluded that these entities are variable interest entities of which the Company is not the primary beneficiary and as a result, these entities are not consolidated. |
Use of Estimates in Preparation of Financial Statements | Use of Estimates in Preparation of Financial Statements The preparation of financial statements in conformity with U.S. 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. Among other factors, fluctuating market conditions that can exist in the national real estate markets and the volatility and uncertainty in the financial and credit markets make it possible that the estimates and assumptions, most notably those related to the Company’s investment in income properties, could change materially due to continued volatility in the real estate and financial markets, or as a result of a significant dislocation in those markets. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Debt with Conversion and Other Options. ASC Topic 326, Financial Instruments-Credit Losses Financial Instruments-Credit Losses January 1, 2020 |
Reclassifications | Reclassifications Certain items in the consolidated balance sheet as of December 31, 2020 have been reclassified to conform to the presentation as of March 31, 2021. Specifically, in the first quarter of 2021, the Company reclassified deferred financing costs incurred in connection with its Credit Facility (as further described in Note 17, Long-Term Debt), net of accumulated amortization, as a component of other assets on the accompanying consolidated balance sheet. Accordingly, deferred financing costs of $1.2 million, net of accumulated amortization of $0.5 million, were reclassified from long-term debt to other assets as of December 31, 2020. Additionally, in the first quarter of 2021, the Company increased non-cash compensation for the three months ended March 31, 2020 by $0.2 million through a reclassification from cash payments for exercise of stock options and stock issuance within financing activities on the accompanying consolidated statements of cash flows which is the result of timing related to the issuance of shares for director retainers. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents includes 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 March 31, 2021 include certain amounts over the Federal Deposit Insurance Corporation limits. |
Restricted Cash | Restricted Cash Restricted cash totaled $0.6 million at March 31, 2021, of which $0.5 million is being held in a capital replacement reserve account in connection with our financing of six income properties and $0.1 million is being held in an escrow account in connection with the sale of a ground lease located in Daytona Beach, Florida. |
Derivative Financial Instruments and Hedging Activity | Derivative Financial Instruments and Hedging Activity Interest Rate Swaps Effective March 31, 2020, in conjunction with the variable-rate Credit Facility, the Company entered into an interest rate swap to fix the interest rate on $100.0 million of the outstanding Credit Facility balance (the “Credit Facility $100.0 Million Interest Rate Swap”). Effective August 31, 2020, the Company entered into a separate interest rate swap to fix the interest rate on an additional $50.0 million of the outstanding Credit Facility balance. On March 10, 2021, the Company entered into a $50.0 million term loan agreement under its Credit Facility (the “Term Loan”), as further described in Note 17, “Long-Term Debt”. In connection with the Term Loan origination, the Company redesignated the rate swap that previously hedged $50.0 million of the outstanding Credit Facility balance to the Term Loan (the “Term Loan $50.0 Million Interest Rate Swap”). The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging The Company documented the relationship between the hedging instruments and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transactions. At the hedges’ inception, the Company formally assessed whether the derivatives that are used in hedging the transactions are highly effective in offsetting changes in cash flows of the hedged items, and we will continue to do so on an ongoing basis. As the terms of the Wells Interest Rate Swap, Credit Facility $100.0 Million Interest Rate Swap, and Term Loan $50.0 Million Interest Rate Swap, and the associated debts are identical, both hedging instruments qualify for the shortcut method, therefore, it is assumed that there is no hedge ineffectiveness throughout the entire term of the hedging instruments. Changes in fair value of the hedging instruments that are highly effective and designated and qualified as cash-flow hedges are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged items. |
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 March 31, 2021 and December 31, 2020, approximate fair value because of the short maturity of these instruments. The carrying value of the Company’s Credit Facility as of March 31, 2021 and December 31, 2020, as defined in Note 17, “Long-Term Debt,” approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loan and master lease investments held as of March 31, 2021 and December 31, 2020 and the mortgage notes and convertible debt held as of March 31, 2021 and December 31, 2020 are measured at fair value based on current market rates for financial instruments with similar risks and maturities. See Note 10, “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 U.S. 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. U.S. 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. |
Recognition Of Interest Income From Commercial Loan And Master Lease Investments | Recognition of Interest Income from Commercial Loan and Master Lease Investments Interest income on commercial loan and master lease 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. |
Mitigation Credits | Mitigation Credits 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 accrued tenant reimbursable expenses and other tenant receivables. Receivables related to income property tenants totaled $1.9 million and $2.3 million as of March 31, 2021 and December 31, 2020, respectively. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled $1.3 million as of March 31, 2021 and December 31, 2020, respectively. The accounts receivable as of March 31, 2021 and December 31, 2020 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 as more fully described in Note 13, “Other Assets.” The collectability of the aforementioned receivables shall be considered and adjusted through an allowance for credit losses pursuant to ASC 326, Financial Instruments-Credit Losses |
Purchase Accounting for Acquisitions of Real Estate Subject to a Lease | Purchase Accounting for Acquisitions of Real Estate Subject to a Lease Investments in real estate are carried at cost less accumulated depreciation and impairment losses, if any. The cost of investments in real estate reflects their purchase price or development cost. We evaluate each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under ASU 2017-01, Business Combinations Clarifying the Definition of a Business for acquisitions that are deemed to be acquisitions of a business are expensed as incurred. Improvements and replacements are capitalized when they extend the useful life or improve the productive capacity of the asset. Costs of repairs and maintenance are expensed as incurred. In accordance with FASB guidance, 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. 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. 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 management believes that it is likely that the tenant will renew the lease upon expiration, in which case the Company amortizes the value attributable to the renewal over the renewal period. The value of in-place leases and leasing costs are 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. |
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 606, Revenue from Contracts with Customers |
Income Taxes | Income Taxes The Company has elected to be taxed as a REIT for U.S. federal income tax purposes under the Code commencing with its taxable year ended December 31, 2020. The Company believes that, commencing with such taxable year, it has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. To comply with certain REIT requirements, we hold certain of our non-REIT assets and operations through TRSs and subsidiaries of TRSs, which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company held a total of five TRSs subject to taxation. The Company’s TRSs will file separately as C-Corporations. For the Company’s TRSs, and prior to the three months ended December 31, 2020 preceding the Company’s REIT election, 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 22, “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, and 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. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
REVENUE RECOGNITION | |
Summary of revenue by segment, major good and/or service, and the related timing of revenue recognition | The following table summarizes the Company’s revenue from continuing operations by segment, major good and/or service, and the related timing of revenue recognition for the three months ended March 31, 2021 (in thousands): Income Properties Management Services Commercial Loan Investments Real Estate Operations Total Revenues Major Good / Service: Lease Revenue - Base Rent $ 9,181 $ — $ — $ — $ 9,181 Lease Revenue - CAM 512 — — — 512 Lease Revenue - Reimbursements 1,206 — — — 1,206 Above / Below Market Lease Accretion 396 — — — 396 Contributed Leased Assets Accretion 121 — — — 121 Management Services — 669 — — 669 Commercial Loan and Master Lease Investments — — 701 — 701 Subsurface Revenue — — — 1,893 1,893 Interest and Other Revenue 33 — — — 33 Total Revenues $ 11,449 $ 669 $ 701 $ 1,893 $ 14,712 Timing of Revenue Recognition: Asset/Good Transferred at a Point in Time $ — $ — $ — $ 1,893 $ 1,893 Services Transferred Over Time 33 669 — — 702 Over Lease Term 11,416 — — — 11,416 Commercial Loan Investment Related Revenue — — 701 — 701 Total Revenues $ 11,449 $ 669 $ 701 $ 1,893 $ 14,712 The following table summarizes the Company’s revenue from continuing operations by segment, major good and/or service, and the related timing of revenue recognition for the three months ended March 31, 2020 (in thousands): Income Properties Management Services Commercial Loan Investments Real Estate Operations Total Revenues Major Good / Service: Lease Revenue - Base Rent $ 8,751 $ — $ — $ — $ 8,751 Lease Revenue - CAM 784 — — — 784 Lease Revenue - Reimbursements 790 — — — 790 Lease Revenue - Billboards 44 — — — 44 Above / Below Market Lease Accretion 474 — — — 474 Contributed Leased Assets Accretion 43 — — — 43 Management Services — 702 — — 702 Commercial Loan and Master Lease Investments — — 1,052 — 1,052 Mitigation Credit Sales — — — 4 4 Subsurface Revenue — — — 77 77 Interest and Other Revenue 117 — — — 117 Total Revenues $ 11,003 $ 702 $ 1,052 $ 81 $ 12,838 Timing of Revenue Recognition: Asset/Good Transferred at a Point in Time $ — $ — $ — $ 81 $ 81 Services Transferred Over Time 117 702 — — 819 Over Lease Term 10,886 — — — 10,886 Commercial Loan Investment Related Revenue — — 1,052 — 1,052 Total Revenues $ 11,003 $ 702 $ 1,052 $ 81 $ 12,838 |
INCOME PROPERTIES AND LEASES (T
INCOME PROPERTIES AND LEASES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of components of leasing revenue | The components of leasing revenue are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Leasing Revenue Lease Payments $ 9,698 $ 9,268 Variable Lease Payments 1,751 1,735 Total Leasing Revenue $ 11,449 $ 11,003 |
Schedule of minimum future base rental revenue on non-cancelable leases | Minimum future base rental revenue on non-cancelable leases subsequent to March 31, 2021, for the next five years ended December 31 are summarized as follows (in thousands): Year Ending December 31, Amounts Remainder of 2021 $ 40,655 2022 40,554 2023 38,432 2024 35,665 2025 34,941 2026 and thereafter (cumulative) 170,430 Total $ 360,677 |
Schedule of properties disposed | As of March 31, 2021 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Plant, Property, and Equipment - Net $ — $ 3,635 $ 3,635 Restricted Cash 833 — 833 Intangible Lease Assets - Net — 65 65 Intangible Lease Liabilities - Net — (28) (28) Total Assets Held for Sale $ 833 $ 3,672 $ 4,505 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) As of December 31, 2020 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Restricted Cash $ 833 $ — $ 833 Total Assets Held for Sale $ 833 $ — $ 833 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) |
Schedule of leasing activity | Retail Square Feet Weighted Average Lease Term Cash Rent Per Square Foot Tenant Improvements Leasing Commissions New Leases 3.5 9.1 $ 46.95 $ 56 $ 99 Renewals & Extensions 130.0 5.2 $ 12.19 97 88 Total 133.5 5.5 $ 13.12 $ 153 $ 187 |
2021 Acquisitions | |
Schedule of properties acquired | Tenant Description Tenant Type Property Location Date of Acquisition Property Square-Feet Purchase Price Percentage Leased at Acquisition Remaining Lease Term at Acquisition Date (in years) Jordan Landing Multi-Tenant West Jordan, UT 03/02/21 183,320 $ 20,000 93% 7.9 Eastern Commons Multi-Tenant Henderson, NV 03/10/21 146,667 18,500 88% 6.9 Total / Weighted Average 329,987 $ 38,500 7.4 |
2020 Acquisitions | |
Schedule of properties acquired | Tenant Description Tenant Type Property Location Date of Acquisition Property Square-Feet Purchase Price Percentage Leased at Acquisition Remaining Lease Term at Acquisition Date (in years) Crossroads Towne Center Multi-Tenant Chandler, AZ 01/24/20 254,109 $ 61,800 99% 5.0 Ashford Lane Multi-Tenant Atlanta, GA 02/21/20 268,572 75,435 80% 3.6 Total / Weighted Average 522,681 $ 137,235 4.2 |
2021 Dispositions | |
Schedule of properties disposed | Tenant Description Tenant Type Date of Disposition Sales Price Gain on Sale World of Beer/Fuzzy's Taco Shop, Brandon, FL Multi-Tenant 01/20/21 $ 2,310 $ 599 Moe's Southwest Grill, Jacksonville, FL Single-Tenant 02/23/21 2,541 109 Total $ 4,851 $ 708 |
COMMERCIAL LOAN AND MASTER LEAS
COMMERCIAL LOAN AND MASTER LEASE INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
COMMERCIAL LOAN AND MASTER LEASE INVESTMENTS. | |
Schedule of components of commercial loan investment portfolio | The Company’s commercial loan and master lease investments were comprised of the following at March 31, 2021 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Ground Lease Loan – 400 Josephine Street, Austin, TX July 2019 N/A $ 16,250 $ 16,250 $ 16,915 N/A Master Tenant – Hialeah Lease Loan – Hialeah, FL September 2020 N/A 21,085 21,085 21,109 N/A Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 400 400 393 7.50% $ 37,735 $ 37,735 $ 38,417 The Company’s commercial loan and master lease investments were comprised of the following at December 31, 2020 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Ground Lease Loan – 400 Josephine Street, Austin, TX July 2019 N/A $ 16,250 $ 16,250 $ 16,827 N/A Master Tenant – Hialeah Lease Loan – Hialeah, FL September 2020 N/A 21,085 21,085 21,101 N/A Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 400 400 392 7.50% $ 37,735 $ 37,735 $ 38,320 The carrying value of the commercial loan and master lease investments portfolio at March 31, 2021 and December 31, 2020 consisted of the following (in thousands): As of March 31, 2021 December 31, 2020 Current Face Amount $ 37,735 $ 37,735 Imputed Interest over Rent Payments Received 689 593 Unaccreted Origination Fees (3) (4) CECL Reserve (4) (4) Total Commercial Loan and Master Lease Investments $ 38,417 $ 38,320 |
RELATED PARTY MANAGEMENT SERV_2
RELATED PARTY MANAGEMENT SERVICES BUSINESS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | |
Schedule of amounts due from PINE | The following table represents amounts due from PINE to the Company as of March 31, 2021 and December 31, 2020 which are included in other assets on the consolidated balance sheets (in thousands): As of Description March 31, 2021 December 31, 2020 Management Services Fee due from PINE $ 638 $ 631 Other — 35 Total $ 638 $ 666 |
REAL ESTATE OPERATIONS (Tables)
REAL ESTATE OPERATIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
REAL ESTATE OPERATIONS | |
Summary of land and development costs | Land and development costs at March 31, 2021 and December 31, 2020 were as follows (in thousands): As of March 31, 2021 December 31, 2020 Land and Development Costs $ 6,383 $ 6,377 Subsurface Interests 691 706 Total Land and Development Costs $ 7,074 $ 7,083 |
Schedule of components of real estate operations revenue | Revenue from continuing real estate operations consisted of the following for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended Revenue Description March 31, 2021 March 31, 2020 Mitigation Credit Sales $ — $ 4 Subsurface Revenue 1,893 77 Total Real Estate Operations Revenue $ 1,893 $ 81 |
INVESTMENT IN JOINT VENTURES (T
INVESTMENT IN JOINT VENTURES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Land JV | |
Summarized financial information of the Company's JV Investment | The Company’s Investment in Joint Ventures were as follows as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Land JV $ 41,765 $ 41,765 Mitigation Bank JV 6,921 6,912 Total Investment in Joint Ventures $ 48,686 $ 48,677 The following table provides summarized financial information of the Land JV as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Assets, Cash and Cash Equivalents $ 110 $ 802 Assets, Prepaid Expenses 122 117 Assets, Investment in Land Assets 6,120 5,658 Total Assets $ 6,352 $ 6,577 Liabilities, Accounts Payable, Accrued Expenses, Deferred Revenue $ 134 $ 228 Equity $ 6,218 $ 6,349 Total Liabilities & Equity $ 6,352 $ 6,577 The following table provides summarized financial information of the Land JV for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues $ 21 $ 7,146 Direct Cost of Revenues (81) (3,106) Operating Income (Loss) $ (60) $ 4,040 Other Operating Expenses (71) (137) Net Income (Loss) $ (131) $ 3,903 |
Mitigation Bank | |
Summarized financial information of the Company's JV Investment | The following tables provide summarized financial information of the Mitigation Bank JV as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Assets, Cash and Cash Equivalents $ 1,808 $ 1,890 Assets, Prepaid Expenses 9 20 Assets, Investment in Mitigation Credit Assets 1,413 1,409 Assets, Property, Plant, and Equipment—Net 14 14 Total Assets $ 3,244 $ 3,333 Liabilities, Accounts Payable, Accrued Liabilities $ 18 $ 17 Equity $ 3,226 $ 3,316 Total Liabilities & Equity $ 3,244 $ 3,333 The following table provides summarized financial information of the Mitigation Bank JV for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues $ 104 $ 1,866 Direct Cost of Revenues (7) (80) Operating Income $ 97 $ 1,786 Other Operating Expenses (100) (75) Net Income (Loss) $ (3) $ 1,711 |
INVESTMENT SECURITIES (Tables)
INVESTMENT SECURITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
INVESTMENT SECURITIES | |
Schedule of marketable securities | The Company’s available-for-sale securities as of March 31, 2021 and December 31, 2020 are summarized below (in thousands): As of March 31, 2021 Cost Unrealized Gains in Unrealized Losses in Estimated Common Stock $ 15,500 $ — $ (1,338) $ 14,162 Operating Units 23,253 — (2,007) 21,246 Total Equity Securities 38,753 — (3,345) 35,408 Total Available-for-Sale Securities $ 38,753 $ — $ (3,345) $ 35,408 As of December 31, 2020 Cost Unrealized Gains in Unrealized Losses in Estimated Common Stock $ 15,500 $ — $ (3,271) $ 12,229 Operating Units 23,253 — (4,908) 18,345 Total Equity Securities 38,753 — (8,179) 30,574 Total Available-for-Sale Securities $ 38,753 $ — $ (8,179) $ 30,574 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
Schedule of carrying value and estimated fair value of financial instruments | The following table presents the carrying value and estimated fair value of the Company’s financial instruments not carried at fair value on the consolidated balance sheets at March 31, 2021 and December 31, 2020 (in thousands): March 31, 2021 December 31, 2020 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 4,691 $ 4,691 $ 4,289 $ 4,289 Restricted Cash - Level 1 $ 609 $ 609 $ 29,536 $ 29,536 Commercial Loan and Master Lease Investments - Level 2 $ 38,417 $ 38,428 $ 38,320 $ 38,318 Long-Term Debt - Level 2 $ 280,248 $ 285,735 $ 273,830 $ 282,884 |
Schedule of fair value of assets measured on recurring basis by Level | The following table presents the fair value of assets (liabilities) measured on a recurring basis by level as of March 31, 2021 and December 31, 2020 (in thousands): Fair Value at Reporting Date Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) March 31, 2021 Cash Flow Hedge - Interest Rate Swap - BMO (1) $ (965) $ — $ (965) $ — Cash Flow Hedge - Interest Rate Swap - BMO (2) $ 292 $ — $ 292 $ — Investment Securities $ 35,408 $ 35,408 $ — $ — December 31, 2020 Cash Flow Hedge - Interest Rate Swap - BMO (1) $ (1,772) $ — $ (1,772) $ — Cash Flow Hedge - Interest Rate Swap - BMO (2) $ (50) $ — $ (50) $ — Cash Flow Hedge - Interest Rate Swap - Wells Fargo (3) $ (88) $ — $ (88) $ — Investment Securities $ 30,574 $ 30,574 $ — $ — (1) Effective March 31, 2020, utilized interest rate swap to achieve fixed interest rate of 0.7325% plus the applicable spread on $100.0 million of the outstanding principal balance on the Credit Facility. (2) Effective March 10, 2021, the Company redesignated the interest rate swap utilized to achieve a fixed interest rate of 0.2200% plus the applicable spread on the $50.0 million of the outstanding principal balance under the Credit Facility to the Term Loan. The interest rate swap was entered into as of August 31, 2020. (3) Effective March 12, 2021, in connection with the payoff of the $23.2 million variable-rate mortgage loan secured by Wells Fargo Raleigh, the interest rate swap was terminated. |
INTANGIBLE LEASE ASSETS AND L_2
INTANGIBLE LEASE ASSETS AND LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | |
Schedule of components of intangible lease assets and liabilities | Intangible assets and liabilities consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, December 31, Intangible Lease Assets: Value of In-Place Leases $ 47,271 $ 44,558 Value of Above Market In-Place Leases 11,580 10,604 Value of Intangible Leasing Costs 14,313 13,285 Sub-total Intangible Lease Assets 73,164 68,447 Accumulated Amortization (19,949) (18,271) Sub-total Intangible Lease Assets—Net 53,215 50,176 Intangible Lease Liabilities (included in accrued and other liabilities): Value of Below Market In-Place Leases (36,655) (36,817) Sub-total Intangible Lease Liabilities (36,655) (36,817) Accumulated Amortization 13,259 12,654 Sub-total Intangible Lease Liabilities—Net (23,396) (24,163) Total Intangible Assets and Liabilities—Net $ 29,819 $ 26,013 |
Schedule of amortization of intangible assets and liabilities | The following table reflects the net amortization of intangible assets and liabilities during the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, March 31, Amortization Expense $ 1,827 $ 1,881 Increase to Income Properties Revenue (396) (474) Net Amortization of Intangible Assets and Liabilities $ 1,431 $ 1,407 |
Schedule of estimated future amortization and accretion of intangible lease assets and liabilities | The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands): Year Ending December 31, Future Amortization Amount Future Accretion to Income Property Revenue Net Future Amortization of Intangible Assets and Liabilities Remainder of 2021 $ 5,678 $ (1,152) $ 4,526 2022 7,308 (1,612) 5,696 2023 7,167 (1,614) 5,553 2024 7,132 (1,529) 5,603 2025 5,160 (1,475) 3,685 2026 and thereafter 12,019 (7,263) 4,756 Total $ 44,464 $ (14,645) $ 29,819 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
OTHER ASSETS | |
Schedule of components of other assets | Other assets consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 December 31, 2020 Income Property Tenant Receivables $ 1,934 $ 2,330 Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance 5,076 4,686 Operating Leases - Right-of-Use Asset 218 246 Golf Rounds Surcharge 426 454 Cash Flow Hedge - Interest Rate Swap 292 — Infrastructure Reimbursement Receivables 1,343 1,336 Prepaid Expenses, Deposits, and Other 1,642 1,693 Due from Alpine Income Property Trust, Inc. 638 666 Financing Costs, Net of Accumulated Amortization 658 769 Total Other Assets $ 12,227 $ 12,180 |
COMMON STOCK AND EARNINGS (LO_2
COMMON STOCK AND EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
COMMON STOCK AND EARNINGS (LOSS) PER SHARE | |
Schedule of computation of earnings per share | The following is a reconciliation of basic and diluted earnings per common share for each of the periods presented (in thousands, except share and per share data): Three Months Ended March 31, March 31, Income Available to Common Stockholders: Net Income (Loss) $ 7,785 $ (12,262) Weighted Average Shares Outstanding 5,879,085 4,711,396 Common Shares Applicable to Stock Options Using the Treasury Stock Method — — Total Shares Applicable to Diluted Earnings Per Share 5,879,085 4,711,396 Per Share Information: Basic Net Income (Loss) per Share $ 1.32 $ (2.60) Diluted Net Income (Loss) per Share $ 1.32 $ (2.60) |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
LONG-TERM DEBT | |
Schedule of outstanding indebtedness, at face value | As of March 31, 2021, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Maturity Interest Value Debt Date Rate Credit Facility (1) $ 144,845 May 2023 30-day LIBOR Term Loan (2) 50,000 March 2026 0.22% plus [1.35% - 1.95%] Mortgage Note Payable (originated with Wells Fargo) (3) 30,000 October 2034 4.330% 3.875% Convertible Senior Notes due 2025 62,468 April 2025 3.875% Total Long-Term Face Value Debt $ 287,313 (1) Effective March 31, 2020, utilized interest rate swap to achieve fixed interest rate of 0.7325% plus the applicable spread on $100.0 million of the outstanding principal balance. (2) Effective March 10, 2021, the Company redesignated the interest rate swap utilized to achieve a fixed interest rate of 0.2200% plus the applicable spread on the $50.0 million of the outstanding principal balance under the Credit Facility to the Term Loan. The interest rate swap was entered into as of August 31, 2020. (3) 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. |
Schedule of components of long-term debt | Long-term debt consisted of the following (in thousands): March 31, 2021 December 31, 2020 Total Due Within One Year Total Due Within One Year Credit Facility $ 144,845 $ — $ 164,845 $ — Term Loan 50,000 — — — Mortgage Note Payable (originated with Wells Fargo) 30,000 — 30,000 — Mortgage Note Payable (originated with Wells Fargo) — — 23,183 23,183 3.875% Convertible Senior Notes, net of discount 56,606 — 56,296 — Financing Costs, net of accumulated amortization (1,203) (494) — Total Long-Term Debt $ 280,248 $ — $ 273,830 $ 23,183 |
Schedule of payments applicable to reduction of principal amounts | Payments applicable to reduction of principal amounts as of March 31, 2021 will be required as follows (in thousands): As of March 31, 2021 Amount Remainder of 2021 $ — 2022 — 2023 144,845 2024 — 2025 62,468 2026 and thereafter 80,000 Total Long-Term Debt - Face Value $ 287,313 |
Schedule of carrying value of long-term debt | The carrying value of long-term debt as of March 31, 2021 consisted of the following (in thousands): Total Current Face Amount $ 287,313 Unamortized Discount on Convertible Debt (5,862) Financing Costs, net of accumulated amortization (1,203) Total Long-Term Debt $ 280,248 |
Schedule of interest expense on debt | The following table reflects a summary of interest expense incurred and paid during the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Interest Expense $ 1,969 $ 2,799 Amortization of Deferred Financing Costs 165 150 Amortization of Discount on Convertible Notes 310 504 Total Interest Expense $ 2,444 $ 3,453 Total Interest Paid $ 1,395 $ 3,140 |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
ACCRUED AND OTHER LIABILITIES. | |
Schedule of components of accrued and other liabilities | Accrued and other liabilities consisted of the following (in thousands): As of March 31, December 31, Accrued Property Taxes $ 1,757 $ 945 Reserve for Tenant Improvements 382 1,353 Accrued Construction Costs 484 1,783 Accrued Interest 1,176 602 Environmental Reserve 106 106 Cash Flow Hedge - Interest Rate Swap 965 1,910 Operating Leases - Liability 217 245 Other 1,955 2,146 Total Accrued and Other Liabilities $ 7,042 $ 9,090 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
DEFERRED REVENUE | |
Schedule of components of deferred revenue | Deferred revenue consisted of the following (in thousands): As of March 31, December 31, Prepaid Rent $ 2,661 $ 2,684 Tenant Contributions 613 625 Other Deferred Revenue 189 10 Total Deferred Revenue $ 3,463 $ 3,319 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
STOCK-BASED COMPENSATION | |
Summary of share activity for all equity classified stock compensation | A summary of share activity for all equity classified stock compensation during the three months ended March 31, 2021, is presented below: Type of Award Shares Outstanding at 1/1/2021 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 3/31/2021 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 55,851 48,134 (17,418) — — 86,567 Equity Classified - Market Condition Restricted Shares - Stock Price Vesting 22,000 — — (22,000) — — Equity Classified - Three Year Vest Restricted Shares 38,479 43,050 (21,220) — — 60,309 Equity Classified - Non-Qualified Stock Option Awards 80,000 20,332 (43,624) — — 56,708 Total Shares 196,330 111,516 (82,262) (22,000) — 203,584 |
Schedule of amounts recognized for stock options, stock appreciation rights, and restricted stock | Amounts recognized in the financial statements for stock options, stock appreciation rights, and restricted stock are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 958 $ 819 Income Tax Expense Recognized in Income $ — $ 204 |
Peer Group Market Condition Vesting | |
STOCK-BASED COMPENSATION | |
Summary of performance share awards activity | A summary of activity during the three months ended March 31, 2021 is presented below: Performance Shares with Market Conditions Shares Wtd. Avg. Fair Value Outstanding at January 1, 2021 55,851 $ 63.44 Granted 48,134 $ 32.04 Vested (17,418) $ 58.30 Expired — — Forfeited — — Outstanding at March 31, 2021 86,567 $ 47.01 |
Stock Price Vesting | |
STOCK-BASED COMPENSATION | |
Summary of nonvested restricted stock award activity | A summary of the activity for these awards during the three months ended March 31, 2021 is presented below: Market Condition Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Outstanding at January 1, 2021 22,000 $ 41.71 Granted — — Vested — — Expired (22,000) $ 41.71 Forfeited — — Outstanding at March 31, 2021 — — |
Three-Year Vesting | |
STOCK-BASED COMPENSATION | |
Summary of nonvested restricted stock award activity | A summary of activity for these awards three months ended March 31, 2021 is presented below: Three Year Vest Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Outstanding at January 1, 2021 38,479 $ 57.82 Granted 43,050 $ 35.47 Vested (21,220) $ 48.55 Expired — — Forfeited — — Outstanding at March 31, 2021 60,309 $ 45.13 |
Original 2010 Plan | |
STOCK-BASED COMPENSATION | |
Summary of activity for stock option awards | A summary of the activity for these awards during the three months ended March 31, 2021 is presented below: Non-Qualified Stock Option Awards Shares Wtd. Avg. Ex. Price Wtd. Avg. Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 1, 2021 80,000 $ 55.63 Granted 20,332 — Exercised (43,624) $ 44.85 Expired — — Forfeited — — Outstanding at March 31, 2021 56,708 $ 43.98 4.07 $ 455,516 Exercisable at January 1, 2021 80,000 $ 55.63 4.26 — Exercisable at March 31, 2021 56,708 $ 43.98 4.07 $ 455,516 |
BUSINESS SEGMENT DATA (Tables)
BUSINESS SEGMENT DATA (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
BUSINESS SEGMENT DATA | |
Schedule of operations in different segments | Information about the Company’s operations in different segments for the three months ended March 31, 2021 and 2020 are as follows (in thousands): Three Months Ended March 31, 2021 March 31, 2020 Revenues: Income Properties $ 11,449 $ 11,003 Management Fee Income 669 702 Interest Income from Commercial Loan and Master Lease Investments 701 1,052 Real Estate Operations 1,893 81 Total Revenues $ 14,712 $ 12,838 Operating Income (Loss): Income Properties $ 8,532 $ 8,890 Management Fee Income 669 702 Interest Income from Commercial Loan and Master Lease Investments 701 1,052 Real Estate Operations 1,811 (1,444) General and Corporate Expense (7,962) (7,643) Impairment Charges — (1,905) Gain on Disposition of Assets 708 — Gain on Extinguishment of Debt — 637 Total Operating Income $ 4,459 $ 289 Depreciation and Amortization: Income Properties $ 4,825 $ 4,547 Corporate and Other 5 5 Total Depreciation and Amortization $ 4,830 $ 4,552 Capital Expenditures: Income Properties $ 39,340 $ 137,992 Commercial Loan and Master Lease Investments — 6,754 Corporate and Other 7 6 Total Capital Expenditures $ 39,347 $ 144,752 Identifiable assets of each segment as of March 31, 2021 and December 31, 2020 are as follows (in thousands): As of March 31, 2021 December 31, 2020 Identifiable Assets: Income Properties $ 566,209 $ 531,325 Management Services 638 700 Commercial Loan and Master Lease Investments 38,417 38,321 Real Estate Operations 59,724 59,717 Discontinued Land Operations 833 833 Corporate and Other 7,614 35,804 Total Assets $ 673,435 $ 666,700 |
ASSETS AND LIABILITIES HELD F_2
ASSETS AND LIABILITIES HELD FOR SALE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
ASSETS AND LIABILITIES HELD FOR SALE | |
Schedule of assets and liabilities held for sale and discontinued operations | As of March 31, 2021 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Plant, Property, and Equipment - Net $ — $ 3,635 $ 3,635 Restricted Cash 833 — 833 Intangible Lease Assets - Net — 65 65 Intangible Lease Liabilities - Net — (28) (28) Total Assets Held for Sale $ 833 $ 3,672 $ 4,505 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) As of December 31, 2020 Land JV Single-Tenant Income Properties Total Assets (Liabilities) Held for Sale Restricted Cash $ 833 $ — $ 833 Total Assets Held for Sale $ 833 $ — $ 833 Deferred Revenue $ (831) $ — $ (831) Total Liabilities Held for Sale $ (831) $ — $ (831) |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021USD ($)ft²aloanpropertycounty | Dec. 31, 2020USD ($) | Mar. 31, 2020ft² | Nov. 26, 2019USD ($) | |
Real Estate Properties | ||||
Gross leasable space | ft² | 329,987 | 522,681 | ||
Area of land (in acres) | 25,000 | |||
Number of commercial loan investment | loan | 1 | |||
Estimated Fair Value (Level 1 and 2 Inputs) | $ | $ 35,408 | $ 30,574 | ||
Percentage of contractual base rent received | 100.00% | |||
Pine | ||||
Real Estate Properties | ||||
Estimated Fair Value (Level 1 and 2 Inputs) | $ | $ 35,400 | $ 38,800 | ||
Percentage of investment in PINE | 22.40% | 22.40% | ||
Stock split ratio | 1 | |||
Mitigation Bank | ||||
Real Estate Properties | ||||
Area of land owned | 2,500 | |||
Percentage of investment in PINE | 30.00% | |||
Florida | ||||
Real Estate Properties | ||||
Subsurface area of portfolio of mineral interests | 429,000 | |||
Number of countries | county | 20 | |||
Commercial loan and master lease investments | ||||
Real Estate Properties | ||||
Number of commercial loan investment | loan | 1 | |||
Number of commercial properties | property | 2 | |||
Commercial | ||||
Real Estate Properties | ||||
Number of real estate properties | property | 27 | |||
Number of states in which entity operates | county | 12 | |||
Gross leasable space | ft² | 2,800,000 | |||
Single-tenant | ||||
Real Estate Properties | ||||
Number of real estate properties | property | 20 | |||
Multi-tenant | ||||
Real Estate Properties | ||||
Number of real estate properties | property | 7 | |||
Undeveloped land | Land JV | ||||
Real Estate Properties | ||||
Area of land held for sale | 1,600 | |||
Undeveloped land | Daytona Beach, FL | ||||
Real Estate Properties | ||||
Area of land (in acres) | 1,600 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Accounting Standards - General Information (Details) - Accounting Standards Update 2016-13 | Mar. 31, 2021 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | false |
Change in Accounting Principle, Accounting Standards Update, Adopted | true |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Accounting Standards - Credit Losses (Details) $ in Millions | Mar. 31, 2020USD ($) |
Commercial loan and master lease investments | |
Credit Losses | |
Current expected credit losses reserve | $ 0.3 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reclassifications (Details) - Revision of Prior Period, Reclassification, Adjustment - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2020 | |
Reclassification [Line Items] | ||
Non-cash compensation | $ 0.2 | |
Other Assets | ||
Reclassification [Line Items] | ||
Deferred Finance Costs, Gross, Revollving Line of Credit | $ 1.2 | |
Accumulated Amortization, Deferred Finance Costs, Revolving Line of Credit | $ 0.5 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted Cash and Investment Securities (Details) $ in Thousands | Mar. 31, 2021USD ($)property | Mar. 10, 2021USD ($) | Dec. 31, 2020USD ($) | Aug. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Mar. 10, 2020USD ($) | Apr. 30, 2016USD ($) |
Restricted Cash | |||||||
Restricted Cash | $ 609 | $ 29,536 | $ 2,910 | ||||
Investment Securities | |||||||
Derivatives fixed interest | 965 | 1,910 | $ 50,000 | 100,000 | $ 50,000 | ||
Outstanding Principal | 287,313 | $ 280,500 | $ 25,000 | ||||
Notional amount | $ 50,000 | 100,000 | |||||
Interest Rate Swap | |||||||
Investment Securities | |||||||
Notional amount | 23,200 | ||||||
Credit Facility | |||||||
Investment Securities | |||||||
Derivatives fixed interest | 100,000 | ||||||
Outstanding Principal | 144,845 | 50,000 | |||||
Credit Facility | Interest Rate Swap | |||||||
Investment Securities | |||||||
Outstanding Principal | $ 50,000 | 50,000 | 100,000 | ||||
Notional amount | 100,000 | $ 50,000 | $ 100,000 | ||||
Capital replacement reserve account | |||||||
Restricted Cash | |||||||
Restricted Cash | $ 500 | ||||||
Number of real estate properties in financing | property | 6 | ||||||
Restricted cash, escrow account in connection with sale of ground lease | |||||||
Restricted Cash | |||||||
Restricted Cash | $ 100 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) $ in Thousands | 3 Months Ended | ||
Dec. 31, 2015Transaction | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Accounts Receivable | |||
Income Property Tenant Receivables | $ 1,934 | $ 2,330 | |
Number of closed land transactions | Transaction | 2 | ||
Allowance for doubtful accounts | 600 | 500 | |
Other Assets | |||
Accounts Receivable | |||
Income Property Tenant Receivables | 1,900 | 2,300 | |
Accounts receivable related to real estate operations | $ 1,300 | $ 1,300 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)subsidiary | |
Income Taxes | |
REIT Eligibility, Distributable , Minimum Percentage of Taxable Income, Excluding Net Capital Gains | 90.00% |
Number of taxable REIT subsidiaries | subsidiary | 5 |
Reserves for uncertain income tax positions | $ | $ 0 |
REVENUE RECOGNITION - Major Goo
REVENUE RECOGNITION - Major Good or Service (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Lease revenue | $ 11,449 | $ 11,003 |
Revenue from contract with customer, including assessed tax | 1,893 | 81 |
Commercial Loan Investments | 701 | 1,052 |
Total Revenues | 14,712 | 12,838 |
Lease Revenue - Base Rent | ||
Revenues | ||
Lease revenue | 9,181 | 8,751 |
Lease Revenue - CAM | ||
Revenues | ||
Lease revenue | 512 | 784 |
Lease Revenue - Reimbursements | ||
Revenues | ||
Lease revenue | 1,206 | 790 |
Lease Revenue - Billboards | ||
Revenues | ||
Lease revenue | 44 | |
Above / Below Market Lease Accretion | ||
Revenues | ||
Lease revenue | 396 | 474 |
Contributed Leased Assets Accretion | ||
Revenues | ||
Lease revenue | 121 | 43 |
Management Services | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 669 | 702 |
Mitigation Credit Sales | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 4 | |
Subsurface Revenue | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 1,893 | 77 |
Interest and Other Revenue | ||
Revenues | ||
Interest and Other Revenue | 33 | 117 |
Income Properties | ||
Revenues | ||
Total Revenues | 11,449 | 11,003 |
Income Properties | Lease Revenue - Base Rent | ||
Revenues | ||
Lease revenue | 9,181 | 8,751 |
Income Properties | Lease Revenue - CAM | ||
Revenues | ||
Lease revenue | 512 | 784 |
Income Properties | Lease Revenue - Reimbursements | ||
Revenues | ||
Lease revenue | 1,206 | 790 |
Income Properties | Lease Revenue - Billboards | ||
Revenues | ||
Lease revenue | 44 | |
Income Properties | Above / Below Market Lease Accretion | ||
Revenues | ||
Lease revenue | 396 | 474 |
Income Properties | Contributed Leased Assets Accretion | ||
Revenues | ||
Lease revenue | 121 | 43 |
Income Properties | Interest and Other Revenue | ||
Revenues | ||
Interest and Other Revenue | 33 | 117 |
Management Fee Income | ||
Revenues | ||
Total Revenues | 669 | 702 |
Management Fee Income | Management Services | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 669 | 702 |
Interest Income from Commercial Loan and Master Lease Investments | ||
Revenues | ||
Commercial Loan Investments | 701 | 1,052 |
Total Revenues | 701 | 1,052 |
Real Estate Operations | ||
Revenues | ||
Total Revenues | 1,893 | 81 |
Real Estate Operations | Mitigation Credit Sales | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 4 | |
Real Estate Operations | Subsurface Revenue | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | $ 1,893 | $ 77 |
REVENUE RECOGNITION - Timing of
REVENUE RECOGNITION - Timing of Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Revenue from contract with customer, including assessed tax | $ 1,893 | $ 81 |
Over Lease Term | 11,416 | 10,886 |
Commercial Loan Investment Related Revenue | 701 | 1,052 |
Total Revenues | 14,712 | 12,838 |
Asset/Good Transferred at a Point in Time | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 1,893 | 81 |
Services Transferred Over Time | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 702 | 819 |
Income Properties | ||
Revenues | ||
Over Lease Term | 11,416 | 10,886 |
Total Revenues | 11,449 | 11,003 |
Income Properties | Services Transferred Over Time | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 33 | 117 |
Management Fee Income | ||
Revenues | ||
Total Revenues | 669 | 702 |
Management Fee Income | Services Transferred Over Time | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | 669 | 702 |
Interest Income from Commercial Loan and Master Lease Investments | ||
Revenues | ||
Commercial Loan Investment Related Revenue | 701 | 1,052 |
Total Revenues | 701 | 1,052 |
Real Estate Operations | ||
Revenues | ||
Total Revenues | 1,893 | 81 |
Real Estate Operations | Asset/Good Transferred at a Point in Time | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | $ 1,893 | $ 81 |
INCOME PROPERTIES AND LEASES -
INCOME PROPERTIES AND LEASES - Leasing Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leasing Revenue | ||
Lease Payments | $ 9,698 | $ 9,268 |
Variable Lease Payments | 1,751 | 1,735 |
Total Leasing Revenue | $ 11,449 | $ 11,003 |
INCOME PROPERTIES AND LEASES _2
INCOME PROPERTIES AND LEASES - Minimum Future Base Rental Revenue on Non-cancelable Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Minimum future base rental revenue on non-cancelable leases | |
Remainder of 2021 | $ 40,655 |
2022 | 40,554 |
2023 | 38,432 |
2024 | 35,665 |
2025 | 34,941 |
2026 and thereafter (cumulative) | 170,430 |
Total | $ 360,677 |
INCOME PROPERTIES AND LEASES _3
INCOME PROPERTIES AND LEASES - 2021 and 2020 Acquisitions (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)ft²property | Mar. 31, 2020USD ($)ft²property | |
Acquisitions of Income Properties | ||
Weighted average amortization period of intangible assets | 8 years 6 months | |
Property Square-Feet | ft² | 329,987 | 522,681 |
Purchase Price | $ 38,500 | $ 137,235 |
Remaining Lease Term at Acquisition Date (in years) | 7 years 4 months 24 days | 4 years 2 months 12 days |
2021 Acquisitions | ||
Acquisitions of Income Properties | ||
Aggregate acquisition cost including capitalized acquisition costs | $ 38,600 | |
Weighted average amortization period of intangible assets | 7 years 7 months 6 days | |
Purchase Price | $ 38,500 | |
2021 Acquisitions | Nonrecurring basis | ||
Acquisitions of Income Properties | ||
Land | 18,400 | |
Buildings and improvements | 14,300 | |
Intangible liabilities for below market lease value | $ 5,900 | |
2021 Acquisitions | Multi-tenant | ||
Acquisitions of Income Properties | ||
Number of real estate properties | property | 2 | |
2020 Acquisitions | ||
Acquisitions of Income Properties | ||
Aggregate acquisition cost including capitalized acquisition costs | $ 137,700 | |
Purchase Price | 137,200 | |
2020 Acquisitions | Nonrecurring basis | ||
Acquisitions of Income Properties | ||
Land | 46,700 | |
Buildings and improvements | 74,000 | |
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 18,800 | |
Intangible liabilities for below market lease value | $ 1,800 | |
2020 Acquisitions | Multi-tenant | ||
Acquisitions of Income Properties | ||
Number of real estate properties | property | 2 | |
Jordan Landing | ||
Acquisitions of Income Properties | ||
Property Square-Feet | ft² | 183,320 | |
Purchase Price | $ 20,000 | |
Percentage Leased at Acquisition | 93.00% | |
Remaining Lease Term at Acquisition Date (in years) | 7 years 10 months 24 days | |
Eastern Commons | ||
Acquisitions of Income Properties | ||
Property Square-Feet | ft² | 146,667 | |
Purchase Price | $ 18,500 | |
Percentage Leased at Acquisition | 88.00% | |
Remaining Lease Term at Acquisition Date (in years) | 6 years 10 months 24 days | |
Crossroads Towne Center | ||
Acquisitions of Income Properties | ||
Property Square-Feet | ft² | 254,109 | |
Purchase Price | $ 61,800 | |
Percentage Leased at Acquisition | 99.00% | |
Remaining Lease Term at Acquisition Date (in years) | 5 years | |
Ashford Lane | ||
Acquisitions of Income Properties | ||
Property Square-Feet | ft² | 268,572 | |
Purchase Price | $ 75,435 | |
Percentage Leased at Acquisition | 80.00% | |
Remaining Lease Term at Acquisition Date (in years) | 3 years 7 months 6 days |
INCOME PROPERTIES AND LEASES _4
INCOME PROPERTIES AND LEASES - 2021 Dispositions (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)property | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Sales price | $ 4,851 |
Gain on Sale | 708 |
World of Beer/Fuzzy's Taco Shop, Brandon, FL | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Sales price | 2,310 |
Gain on Sale | 599 |
Moe's Southwest Grill, Jacksonville, FL | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Sales price | 2,541 |
Gain on Sale | $ 109 |
2021 Dispositions | Single-tenant | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Number of real estate properties | property | 1 |
2021 Dispositions | Multi-tenant | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Number of real estate properties | property | 1 |
INCOME PROPERTIES AND LEASES _5
INCOME PROPERTIES AND LEASES - 2021 Leasing Activity (Details) | 3 Months Ended |
Mar. 31, 2021USD ($)ft² | |
Square Feet | ft² | 133.5 |
Weighted Average Lease Term | 5 years 6 months |
Weighted Average Cash Rent Per Square Foot | $ 13.12 |
Tenant Improvements | 153,000 |
Leasing Commissions | $ 187,000 |
New Leases | |
Square Feet | ft² | 3.5 |
Weighted Average Lease Term | 9 years 1 month 6 days |
Weighted Average Cash Rent Per Square Foot | $ 46.95 |
Tenant Improvements | 56,000 |
Leasing Commissions | $ 99,000 |
Renewals & Extensions | |
Square Feet | ft² | 130 |
Weighted Average Lease Term | 5 years 2 months 12 days |
Weighted Average Cash Rent Per Square Foot | $ 12.19 |
Tenant Improvements | 97,000 |
Leasing Commissions | $ 88,000 |
COMMERCIAL LOAN AND MASTER LE_2
COMMERCIAL LOAN AND MASTER LEASE INVESTMENTS - Summary of Commercial Loan Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Mortgage Loans On Real Estate [Line Items] | ||
Original Face Amount | $ 37,735 | $ 37,735 |
Current Face Amount | 37,735 | 37,735 |
Carrying Value | 38,417 | 38,320 |
Master Tenant - Hialeah Lease Loan - Hialeah FL] | ||
Mortgage Loans On Real Estate [Line Items] | ||
Original Face Amount | 21,085 | 21,085 |
Current Face Amount | 21,085 | 21,085 |
Carrying Value | 21,109 | 21,101 |
Mortgage Note - 4311 Maple Avenue, Dallas, TX | ||
Mortgage Loans On Real Estate [Line Items] | ||
Original Face Amount | 400 | 400 |
Current Face Amount | 400 | 400 |
Carrying Value | $ 393 | $ 392 |
Coupon Rate | 7.50% | 7.50% |
Ground Lease Loan - 400 Josephine Street, Austin, TX | ||
Mortgage Loans On Real Estate [Line Items] | ||
Original Face Amount | $ 16,250 | $ 16,250 |
Current Face Amount | 16,250 | 16,250 |
Carrying Value | $ 16,915 | $ 16,827 |
COMMERCIAL LOAN AND MASTER LE_3
COMMERCIAL LOAN AND MASTER LEASE INVESTMENTS - Carrying Value (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Current Face Amount | $ 37,735 | $ 37,735 |
Total Commercial Loan and Master Lease Investments | 38,417 | 38,320 |
Commercial loan and master lease investments | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Current Face Amount | 37,735 | 37,735 |
Imputed Interest over Rent Payments Received | 689 | 593 |
Unaccreted Origination Fees | (3) | (4) |
CECL Reserve | (4) | (4) |
Total Commercial Loan and Master Lease Investments | $ 38,417 | $ 38,320 |
RELATED PARTY MANAGEMENT SERV_3
RELATED PARTY MANAGEMENT SERVICES BUSINESS - General Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Land JV | ||
Real Estate [Line Items] | ||
Management fee revenue earned | $ 30 | $ 50 |
Management fee revenue earned per month | 20 | |
Monthly management fee | $ 10 | |
Management Agreement PINE | ||
Real Estate [Line Items] | ||
Management fee (as a percent) | 1.50% | |
Management fee revenue earned | $ 600 | 600 |
Proceeds from Dividends Received | $ 500 | $ 400 |
RELATED PARTY MANAGEMENT SERV_4
RELATED PARTY MANAGEMENT SERVICES BUSINESS - Summary of Amounts Due (Details) - Management Agreement PINE - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Real Estate [Line Items] | ||
Management Services Fee due from PINE | $ 638 | $ 631 |
Other | 35 | |
Total | $ 638 | $ 666 |
REAL ESTATE OPERATIONS - Land a
REAL ESTATE OPERATIONS - Land and Development Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
REAL ESTATE OPERATIONS | ||
Land and Development Costs | $ 6,383 | $ 6,377 |
Subsurface Interests | 691 | 706 |
Total Land and Development Costs | $ 7,074 | $ 7,083 |
REAL ESTATE OPERATIONS - Real E
REAL ESTATE OPERATIONS - Real Estate Operations Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Subsurface Revenue | $ 1,893 | $ 77 |
Revenue from contract with customer, including assessed tax | $ 1,893 | 81 |
Mitigation Credit Sales | ||
Revenues | ||
Revenue from contract with customer, including assessed tax | $ 4 |
REAL ESTATE OPERATIONS - Dayton
REAL ESTATE OPERATIONS - Daytona Beach (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)a | |
Land and subsurface interests | |
Area of land (in acres) | a | 25,000 |
Land Parcel with Structures Beach Property | |
Land and subsurface interests | |
Area of land (in acres) | a | 5 |
Acquisition of property | $ | $ 2 |
Contiguous Parcels Beach Property | |
Land and subsurface interests | |
Area of land (in acres) | a | 1 |
Acquisition of property | $ | $ 2.1 |
Daytona Beach Development | |
Land and subsurface interests | |
Raze and entitlement cost | $ | $ 1.6 |
REAL ESTATE OPERATIONS - Other
REAL ESTATE OPERATIONS - Other Real Estate Assets (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021USD ($)item | Mar. 31, 2020USD ($)item | Dec. 31, 2020USD ($) | |
Land and development costs and subsurface interests | |||
Investment mitigation credits assets | $ 2,622 | $ 1,200 | $ 2,622 |
Number of mitigation credits with cost basis | item | 16 | ||
Amount of Mitigation Credits With Cost Basis | $ 0 | ||
Minimum | |||
Land and development costs and subsurface interests | |||
Amount of Mitigation Credits With Cost Basis | $ 10 | ||
Cost of revenues | |||
Land and development costs and subsurface interests | |||
Aggregate cost of sales | $ 1,400 | ||
Mitigation Bank JV | |||
Land and development costs and subsurface interests | |||
Number of mitigation credits acquired | item | 2 | ||
Mitigation credits purchased | $ 200 |
REAL ESTATE OPERATIONS - Subsur
REAL ESTATE OPERATIONS - Subsurface Interests (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)acounty | Mar. 31, 2020USD ($) | |
Subsurface interests | ||
Area of land (in acres) | a | 25,000 | |
Revenue from contract with customer, including assessed tax | $ 1,893 | $ 81 |
Subsurface Interests | ||
Subsurface interests | ||
Revenue from contract with customer, including assessed tax | $ 1,900 | 0 |
Surface land over subsurface interests | ||
Subsurface interests | ||
Area of land (in acres) | a | 429,000 | |
Number of counties in which Subsurface Interests are owned | county | 20 | |
Revenue recognized for cash payments for the release of surface entry rights | $ 10 | 70 |
Real Estate Operations | Subsurface Interests | ||
Subsurface interests | ||
Revenue recognized for cash payments for the release of surface entry rights | $ 10 | $ 10 |
REAL ESTATE OPERATIONS - Real_2
REAL ESTATE OPERATIONS - Real Estate Operations (Details) - Land JV $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)aitem | |
Disaggregation of Revenue [Line Items] | |
No. of Acres | a | 1,600 |
Area of land sales as a percentage of land holdings | 33.50% |
Gross sales price | $ 79,700 |
Number of purchase and sale agreements | item | 5 |
Proceeds from sale of land | $ 16,600 |
Area of land remaining under contract | a | 300 |
Percentage of remaining land under contract | 19.00% |
Management fee revenue earned per month | $ 20 |
Monthly management fee | $ 10 |
INVESTMENT IN JOINT VENTURES -
INVESTMENT IN JOINT VENTURES - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | |
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||
Equity method investments | $ 48,686 | $ 48,677 | |
Asset Impairment Charges | $ 1,905 | ||
Land JV | |||
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||
Equity method investments | 41,765 | 41,765 | |
Mitigation Bank | |||
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | |||
Equity method investments | $ 6,921 | $ 6,912 |
INVESTMENT IN JOINT VENTURES _2
INVESTMENT IN JOINT VENTURES - Summarized Financial Information - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Equity Method Investment, Summarized Financial Information [Abstract] | ||||
Cash and Cash Equivalents | $ 4,691 | $ 4,289 | $ 18,593 | |
Investment mitigation credits assets | 2,622 | 2,622 | 1,200 | |
Property, plant, and equipment | 465,704 | 442,384 | ||
Total Assets | 673,435 | 666,700 | 673,435 | |
Liabilities | 319,062 | 315,801 | ||
Equity | 354,373 | 350,899 | $ 272,208 | $ 285,413 |
Total Liabilities and Shareholders' Equity | 673,435 | 666,700 | ||
Land JV | ||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||
Cash and Cash Equivalents | 110 | 802 | ||
Prepaid expenses | 122 | 117 | ||
Investment in land assets | 6,120 | 5,658 | ||
Total Assets | 6,352 | 6,577 | ||
Liabilities | 134 | 228 | ||
Equity | 6,218 | 6,349 | ||
Total Liabilities and Shareholders' Equity | 6,352 | 6,577 | ||
Mitigation Bank | ||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||
Cash and Cash Equivalents | 1,808 | 1,890 | ||
Prepaid expenses | 9 | 20 | ||
Investment mitigation credits assets | 1,413 | 1,409 | ||
Property, plant, and equipment | 14 | 14 | ||
Total Assets | 3,244 | 3,333 | ||
Liabilities | 18 | 17 | ||
Equity | 3,226 | 3,316 | ||
Total Liabilities and Shareholders' Equity | $ 3,244 | $ 3,333 |
INVESTMENT IN JOINT VENTURES _3
INVESTMENT IN JOINT VENTURES - Summarized Financial Information - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Equity Method Investment, Summarized Financial Information [Abstract] | ||
Total Revenues | $ 14,712 | $ 12,838 |
Total Direct Cost of Revenues | (2,999) | (3,637) |
Operating Income | 4,459 | 289 |
Net Income | 7,785 | (12,262) |
Land JV | ||
Equity Method Investment, Summarized Financial Information [Abstract] | ||
Total Revenues | 21 | 7,146 |
Total Direct Cost of Revenues | (81) | (3,106) |
Operating Income | (60) | 4,040 |
Other Operating Expenses | (71) | (137) |
Net Income | (131) | 3,903 |
Mitigation Bank | ||
Equity Method Investment, Summarized Financial Information [Abstract] | ||
Total Revenues | 104 | 1,866 |
Total Direct Cost of Revenues | (7) | (80) |
Operating Income | 97 | 1,786 |
Other Operating Expenses | (100) | (75) |
Net Income | $ (3) | $ 1,711 |
INVESTMENT IN JOINT VENTURES _4
INVESTMENT IN JOINT VENTURES - Adjustments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2020 | |
Schedule of Equity Method Investments [Line Items] | ||||
Investment in Joint Ventures | $ 48,686 | $ 48,677 | ||
Mitigation Bank | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Income (loss) from equity method investments | $ 0 | $ 0 | ||
Investment in Joint Ventures | $ 6,800 | |||
Sales price | $ 15,300 | |||
Sale of interest in joint venture | 70.00% | |||
Interest in the joint venture (as a percent) | 70.00% | |||
Land JV | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Income (loss) from equity method investments | $ 0 | $ 0 | ||
Investment in Joint Ventures | 48,900 | |||
Sales price | $ 97,000 | |||
Sale of interest in joint venture | 66.50% | |||
Interest in the joint venture (as a percent) | 33.50% |
INVESTMENT IN JOINT VENTURES _5
INVESTMENT IN JOINT VENTURES - General information (Details) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021USD ($)item | Dec. 31, 2020USD ($)item | Sep. 30, 2020USD ($)item | Dec. 31, 2020USD ($)item | Dec. 31, 2018USD ($) | Aug. 06, 2018item | |
Schedule of Equity Method Investments [Line Items] | ||||||
Number of state credits awarded | item | 88.84 | |||||
Investment in Joint Ventures | $ 48,686,000 | $ 48,677,000 | $ 48,677,000 | |||
Mitigation credits, Put Right, fair value | $ 6,900,000 | |||||
Number of mitigation credits | item | 20 | 8 | 20 | 48 | ||
Mitigation credits, acquired | $ 1,500,000 | $ 600,000 | $ 1,500,000 | |||
Mitigation credits value per credit | 75,000 | $ 75,000 | $ 75,000 | $ 75,000 | ||
Maximum | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of state credits awarded | item | 355 | |||||
Consolidated Tomoka Land Co | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Retained equity interest (as a percent) | 30.00% | |||||
Mitigation Bank | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Sale of interest in joint venture | 70.00% | |||||
Gross Sales Price | $ 6,900,000 | |||||
Investment in Joint Ventures | $ 6,800,000 | |||||
Interest in the joint venture (as a percent) | 70.00% | |||||
Equity method investment, ownership percentage (as a percent) | 30.00% | |||||
Mitigation credits, Operating Agreement, credit sales, Minimum Sales Requirement, minimum revenue, net of commissions | $ 6,000,000 | |||||
Mitigation credits, Operating Agreement, credit sales, Minimum Sales Requirement, maximum credits, number | item | 60 | |||||
Mitigation credits, Operating Agreement, credit sales, Minimum Sales Guarantee, fair value | $ 100,000 | |||||
Mitigation credits, Put Right, maximum credits the Company must purchase, per quarter, number | instrument | 8.536 | |||||
Mitigation credits, Put Right, maximum credits the Company must purchase, per quarter, price to fair value (as a percent) | 60.00% | |||||
Mitigation credits, Put Right, third-party credit sales, reduction in Put Rights outstanding if sales price equals or exceeds price stipulated by Put Right, ratio | 1 | |||||
Mitigation credits, Put Right, maximum potential future payments | $ 27,000,000 | |||||
Mitigation credits, Put Right, fair value | $ 200,000 |
INVESTMENT SECURITIES - General
INVESTMENT SECURITIES - General Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 26, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Marketable Securities [Line Items] | ||||
Purchase price of shares | $ 292 | $ 241 | ||
Estimated Fair Value (Level 1 and 2 Inputs) | $ 35,408 | $ 30,574 | ||
Increase (decrease) in closing stock price | $ 2.37 | $ 6.72 | ||
Closing share price (in dollars per share) | $ 17.36 | $ 12.31 | ||
Unrealized, non-cash gain on investment | $ 4,834 | $ (13,706) | ||
Pine | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 2,040,000 | |||
Units issued | 2,040,000 | |||
Percentage of investment in PINE | 22.40% | 22.40% | ||
Estimated Fair Value (Level 1 and 2 Inputs) | $ 38,800 | $ 35,400 | ||
Pine | OP Units | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 1,223,854 | |||
Units issued | 1,223,854 | |||
Private placement | Pine | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 394,737 | |||
Purchase price of shares | $ 7,500 | |||
Units issued | 394,737 | |||
IPO Purchase | Pine | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 421,053 | |||
Purchase price of shares | $ 8,000 | |||
Units issued | 421,053 |
INVESTMENT SECURITIES - Tabular
INVESTMENT SECURITIES - Tabular Disclosure (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | $ 38,753,000 | $ 38,753,000 |
Unrealized Losses in Investment Income | (3,345,000) | (8,179,000) |
Investment in Alpine Income Property Trust, Inc. | 35,408,000 | 30,574,000 |
Common Stock | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 15,500,000 | 15,500,000 |
Unrealized Losses in Investment Income | (1,338,000) | (3,271,000) |
Investment in Alpine Income Property Trust, Inc. | 14,162,000 | 12,229,000 |
Operating Units | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 23,253,000 | 23,253,000 |
Unrealized Losses in Investment Income | (2,007,000) | (4,908,000) |
Investment in Alpine Income Property Trust, Inc. | $ 21,246,000 | $ 18,345,000 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Carrying Value | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Carrying value and estimated fair value of financial instruments | ||
Cash and Cash Equivalents | $ 4,691 | $ 4,289 |
Restricted Cash | 609 | 29,536 |
Carrying Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loan Investments | 38,417 | 38,320 |
Long-Term Debt | 280,248 | 273,830 |
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 | 4,691 | 4,289 |
Restricted Cash | 609 | 29,536 |
Estimated Fair Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loan Investments | 38,428 | 38,318 |
Long-Term Debt | $ 285,735 | $ 282,884 |
FAIR VALUE OF FINANCIAL INSTR_4
FAIR VALUE OF FINANCIAL INSTRUMENTS - Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 12, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 10, 2021 | Dec. 31, 2020 | Aug. 31, 2020 |
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | $ 292 | |||||
Interest rate (as a percent) | 0.7325% | 0.22% | ||||
Notional amount | $ 100,000 | $ 50,000 | ||||
Payoff of variable-rate mortgage loan | 77,183 | $ 21,589 | ||||
Interest Rate Swap | ||||||
Fair value of assets | ||||||
Notional amount | 23,200 | |||||
Credit Facility | ||||||
Fair value of assets | ||||||
Interest rate (as a percent) | 0.7325% | |||||
Credit Facility | Interest Rate Swap | ||||||
Fair value of assets | ||||||
Notional amount | 100,000 | $ 100,000 | $ 50,000 | |||
Wells Fargo Mortgage Loan | ||||||
Fair value of assets | ||||||
Payoff of variable-rate mortgage loan | $ 23,200 | |||||
Recurring basis | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | 35,408 | $ 30,574 | ||||
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | 35,408 | 30,574 | ||||
Recurring basis | Wells Fargo | Interest Rate Swap | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | (88) | |||||
Recurring basis | Wells Fargo | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | (88) | |||||
Recurring basis | BMO | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | (965) | (1,772) | ||||
Recurring basis | BMO | Significant Other Observable Inputs (Level 2) | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | (965) | (1,772) | ||||
Recurring basis | BMO | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | 292 | (50) | ||||
Recurring basis | BMO | Significant Other Observable Inputs (Level 2) | ||||||
Fair value of assets | ||||||
Cash Flow Hedge - Interest Rate Swap | $ 292 | $ (50) |
FAIR VALUE OF FINANCIAL INSTR_5
FAIR VALUE OF FINANCIAL INSTRUMENTS - Assets Measured on a Nonrecurring Basis (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Nonrecurring basis | ||
Fair value of assets | ||
Asset fair value | $ 0 | $ 0 |
INTANGIBLE LEASE ASSETS AND L_3
INTANGIBLE LEASE ASSETS AND LIABILITIES - Components (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 73,164 | $ 68,447 |
Accumulated Amortization | (19,949) | (18,271) |
Total | 53,215 | 50,176 |
Intangible Lease Liabilities | ||
Value of Below Market In-Place Leases | (36,655) | (36,817) |
Sub-total Intangible Lease Liabilities-Net | (36,655) | (36,817) |
Accumulated Amortization | 13,259 | 12,654 |
Total | (23,396) | (24,163) |
Total Intangible Assets and Liabilities-Net | 29,819 | 26,013 |
Value of In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 47,271 | 44,558 |
Value of Above Market In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 11,580 | 10,604 |
Value of Intangible Leasing Costs | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 14,313 | $ 13,285 |
INTANGIBLE LEASE ASSETS AND L_4
INTANGIBLE LEASE ASSETS AND LIABILITIES - Activity (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)property | Dec. 31, 2020USD ($) | |
Intangible Assets And Liabilities | ||
Number of single tenant income property transferred to held for sale | property | 1 | |
Net amortization increase (decrease) | $ 1,100 | |
Net increase in intangible assets and liabilities | 3,800 | |
Below market lease value | 23,396 | $ 24,163 |
Wells Fargo property | Raleigh, North Carolina | ||
Intangible Assets And Liabilities | ||
Below market lease value | 19,300 | $ 19,900 |
Value of In-Place Leases | ||
Intangible Assets And Liabilities | ||
Increase from acquisitions | 2,700 | |
Value of Above Market In-Place Leases | ||
Intangible Assets And Liabilities | ||
Increase from acquisitions | 1,000 | |
Value of Intangible Leasing Costs | ||
Intangible Assets And Liabilities | ||
Increase from acquisitions | 1,000 | |
Value of Below Market In-Place Leases | ||
Intangible Assets And Liabilities | ||
Increase from acquisitions | $ 200 |
INTANGIBLE LEASE ASSETS AND L_5
INTANGIBLE LEASE ASSETS AND LIABILITIES - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | ||
Amortization Expense | $ 1,827 | $ 1,881 |
Increase to Income Properties Revenue | (396) | (474) |
Net Amortization of Intangible Assets and Liabilities | $ 1,431 | $ 1,407 |
INTANGIBLE LEASE ASSETS AND L_6
INTANGIBLE LEASE ASSETS AND LIABILITIES - Summary of Estimated Amortization and Accretion (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Future Amortization Amount | ||
Total | $ 53,215 | $ 50,176 |
Future Accretion to Income Property Revenue | ||
Total | (23,396) | $ (24,163) |
Net Future Amortization of Intangible Assets and Liabilities | ||
Remainder of 2021 | 4,526 | |
2022 | 5,696 | |
2023 | 5,553 | |
2024 | 5,603 | |
2025 | 3,685 | |
2026 and thereafter | 4,756 | |
Total | 29,819 | |
Future Amortization | ||
Future Amortization Amount | ||
Remainder of 2021 | 5,678 | |
2022 | 7,308 | |
2023 | 7,167 | |
2024 | 7,132 | |
2025 | 5,160 | |
2026 and thereafter | 12,019 | |
Total | 44,464 | |
Future Accretion to Income Property Revenue | ||
Future Accretion to Income Property Revenue | ||
Remainder of 2021 | (1,152) | |
2022 | (1,612) | |
2023 | (1,614) | |
2024 | (1,529) | |
2025 | (1,475) | |
2026 and thereafter | (7,263) | |
Total | $ (14,645) |
INTANGIBLE ASSETS AND LIABILITI
INTANGIBLE ASSETS AND LIABILITIES - Weighted Average Amortization Period (Details) | 3 Months Ended |
Mar. 31, 2021 | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | |
Weighted average amortization period of intangible assets | 8 years 6 months |
Weighted average amortization period of intangible liabilities | 12 years 10 months 24 days |
IMPAIRMENT OF LONG-LIVED ASSE_2
IMPAIRMENT OF LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Impairment of Long-Lived Assets | ||
Impairment Charges | $ 1,905 | |
Income Properties | ||
Impairment of Long-Lived Assets | ||
Impairment Charges | $ 0 | $ 0 |
OTHER ASSETS (Details)
OTHER ASSETS (Details) $ in Thousands | Mar. 31, 2021USD ($)installment | Dec. 31, 2020USD ($)installment |
Other Assets | ||
Income Property Tenant Receivables | $ 1,934 | $ 2,330 |
Income Property Straight-line Rent Adjustment and Covid-19 Deferral Balance | 5,076 | 4,686 |
Operating Leases, Right-of-Use Asset | 218 | 246 |
Golf Rounds Surcharge | 426 | 454 |
Cash Flow Hedge - Interest Rate Swap | 292 | |
Infrastructure Reimbursement Receivables | 1,343 | 1,336 |
Prepaid Expenses, Deposits, and Other | 1,642 | 1,693 |
Due from Alpine Income Property Trust, Inc. | 638 | 666 |
Financing Costs, Net of Accumulated Amortization | 658 | 769 |
Total Other Assets | 12,227 | 12,180 |
COVID-19 | ||
Other Assets | ||
Income Property Straight-line Rent Adjustment and Covid-19 Deferral Balance | 800 | 1,000 |
Tanger | ||
Other Assets | ||
Infrastructure Reimbursement Receivables | $ 900 | $ 900 |
Number of installments to repay infrastructure reimbursement receivable | installment | 6 | 6 |
Infrastructure reimbursement receivables, installment payment amounts | $ 200 | $ 200 |
Infrastructure reimbursement receivable, discount | 100 | 100 |
Sam's Club | ||
Other Assets | ||
Infrastructure Reimbursement Receivables | $ 400 | $ 400 |
Number of installments to repay infrastructure reimbursement receivable | installment | 4 | 4 |
Infrastructure reimbursement receivables, installment payment amounts | $ 100 | $ 100 |
Sam's Club | Maximum | ||
Other Assets | ||
Infrastructure reimbursement receivable, discount | $ 40 | $ 40 |
EQUITY (Details)
EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Apr. 01, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Common Stock, shares authorized | 500,000,000 | 25,000,000 | |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 1 | |
Preferred stock, shares authorized | 100,000,000 | 50,000 | |
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 100 | |
Cash dividends paid and declared (in dollars per share) | $ 1 | ||
Subsequent Events | |||
Class of Stock [Line Items] | |||
Aggregate offering price | $ 350,000 | ||
Common Stock | |||
Class of Stock [Line Items] | |||
Treasury stock, retired, par value method, amount | $ (7,190) | ||
Treasury Stock | |||
Class of Stock [Line Items] | |||
Treasury stock, retired, par value method, amount | $ 77,541 |
COMMON STOCK AND EARNINGS (LO_3
COMMON STOCK AND EARNINGS (LOSS) PER SHARE - Summary of Common Stock and Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Available to Common Shareholders: | ||
Net Income (Loss) | $ 7,785 | $ (12,262) |
Weighted Average Shares Outstanding | 5,879,085 | 4,711,396 |
Total Shares Applicable to Diluted Earnings Per Share | 5,879,085 | 4,711,396 |
Per Share Information: | ||
Basic Net Income (Loss) per Share (in dollars per share) | $ 1.32 | $ (2.60) |
Diluted Net Income (Loss) per Share (in dollars per share) | $ 1.32 | $ (2.60) |
COMMON STOCK AND EARNINGS (LO_4
COMMON STOCK AND EARNINGS (LOSS) PER SHARE - Anti-dilutive Securities and Convertible Notes (Details) - $ / shares | 3 Months Ended | |||||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 10, 2021 | Dec. 31, 2020 | Mar. 15, 2020 | Feb. 04, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Anti-dilutive securities (in shares) | 19,490 | 14,402 | ||||
Interest rate (as a percent) | 0.7325% | 0.22% | ||||
Additional diluted outstanding shares related to Convertible Notes | 0 | |||||
4.50% Convertible Senior Notes due 2020 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Interest rate (as a percent) | 4.50% | |||||
Conversion price per share (in dollars per share) | $ 68.90 | |||||
3.875% Convertible Senior Notes due 2025 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | |||
Conversion price per share (in dollars per share) | $ 53.91 |
STOCK REPURCHASES (Details)
STOCK REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Feb. 29, 2020 | |
Stock Repurchases | ||||
Stock repurchase program authorized amount | $ 10,000 | |||
Stock repurchased amount | $ 3,915 | |||
Amount of treasury shares retired | $ 77,500 | |||
Stock Repurchase Program, February 2020 | ||||
Stock Repurchases | ||||
Stock repurchase program authorized amount | $ 10,000 | |||
Shares repurchased (in shares) | 83,298 | 88,565 | ||
Stock repurchased amount | $ 3,900 | $ 4,100 | ||
Average price per share of stock repurchased | $ 47 | $ 46.29 |
LONG-TERM DEBT - Outstanding In
LONG-TERM DEBT - Outstanding Indebtedness (Details) $ in Thousands | Mar. 12, 2021USD ($) | Mar. 31, 2021USD ($)property | Mar. 31, 2020USD ($)property | Mar. 10, 2021USD ($) | Dec. 31, 2020USD ($) | Aug. 31, 2020USD ($) | Mar. 10, 2020USD ($) | Feb. 04, 2020USD ($) | Apr. 30, 2016USD ($) |
Long-term debt | |||||||||
Face Value of Debt | $ 287,313 | $ 280,500 | $ 25,000 | ||||||
Interest rate (as a percent) | 0.7325% | 0.22% | |||||||
Increase (decrease) in long term debt | (6,800) | ||||||||
Borrowings repaid | 77,183 | $ 21,589 | |||||||
Proceeds from line of credit | 20,000 | ||||||||
Fixed interest rate through use of derivative (as a percent) | 0.22% | ||||||||
Derivatives fixed interest | $ 965 | $ 100,000 | $ 1,910 | $ 50,000 | $ 50,000 | ||||
Interest Rate Swap | |||||||||
Long-term debt | |||||||||
Fixed interest rate through use of derivative (as a percent) | 3.17% | ||||||||
Credit Facility | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 144,845 | $ 50,000 | |||||||
Interest rate (as a percent) | 0.7325% | ||||||||
Derivatives fixed interest | $ 100,000 | ||||||||
Credit Facility | Interest Rate Swap | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 100,000 | 50,000 | $ 50,000 | ||||||
Fixed interest rate through use of derivative (as a percent) | 0.7325% | 0.22% | |||||||
Credit Facility | LIBOR | Minimum | |||||||||
Long-term debt | |||||||||
Margin added to variable rate basis (as a percent) | 1.35% | ||||||||
Credit Facility | LIBOR | Maximum | |||||||||
Long-term debt | |||||||||
Margin added to variable rate basis (as a percent) | 1.95% | ||||||||
Wells Fargo Mortgage Note Payable Originated September 30, 2014 | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 30,000 | ||||||||
Interest rate (as a percent) | 4.33% | ||||||||
Number of income properties securing debt | property | 6 | 6 | |||||||
Period of fixed interest rate | 10 years | ||||||||
3.875% Convertible Senior Notes due 2025 | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 62,468 | $ 17,600 | |||||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | ||||||
Wells Fargo Mortgage Loan | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 30,000 | ||||||||
Borrowings repaid | $ 23,200 | ||||||||
Fixed interest rate through use of derivative (as a percent) | 3.17% | ||||||||
Credit Revolver Amendment 2021 | |||||||||
Long-term debt | |||||||||
Face Value of Debt | 194,800 | ||||||||
Term Loan | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 50,000 | 50,000 | |||||||
Interest rate (as a percent) | 0.22% | ||||||||
Term Loan | Minimum | |||||||||
Long-term debt | |||||||||
Margin added to variable rate basis (as a percent) | 1.35% | ||||||||
Term Loan | Maximum | |||||||||
Long-term debt | |||||||||
Margin added to variable rate basis (as a percent) | 1.95% | ||||||||
Term Loan | Interest Rate Swap | |||||||||
Long-term debt | |||||||||
Face Value of Debt | $ 50,000 |
LONG-TERM DEBT - Credit Facilit
LONG-TERM DEBT - Credit Facility (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2021 | Mar. 10, 2021 | Mar. 09, 2021 | Dec. 31, 2020 | Sep. 07, 2017 | Apr. 30, 2016 | |
Long-term debt | ||||||
Outstanding Principal | $ 287,313 | $ 280,500 | $ 25,000 | |||
Credit Facility | ||||||
Long-term debt | ||||||
Extension term | 1 year | |||||
Maximum borrowing capacity | $ 200,000 | |||||
Maximum borrowing capacity, after possible increase | $ 300,000 | |||||
Unused portion of the borrowing capacity fee percentage condition | 50.00% | |||||
Available borrowing capacity | $ 52,900 | |||||
Amount outstanding | 144,800 | |||||
Line of Credit Facility, Current Borrowing Capacity | 210,000 | |||||
Outstanding Principal | $ 144,845 | $ 50,000 | ||||
Credit Facility | Minimum | ||||||
Long-term debt | ||||||
Commitment fee percentage on unused portion of the borrowing capacity | 0.15% | |||||
Credit Facility | Maximum | ||||||
Long-term debt | ||||||
Commitment fee percentage on unused portion of the borrowing capacity | 0.25% | |||||
Credit Facility | LIBOR | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.35% | |||||
Credit Facility | LIBOR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.95% | |||||
Credit Revolver Amendment 2021 | ||||||
Long-term debt | ||||||
Maximum borrowing capacity | 210,000 | $ 200,000 | ||||
Outstanding Principal | $ 194,800 | |||||
Aggregate borrowing capacity, additional commitments | 300,000 | |||||
Term Loan | ||||||
Long-term debt | ||||||
Outstanding Principal | $ 50,000 | 50,000 | ||||
Aggregate borrowing capacity, additional commitments | $ 150,000 | |||||
Term Loan | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.35% | |||||
Term Loan | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.95% |
LONG-TERM DEBT - Mortgage Notes
LONG-TERM DEBT - Mortgage Notes Payable (Details) - USD ($) $ in Thousands | Mar. 12, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 10, 2020 |
Debt Instrument [Line Items] | ||||
Borrowings repaid | $ 77,183 | $ 21,589 | ||
Derivative fixed interest rate (as a percent) | 0.22% | |||
Wells Fargo Mortgage Loan | ||||
Debt Instrument [Line Items] | ||||
Borrowings repaid | $ 23,200 | |||
Derivative fixed interest rate (as a percent) | 3.17% |
LONG-TERM DEBT - Convertible No
LONG-TERM DEBT - Convertible Notes (Details) | Apr. 15, 2020USD ($)$ / shares | Mar. 15, 2020USD ($)$ / shares | Feb. 04, 2020USD ($) | Jan. 29, 2020$ / shares | Mar. 31, 2021USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2020USD ($) | Mar. 10, 2021 | Apr. 30, 2016USD ($) |
Long-term debt | |||||||||
Outstanding Principal | $ 287,313,000 | $ 280,500,000 | $ 25,000,000 | ||||||
Debt conversion amount | $ 57,359,000 | ||||||||
Interest rate (as a percent) | 0.7325% | 0.22% | |||||||
Dividends Declared and Paid (in dollars per share) | $ / shares | $ 1 | $ 0.25 | |||||||
Closing share price (in dollars per share) | $ / shares | $ 17.36 | $ 12.31 | |||||||
Unamortized debt discount of notes | $ 5,862,000 | ||||||||
Gain (Loss) on Extinguishment of Debt | $ 637,000 | 1,100,000 | |||||||
Outstanding amount | 280,248,000 | $ 273,830,000 | |||||||
4.50% Convertible Senior Notes due 2020 | |||||||||
Long-term debt | |||||||||
Outstanding Principal | $ 75,000,000 | ||||||||
Interest rate (as a percent) | 4.50% | ||||||||
Debt instrument conversion ratio | 14.5136 | ||||||||
Conversion price per share (in dollars per share) | $ / shares | $ 68.90 | ||||||||
Proceeds from private placement | $ 5,900,000 | ||||||||
Outstanding amount | 75,000,000 | ||||||||
3.875% Convertible Senior Notes due 2025 | |||||||||
Long-term debt | |||||||||
Outstanding Principal | 17,600,000 | $ 62,468,000 | |||||||
Debt conversion amount | $ 57,400,000 | ||||||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | ||||||
Conversion price per share (in dollars per share) | $ / shares | $ 53.91 | ||||||||
Proceeds from private placement | $ 11,700,000 | ||||||||
Repurchase of notes | 5,900,000 | ||||||||
Outstanding amount | $ 11,700,000 | $ 56,606,000 | $ 56,296,000 | ||||||
2025 Notes maturing on April 15, 2025 | |||||||||
Long-term debt | |||||||||
Debt instrument conversion ratio | 12.7910 | 18.5501 | |||||||
Conversion price per share (in dollars per share) | $ / shares | $ 78.18 | $ 53.91 | |||||||
Threshold principal amount for adjusted conversion price | $ 1,000 | ||||||||
Dividends Declared and Paid (in dollars per share) | $ / shares | $ 0.13 | ||||||||
Premium initial conversion price | 20.00% | ||||||||
Closing share price (in dollars per share) | $ / shares | $ 65.15 | ||||||||
Sinking fund provided | $ 0 | ||||||||
Unamortized debt discount of notes | 2,600,000 | ||||||||
Repurchase of notes | 12,500,000 | ||||||||
Convertible Debt | 3.875% Convertible Senior Notes due 2025 | |||||||||
Long-term debt | |||||||||
Outstanding amount | $ 62,500,000 | ||||||||
Convertible Debt | 2025 Notes maturing on April 15, 2025 | |||||||||
Long-term debt | |||||||||
Unamortized debt discount of notes | $ 5,900,000 |
LONG-TERM DEBT - Components (De
LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 10, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Feb. 04, 2020 |
Long-term debt | |||||
Long-term debt | $ 280,248 | $ 273,830 | |||
Financing Costs, net of accumulated amortization | (1,203) | (494) | |||
Long-Term Debt | 280,248 | 273,830 | |||
Long-term debt due within one year | |||||
Due Within One Year | 23,183 | ||||
Interest rate (as a percent) | 0.22% | 0.7325% | |||
Credit Facility | |||||
Long-term debt | |||||
Long-term debt | 144,845 | 164,845 | |||
Long-term debt due within one year | |||||
Interest rate (as a percent) | 0.7325% | ||||
Term Loan | |||||
Long-term debt | |||||
Long-term debt | $ 50,000 | ||||
Long-term debt due within one year | |||||
Interest rate (as a percent) | 0.22% | ||||
Wells Fargo Mortgage Note Payable Originated September 30, 2014 | |||||
Long-term debt | |||||
Long-term debt | $ 30,000 | 30,000 | |||
Long-term debt due within one year | |||||
Interest rate (as a percent) | 4.33% | ||||
Wells Fargo Mortgage Note Payable Originated April 15, 2016 | |||||
Long-term debt | |||||
Long-term debt | 23,183 | ||||
Long-term debt due within one year | |||||
Due Within One Year | 23,183 | ||||
3.875% Convertible Senior Notes due 2025 | |||||
Long-term debt | |||||
Long-term debt | $ 56,606 | $ 56,296 | $ 11,700 | ||
Long-term debt due within one year | |||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% |
LONG-TERM DEBT - Payments Appli
LONG-TERM DEBT - Payments Applicable to Reduction of Principal (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Apr. 30, 2016 |
Payments applicable to reduction of principal amounts | |||
2023 | $ 144,845 | ||
2025 | 62,468 | ||
2026 and thereafter | 80,000 | ||
Total Long-Term Debt - Face Value | $ 287,313 | $ 280,500 | $ 25,000 |
LONG-TERM DEBT - Carrying Value
LONG-TERM DEBT - Carrying Value (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Apr. 30, 2016 |
LONG-TERM DEBT | |||
Current Face Amount | $ 287,313 | $ 280,500 | $ 25,000 |
Unamortized Discount on Convertible Debt | (5,862) | ||
Financing Costs, net of accumulated amortization | (1,203) | (494) | |
Total Long-Term Debt | $ 280,248 | $ 273,830 |
LONG-TERM DEBT - Financing Cost
LONG-TERM DEBT - Financing Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
LONG-TERM DEBT | ||
Financing Costs, Net of Accumulated Amortization | $ 1,203 | $ 494 |
Deferred Finance Costs, Net, Revolving Line of Credit | $ 658 | $ 769 |
LONG-TERM DEBT - Interest Expen
LONG-TERM DEBT - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
LONG-TERM DEBT | ||
Interest expense | $ 1,969 | $ 2,799 |
Amortization of Deferred Financing Costs | 165 | 150 |
Amortization of Discount on Convertible Notes | 310 | 504 |
Total Interest Expense | 2,444 | 3,453 |
Total Interest Paid | $ 1,395 | $ 3,140 |
INTEREST RATE SWAPS (Details)
INTEREST RATE SWAPS (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||||
Aug. 31, 2020 | Mar. 31, 2021 | Mar. 10, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Mar. 10, 2020 | Apr. 30, 2016 | |
Derivative [Line Items] | |||||||
Outstanding Principal | $ 287,313 | $ 280,500 | $ 25,000 | ||||
Notional amount | $ 50,000 | $ 100,000 | |||||
Derivative fixed interest rate (as a percent) | 0.22% | ||||||
Credit Facility | |||||||
Derivative [Line Items] | |||||||
Outstanding Principal | 144,845 | 50,000 | |||||
Term Loan | |||||||
Derivative [Line Items] | |||||||
Outstanding Principal | $ 50,000 | 50,000 | |||||
Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Effectiveness of interest rate cash flow hedge (as a percent) | 100.00% | ||||||
Notional amount | $ 23,200 | ||||||
Derivative fixed interest rate (as a percent) | 3.17% | ||||||
Interest Rate Swap | Credit Facility | |||||||
Derivative [Line Items] | |||||||
Outstanding Principal | $ 50,000 | 50,000 | 100,000 | ||||
Effectiveness of interest rate cash flow hedge (as a percent) | 100.00% | 100.00% | |||||
Notional amount | $ 50,000 | $ 100,000 | $ 100,000 | ||||
Derivative fixed interest rate (as a percent) | 0.22% | 0.7325% | |||||
Interest Rate Swap | Term Loan | |||||||
Derivative [Line Items] | |||||||
Outstanding Principal | $ 50,000 | ||||||
Notional amount | $ 50,000 | ||||||
Designated as a hedge | Interest Rate Swap | Other Assets | |||||||
Derivative [Line Items] | |||||||
Fair value of interest rate swap agreement to hedge cash flows | 300 | ||||||
Designated as a hedge | Interest Rate Swap | Accrued and Other Liabilities | |||||||
Derivative [Line Items] | |||||||
Fair value of interest rate swap agreement to hedge cash flows | $ 1,000 |
ACCRUED AND OTHER LIABILITIES -
ACCRUED AND OTHER LIABILITIES - Components (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Aug. 31, 2020 | Mar. 31, 2020 | Mar. 10, 2020 |
ACCRUED AND OTHER LIABILITIES. | |||||
Accrued Property Taxes | $ 1,757 | $ 945 | |||
Reserve for Tenant Improvements | 382 | 1,353 | |||
Accrued Construction Costs | 484 | 1,783 | |||
Accrued Interest | 1,176 | 602 | |||
Environmental Reserve | 106 | 106 | |||
Cash Flow Hedge - Interest Rate Swap | 965 | 1,910 | $ 50,000 | $ 100,000 | $ 50,000 |
Operating Leases - Liability | 217 | 245 | |||
Other | 1,955 | 2,146 | |||
Total Accrued and Other Liabilities | $ 7,042 | $ 9,090 |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES - Reserve for Tenant Improvements and Environmental Reserves (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Mar. 31, 2021USD ($)aitem | Dec. 31, 2020USD ($)item | Sep. 30, 2020item | Mar. 31, 2020USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2018USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)a | Feb. 21, 2020USD ($)tenant | Jan. 24, 2020USD ($) | Jan. 21, 2020property | |
Environmental reserves | ||||||||||||
Tenant improvement allowances and leasing commissions | $ 0 | |||||||||||
Commitment amount | $ 1,600 | $ 1,600 | ||||||||||
Accrual for Capital Improvements | $ 1,600 | $ 1,600 | ||||||||||
Payment For Capital Improvements | $ 1,600 | |||||||||||
Area of land (in acres) | a | 25,000 | |||||||||||
Number Of Mitigation Credits | item | 20 | 8 | 20 | 48 | ||||||||
Amount of Mitigation Credits With Cost Basis | $ 0 | |||||||||||
Minimum | ||||||||||||
Environmental reserves | ||||||||||||
Amount of Mitigation Credits With Cost Basis | $ 10 | |||||||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | ||||||||||||
Environmental reserves | ||||||||||||
Additional environmental reserve accrued | $ 700 | $ 500 | $ 100 | |||||||||
Environmental costs funded | 600 | |||||||||||
Environmental reserve accrued | 100 | |||||||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | Minimum | ||||||||||||
Environmental reserves | ||||||||||||
Additional environmental reserve accrued | $ 100 | |||||||||||
Estimated cost | 500 | |||||||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | Maximum | ||||||||||||
Environmental reserves | ||||||||||||
Area of land (in acres) | a | 1 | |||||||||||
Estimated cost | $ 1,000 | |||||||||||
Crossroads Towne Center, Chandler, Arizona | ||||||||||||
Environmental reserves | ||||||||||||
Tenant improvement allowances and leasing commissions | 0 | $ 1,300 | ||||||||||
Payment of tenant improvement allowances and leasing commissions | 1,300 | |||||||||||
Number of tenant | 2 | 2 | ||||||||||
Atlanta, Georgia | ||||||||||||
Environmental reserves | ||||||||||||
Tenant improvement allowances and leasing commissions | 100 | $ 500 | ||||||||||
Payment of tenant improvement allowances and leasing commissions | $ 400 |
DEFERRED REVENUE - Summary of D
DEFERRED REVENUE - Summary of Deferred Revenue (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
DEFERRED REVENUE | ||
Prepaid Rent | $ 2,661 | $ 2,684 |
Tenant Contributions | 613 | 625 |
Other Deferred Revenue | 189 | 10 |
Deferred Revenue, Total | $ 3,463 | $ 3,319 |
DEFERRED REVENUE - Rent Paid in
DEFERRED REVENUE - Rent Paid in Advance (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Mar. 31, 2018 | |
Deferred revenue | ||||
Lease revenue | $ 11,449 | $ 11,003 | ||
Deferred Revenue. | 3,463 | $ 3,319 | ||
Florida | ||||
Deferred revenue | ||||
Tenant contribution | 1,900 | |||
Lease revenue | 100 | |||
Deferred Revenue. | 600 | |||
Buc'ees - East of I-95 | ||||
Deferred revenue | ||||
Deferred Revenue. | $ 800 | |||
Cocina 214 | ||||
Deferred revenue | ||||
Tenant contribution | 1,000 | |||
Lease revenue | $ 700 |
STOCK-BASED COMPENSATION - All
STOCK-BASED COMPENSATION - All Equity and Liability Classified Award Activity (Details) - shares | Jan. 20, 2021 | Jan. 01, 2020 | Mar. 31, 2021 |
Shares | |||
Outstanding (in shares) | 196,330 | ||
Granted (in shares) | 111,516 | ||
Vested / Exercised (in shares) | (82,262) | ||
Expired (in shares) | (22,000) | ||
Outstanding (in shares) | 203,584 | ||
Peer Group Market Condition Vesting | |||
Shares | |||
Vested / Exercised (in shares) | (17,418) | ||
Peer Group Market Condition Vesting | Performance Shares | |||
Shares | |||
Outstanding (in shares) | 55,851 | ||
Granted (in shares) | 48,134 | ||
Vested / Exercised (in shares) | (17,418) | (12,635) | (17,418) |
Outstanding (in shares) | 86,567 | ||
Shares | |||
Number of shares Attributable To Equitable Adjustment | 15,988 | ||
Stock Price Vesting | Restricted Shares | |||
Shares | |||
Outstanding (in shares) | 22,000 | ||
Expired (in shares) | (22,000) | ||
Three-Year Vesting | Restricted Shares | |||
Shares | |||
Outstanding (in shares) | 38,479 | ||
Granted (in shares) | 43,050 | ||
Vested / Exercised (in shares) | (21,220) | ||
Outstanding (in shares) | 60,309 | ||
Original 2010 Plan | |||
Shares | |||
Granted (in shares) | 111,516 | ||
Number of shares Attributable To Equitable Adjustment | 46,237 | ||
Original 2010 Plan | Stock Option Awards | |||
Shares | |||
Outstanding (in shares) | 80,000 | ||
Granted (in shares) | 20,332 | ||
Vested / Exercised Shares | (43,624) | ||
Outstanding (in shares) | 56,708 |
STOCK-BASED COMPENSATION - Reco
STOCK-BASED COMPENSATION - Recognized in Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
STOCK-BASED COMPENSATION | ||
Total Cost of Share-Based Plans Charged Against Income Before Tax Effect | $ 958 | $ 819 |
Income Tax Expense Recognized in Income | $ 204 |
STOCK-BASED COMPENSATION - Perf
STOCK-BASED COMPENSATION - Performance Share Awards - Peer Group Market Condition Vesting (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 31, 2021 | Jan. 20, 2021 | Jan. 01, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Peer Group Market Condition Vesting | |||||
Stock-based compensation | |||||
Vested | 17,418 | ||||
Shares | |||||
Vested (in shares) | (17,418) | ||||
Weighted Average Fair Value | |||||
Vested (in dollars per share) | $ 58.30 | ||||
Original 2010 Plan | |||||
Stock-based compensation | |||||
Number of shares Attributable To Equitable Adjustment | 46,237 | ||||
Performance Shares | |||||
Stock-based compensation | |||||
Vesting percentage | 87.20% | 112.50% | |||
Performance Shares | Peer Group Market Condition Vesting | |||||
Stock-based compensation | |||||
Performance period | 3 years | 3 years | |||
Number of shares Attributable To Equitable Adjustment | 15,988 | ||||
Vested | 17,418 | 12,635 | 17,418 | ||
Grantees, shares received (in shares) | 15,197 | 14,214 | |||
Shares | |||||
Outstanding (in shares) | 55,851 | ||||
Granted (in shares) | 48,134 | ||||
Vested (in shares) | (17,418) | (12,635) | (17,418) | ||
Outstanding (in shares) | 86,567 | 86,567 | |||
Weighted Average Fair Value | |||||
Outstanding (in dollars per share) | $ 63.44 | ||||
Granted (in dollars per share) | 32.04 | ||||
Outstanding (in dollars per share) | $ 47.01 | $ 47.01 | |||
Compensation cost | |||||
Unrecognized compensation cost | $ 2.5 | $ 2.5 | |||
Weighted average period of recognition of unrecognized compensation cost | 2 years 1 month 6 days | ||||
Performance Shares | Minimum | Peer Group Market Condition Vesting | |||||
Stock-based compensation | |||||
Vesting percentage | 0.00% | ||||
Performance Shares | Maximum | Peer Group Market Condition Vesting | |||||
Stock-based compensation | |||||
Vesting percentage | 150.00% |
STOCK-BASED COMPENSATION - Mark
STOCK-BASED COMPENSATION - Market Condition Restricted Shares - Stock Price Vesting (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 28, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Stock-based compensation | |||
Closing share price (in dollars per share) | $ 17.36 | $ 12.31 | |
Stock Price Vesting | Restricted Shares | |||
Shares | |||
Outstanding (in shares) | 22,000 | ||
Expired (in shares) | (22,000) | ||
Stock Price Vesting | Restricted Shares | Mr. Albright | |||
Stock-based compensation | |||
Restricted share award period after termination of employment | 60 days | ||
Period for average closing price | 30 days | ||
Share-based Compensation Award Stock Price Vesting Price Increment One | Restricted Shares | Mr. Albright | |||
Stock-based compensation | |||
Number of shares in each vesting increment | 22,000 | ||
Share-based Compensation Award Stock Price Vesting Price Increment Two | Restricted Shares | |||
Shares | |||
Outstanding (in shares) | 22,000 | ||
Expired (in shares) | (22,000) | ||
Weighted Average Fair Value | |||
Outstanding (in dollars per share) | $ 41.71 | ||
Expired (in dollars per share) | $ 41.71 | ||
Compensation cost | |||
Unrecognized compensation cost | $ 0 | ||
Share-based Compensation Award Stock Price Vesting Price Increment Two | Restricted Shares | Mr. Albright | |||
Stock-based compensation | |||
Closing share price (in dollars per share) | $ 70 | ||
Number of shares in each vesting increment | 18,000 | ||
Share-based Compensation Award Stock Price Vesting Price Increment Three | Restricted Shares | Mr. Albright | |||
Stock-based compensation | |||
Closing share price (in dollars per share) | $ 75 | ||
Number of shares in each vesting increment | 4,000 |
STOCK-BASED COMPENSATION - Thre
STOCK-BASED COMPENSATION - Three Year Vest Restricted Shares (Details) - Three-Year Vesting - Restricted Shares $ / shares in Units, $ in Millions | Mar. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares |
Stock-based compensation | ||
Vesting per year (as a percent) | 33.33% | |
Granted (in shares) | 43,050 | |
Shares | ||
Outstanding (in shares) | 38,479 | |
Granted (in shares) | 43,050 | |
Vested (in shares) | (21,220) | |
Outstanding (in shares) | 60,309 | 60,309 |
Weighted Average Fair Value | ||
Outstanding (in dollars per share) | $ / shares | $ 57.82 | |
Granted (in dollars per share) | $ / shares | 35.47 | |
Vested (in dollars per share) | $ / shares | 48.55 | |
Outstanding (in dollars per share) | $ / shares | $ 45.13 | $ 45.13 |
Compensation cost | ||
Unrecognized compensation cost | $ | $ 2.4 | $ 2.4 |
Weighted average period of recognition of unrecognized compensation cost | 2 years 3 months 18 days | |
Equity Award Agreements | ||
Stock-based compensation | ||
Number of shares Attributable To Equitable Adjustment | 9,917 |
STOCK-BASED COMPENSATION - Non-
STOCK-BASED COMPENSATION - Non-Qualified Stock Option Awards Granted (Details) - Stock Option Awards - Original 2010 Plan - $ / shares | Jan. 21, 2021 | Jan. 20, 2021 | Jan. 28, 2018 | Jan. 28, 2017 | Feb. 26, 2016 | Jun. 29, 2015 | May 20, 2015 | Feb. 09, 2015 | Oct. 22, 2014 | Mar. 31, 2021 |
Stock-based compensation | ||||||||||
Granted (in shares) | 20,332 | |||||||||
Exercised (in shares) | 43,624 | |||||||||
Outstanding (in shares) | 56,708 | |||||||||
Mr. Albright | ||||||||||
Stock-based compensation | ||||||||||
Granted (in shares) | 25,083 | 40,000 | 20,000 | |||||||
Vesting per year (as a percent) | 33.33% | 33.33% | 33.33% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting, Percentage Remaining Unvested | 66.67% | |||||||||
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 | |||||||||
Exercised (in shares) | 25,083 | |||||||||
Exercise price (in dollars per share) | $ 45.85 | $ 55.62 | $ 57.50 | |||||||
Surrendered (in shares) | 40,000 | |||||||||
Outstanding (in shares) | 0 | |||||||||
Mr. Smith | ||||||||||
Stock-based compensation | ||||||||||
Granted (in shares) | 12,541 | 10,000 | ||||||||
Vesting per year (as a percent) | 33.33% | |||||||||
Period of expiration from grant date | 10 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 | 30 days | ||||||||
Exercised (in shares) | 3,541 | |||||||||
Exercise price (in dollars per share) | $ 39.87 | $ 50 | ||||||||
Outstanding (in shares) | 9,000 | |||||||||
Officer | ||||||||||
Stock-based compensation | ||||||||||
Granted (in shares) | 12,541 | 10,000 | ||||||||
Vesting per year (as a percent) | 33.33% | |||||||||
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 | |||||||||
Exercise price (in dollars per share) | $ 45.88 | $ 57.54 | ||||||||
Equity Award Agreements | ||||||||||
Stock-based compensation | ||||||||||
Granted (in shares) | 50,167 | 40,000 | ||||||||
Exercised (in shares) | 15,000 | |||||||||
Exercise price (in dollars per share) | $ 44.35 | |||||||||
Outstanding (in shares) | 35,167 |
STOCK-BASED COMPENSATION - No_2
STOCK-BASED COMPENSATION - Non-Qualified Stock Option Award Activity (Details) - Original 2010 Plan - Stock Option Awards - USD ($) | Mar. 31, 2021 | Jan. 01, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Shares | ||||
Outstanding (in shares) | 80,000 | 80,000 | ||
Granted (in shares) | 20,332 | |||
Vested / Exercised Shares | (43,624) | |||
Outstanding (in shares) | 56,708 | 56,708 | ||
Exercisable (in shares) | 56,708 | 80,000 | 56,708 | |
Weighted Average Exercise Price (in dollars per share) | ||||
Exercised (in dollars per share) | $ 44.85 | |||
Outstanding (in dollars per share) | $ 43.98 | 43.98 | ||
Exercisable (in dollars per share) | $ 43.98 | $ 55.63 | $ 43.98 | $ 55.63 |
Weighted Average Remaining Contractual Term | ||||
Outstanding | 4 years 25 days | |||
Exercisable | 4 years 25 days | 4 years 3 months 3 days | ||
Stock-based compensation | ||||
Aggregate Intrinsic Value, Outstanding (in dollars) | $ 455,516 | $ 455,516 | ||
Aggregate Intrinsic Value, Exercisable (in dollars) | 455,516 | 455,516 | ||
Unrecognized compensation cost (in dollars) | $ 0 | $ 0 |
STOCK-BASED COMPENSATION - No_3
STOCK-BASED COMPENSATION - Non-Employee Director Stock Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation | |||||
Annual award received | $ 200 | $ 100 | |||
Share-based Payment Arrangement, Nonemployee | |||||
Stock-based compensation | |||||
Annual award | $ 20 | $ 35 | $ 20 | ||
Number of shares awarded calculated based on the number of days of average price of the Company's common stock | 20 days | ||||
Number of business days based on which number of days of average price of the Company's common stock, the number of shares awarded are calculated | 2 days | ||||
Expense recognized | $ 300 | $ 200 | |||
Expense recognized (in shares) | 6,788 | 3,861 |
INCOME TAXES (Details)
INCOME TAXES (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021subsidiary | Dec. 31, 2020USD ($) | |
INCOME TAXES | ||
REIT Eligibility, Distributable , Minimum Percentage of Taxable Income, Excluding Net Capital Gains | 90.00% | |
Number of taxable REIT subsidiaries | subsidiary | 5 | |
Deferred tax benefit | $ | $ 82.5 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Contractual Commitments - Expenditures (Details) | 3 Months Ended | ||||
Mar. 31, 2021USD ($)a | Dec. 31, 2020USD ($) | Feb. 21, 2020USD ($)tenant | Jan. 24, 2020USD ($) | Jan. 21, 2020property | |
Commitments | |||||
Tenant improvement allowances and leasing commissions | $ 0 | ||||
Other commitment | $ 1,600,000 | ||||
Pleading Relating To Road Modifications On Property Leased To Harris Teeter [Member] | |||||
Commitments | |||||
Claim on lien of real estate property | 101,150 | ||||
Complaint for Declaratory Relief Against Buc-ee's Ltd [Member] | |||||
Commitments | |||||
Cash deposited related to improvements | $ 800,000 | ||||
Land Sales, Area of Land | a | 35 | ||||
Ashford Lane, Atlanta, Georgia | |||||
Commitments | |||||
Tenant improvement allowances and leasing commissions | $ 100,000 | $ 500,000 | |||
Payment of tenant improvement allowances and leasing commissions | 400,000 | ||||
Commitment amount | 2,300,000 | ||||
Ashford Lane, Atlanta, Georgia | Tenant improvements and leasing commissions | |||||
Commitments | |||||
Other commitment | 1,900,000 | ||||
Ashford Lane, Atlanta, Georgia | Architectural and civil engineering agreement | |||||
Commitments | |||||
Other commitment | 300,000 | ||||
Crossroads Towne Center, Chandler, Arizona | |||||
Commitments | |||||
Tenant improvement allowances and leasing commissions | 0 | $ 1,300,000 | |||
Payment of tenant improvement allowances and leasing commissions | 1,300,000 | ||||
Number of tenants | 2 | 2 | |||
Raleigh, North Carolina | |||||
Commitments | |||||
Tenant improvement allowances and leasing commissions | 500,000 | ||||
Payment of tenant improvement allowances and leasing commissions | 400,000 | ||||
Commitment amount | 900,000 | ||||
Daytona Beach, FL | |||||
Commitments | |||||
Tenant improvement allowances | $ 1,100,000 | ||||
Commitment amount | 1,100,000 | ||||
Falls Church, VA | Tenant improvements and leasing commissions | |||||
Commitments | |||||
Commitment amount | $ 400,000 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Off-Balance Sheet Arrangements (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021item | Dec. 31, 2020USD ($)item | Sep. 30, 2020item | Dec. 31, 2020USD ($)item | Jun. 30, 2018USD ($) | |
Loss Contingencies [Line Items] | |||||
Number of mitigation credits | item | 20 | 8 | 20 | 48 | |
Operating agreement | |||||
Loss Contingencies [Line Items] | |||||
Fair value of Minimum Sales Guarantee | $ 0.1 | ||||
MSG, Upfront payment | $ 0.1 | ||||
Operating agreement | Minimum | |||||
Loss Contingencies [Line Items] | |||||
Supply commitments | $ 6 | $ 6 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Other Matters (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021USD ($)aitem | Dec. 31, 2020USD ($)item | Sep. 30, 2020item | Mar. 31, 2020USD ($) | Mar. 31, 2017USD ($)a | Dec. 31, 2020USD ($)item | |
Contingencies | ||||||
Area of land (in acres) | a | 25,000 | |||||
Tenant improvement allowances and leasing commissions | $ 0 | |||||
Escrow balance | $ 609 | $ 29,536 | $ 2,910 | $ 29,536 | ||
Number of mitigation credits | item | 20 | 8 | 20 | 48 | ||
Minto Communities LLC | ||||||
Contingencies | ||||||
Acres sold | a | 1,581 | |||||
Accrued restoration cost | $ 400 | |||||
Cash deposited in (refunded from) escrow | $ 400 | |||||
Wetlands restoration | Minto Communities LLC | ||||||
Contingencies | ||||||
Cash deposited in (refunded from) escrow | $ 100 | $ 300 | ||||
Escrow balance | $ 100 | $ 100 |
BUSINESS SEGMENT DATA - Descrip
BUSINESS SEGMENT DATA - Description (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)loanpropertysegment | Dec. 31, 2020USD ($) | Mar. 31, 2020USD ($) | |
Business segment data | |||
Number of operating segment | segment | 4 | ||
Assets | $ 673,435 | $ 666,700 | $ 673,435 |
Number of commercial loan investment | loan | 1 | ||
Income Properties | |||
Business segment data | |||
Assets | 531,325 | 566,209 | |
Management Fee Income | |||
Business segment data | |||
Assets | $ 700 | $ 638 | |
Commercial loan and master lease investments | |||
Business segment data | |||
Number of commercial loan investment | loan | 1 | ||
Number of commercial properties | property | 2 | ||
Product concentration | Identifiable assets | Income Properties | |||
Business segment data | |||
Percentage of total | 84.10% | 80.00% | |
Product concentration | Consolidated revenues | Income Properties | |||
Business segment data | |||
Percentage of total | 77.80% | 85.70% |
BUSINESS SEGMENT DATA - Summary
BUSINESS SEGMENT DATA - Summary of Operations in Different Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Business segment data | |||
Total Revenues | $ 14,712 | $ 12,838 | |
Total Operating Income | 4,459 | 289 | |
Impairment charge | 1,905 | ||
Gain on Disposition of Assets | 708 | ||
Gain on Extinguishment of Debt | 637 | $ 1,100 | |
Depreciation and Amortization | 4,830 | 4,552 | |
Capital Expenditures | 39,347 | 144,752 | |
Identifiable Assets | 673,435 | 673,435 | 666,700 |
Operating Segments | |||
Business segment data | |||
Impairment charge | (1,905) | ||
Gain on Disposition of Assets | 708 | ||
General and Corporate Expense | |||
Business segment data | |||
Total Operating Income | (7,962) | (7,643) | |
Income Properties | |||
Business segment data | |||
Total Revenues | 11,449 | 11,003 | |
Depreciation and Amortization | 4,825 | 4,547 | |
Capital Expenditures | 39,340 | 137,992 | |
Identifiable Assets | 566,209 | 531,325 | |
Income Properties | Operating Segments | |||
Business segment data | |||
Total Operating Income | 8,532 | 8,890 | |
Management Fee Income | |||
Business segment data | |||
Total Revenues | 669 | 702 | |
Identifiable Assets | 638 | 700 | |
Management Fee Income | Operating Segments | |||
Business segment data | |||
Total Operating Income | 669 | 702 | |
Interest Income from Commercial Loan and Master Lease Investments | |||
Business segment data | |||
Total Revenues | 701 | 1,052 | |
Capital Expenditures | 6,754 | ||
Identifiable Assets | 38,417 | 38,321 | |
Interest Income from Commercial Loan and Master Lease Investments | Operating Segments | |||
Business segment data | |||
Total Operating Income | 701 | 1,052 | |
Real Estate Operations | |||
Business segment data | |||
Total Revenues | 1,893 | 81 | |
Identifiable Assets | 59,724 | 59,717 | |
Real Estate Operations | Operating Segments | |||
Business segment data | |||
Total Operating Income | 1,811 | (1,444) | |
Land Operations | |||
Business segment data | |||
Identifiable Assets | 833 | 833 | |
Corporate and Other | |||
Business segment data | |||
Depreciation and Amortization | 5 | 5 | |
Capital Expenditures | $ 7 | 6 | |
Identifiable Assets | $ 7,614 | $ 35,804 |
ASSETS AND LIABILITIES HELD F_3
ASSETS AND LIABILITIES HELD FOR SALE AND DISCONTINUED OPERATIONS - Assets and Liabilities Held for Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets held for sale | ||
Property, Plant, and Equipment-Net | $ 3,635 | |
Restricted Cash | 833 | $ 833 |
Intangible Lease Assets - Net | 65 | |
Intangible Lease Liabilities - Net | (28) | |
Total Assets Held for Sale | 4,505 | 833 |
Liabilities held for sale | ||
Deferred Revenue | (831) | (831) |
Total Liabilities Held for Sale | (831) | (831) |
Land JV Assets | ||
Assets held for sale | ||
Restricted Cash | 833 | 833 |
Total Assets Held for Sale | 833 | 833 |
Land JV Liabilities | ||
Liabilities held for sale | ||
Deferred Revenue | (831) | (831) |
Total Liabilities Held for Sale | (831) | $ (831) |
Single-Tenant Income Properties | ||
Assets held for sale | ||
Property, Plant, and Equipment-Net | 3,635 | |
Intangible Lease Assets - Net | 65 | |
Intangible Lease Liabilities - Net | (28) | |
Total Assets Held for Sale | $ 3,672 |
ASSETS AND LIABILITIES HELD F_4
ASSETS AND LIABILITIES HELD FOR SALE - Deferred Revenue on Land Sales (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Deferred Revenue. | $ 3,463 | $ 3,319 | |
Buc'ees - East of I-95 | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Escrow reserve | $ 800 | ||
Deferred Revenue. | $ 800 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ / shares in Units, $ in Thousands | Apr. 06, 2021USD ($)item | Apr. 02, 2021USD ($)property | Apr. 30, 2021 | Jun. 30, 2021$ / shares | Mar. 31, 2021USD ($)$ / shares | Mar. 31, 2020$ / shares | Apr. 23, 2021USD ($) | Apr. 01, 2021USD ($) |
Subsequent Event [Line Items] | ||||||||
Dividend declared, per share | $ / shares | $ 1 | $ 0.25 | ||||||
Percentage of contractual base rent received | 100.00% | |||||||
Sales price | $ 4,851 | |||||||
Gain on Sale | $ 708 | |||||||
Subsequent Events | ||||||||
Subsequent Event [Line Items] | ||||||||
Dividend declared, per share | $ / shares | $ 1 | |||||||
Aggregate offering price | $ 350,000 | |||||||
Number of properties to be sold | item | 1 | |||||||
Sales price | $ 11,500 | |||||||
Subsequent Events | COVID-19 | ||||||||
Subsequent Event [Line Items] | ||||||||
Percentage of contractual base rent received | 100.00% | |||||||
Subsequent Events | Property In North Richland Hills, Texas | ||||||||
Subsequent Event [Line Items] | ||||||||
Sales price | $ 11,500 | |||||||
Subsequent Events | Operating Partnership of PINE | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of properties to be sold | property | 6 | |||||||
Sales price | $ 44,500 | |||||||
Deposit | $ 1,000 |