Document and Entity Information
Document and Entity Information - $ / shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 18, 2024 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000023795 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-11350 | |
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 | 369 N. New York Avenue, | |
Entity Address, Address Line Two | Suite 201 | |
Entity Address, City or Town | Winter Park | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32789 | |
City Area Code | 386 | |
Local Phone Number | 274-2202 | |
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 Listing, Par Value Per Share | $ 0.01 | |
Entity Common Stock, Shares Outstanding | 23,120,163 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | CTO | |
Security Exchange Name | NYSE | |
Entity Listing, Par Value Per Share | $ 0.01 | |
Cumulative Preferred Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 6.375% Series A Cumulative Redeemable | |
Trading Symbol | CTO-PA | |
Security Exchange Name | NYSE | |
Entity Listing, Par Value Per Share | $ 0.01 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Real Estate: | ||
Land, at Cost | $ 236,207 | $ 222,232 |
Building and Improvements, at Cost | 601,584 | 559,389 |
Other Furnishings and Equipment, at Cost | 872 | 857 |
Construction in Process, at Cost | 4,824 | 3,997 |
Total Real Estate, at Cost | 843,487 | 786,475 |
Less, Accumulated Depreciation | (63,547) | (52,012) |
Real Estate-Net | 779,940 | 734,463 |
Land and Development Costs | 300 | 731 |
Intangible Lease Assets-Net | 95,054 | 97,109 |
Investment in Alpine Income Property Trust, Inc. | 36,561 | 39,445 |
Mitigation Credits | 355 | 1,044 |
Commercial Loans and Investments | 50,323 | 61,849 |
Cash and Cash Equivalents | 4,794 | 10,214 |
Restricted Cash | 1,363 | 7,605 |
Refundable Income Taxes | 85 | 246 |
Deferred Income Taxes-Net | 2,147 | 2,009 |
Other Assets-See Note 11 | 38,846 | 34,953 |
Total Assets | 1,009,768 | 989,668 |
Liabilities: | ||
Accounts Payable | 1,787 | 2,758 |
Accrued and Other Liabilities-See Note 17 | 14,713 | 18,373 |
Deferred Revenue-See Note 18 | 5,371 | 5,200 |
Intangible Lease Liabilities-Net | 13,421 | 10,441 |
Long-Term Debt | 482,661 | 495,370 |
Total Liabilities | 517,953 | 532,142 |
Commitments and Contingencies-See Note 21 | ||
Stockholders' Equity: | ||
Preferred Stock - 100,000,000 shares authorized; $0.01 par value, 6.375% Series A Cumulative Redeemable Preferred Stock, $25.00 Per Share Liquidation Preference, 4,697,225 shares issued and outstanding at June 30, 2024 and 2,978,808 shares issued and outstanding at December 31, 2023 | 47 | 30 |
Common Stock - 500,000,000 shares authorized; $0.01 par value, 23,115,110 shares issued and outstanding at June 30, 2024 and 22,643,034 shares issued and outstanding at December 31, 2023 | 231 | 226 |
Additional Paid-In Capital | 207,882 | 168,435 |
Retained Earnings | 268,269 | 281,944 |
Accumulated Other Comprehensive Income | 15,386 | 6,891 |
Total Stockholders' Equity | 491,815 | 457,526 |
Total Liabilities and Stockholders' Equity | $ 1,009,768 | $ 989,668 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Preferred Stock | ||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Dividend rate (as a percent) | 6.375% | 6.375% |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Preferred Stock, Shares Issued | 4,697,225 | 2,978,808 |
Preferred Stock, Shares Outstanding | 4,697,225 | 2,978,808 |
Common Stock | ||
Common Stock, shares authorized | 500,000,000 | 500,000,000 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares issued | 23,115,110 | 22,643,034 |
Common Stock, shares outstanding | 23,115,110 | 22,643,034 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | ||||
Total Revenues | $ 28,845 | $ 26,047 | $ 56,972 | $ 50,764 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (8,339) | (7,309) | (15,911) | (14,547) |
General and Administrative Expenses | (3,459) | (3,327) | (7,675) | (7,054) |
Provision for Impairment | (67) | (115) | (479) | |
Depreciation and Amortization | (11,549) | (10,829) | (22,480) | (21,145) |
Total Operating Expenses | (23,414) | (21,465) | (46,181) | (43,225) |
Gain on Disposition of Assets | 1,101 | 9,163 | 1,101 | |
Other Gain | 1,101 | 9,163 | 1,101 | |
Total Operating Income | 5,431 | 5,683 | 19,954 | 8,640 |
Investment and Other Income (Loss) | 1,429 | 1,811 | (1,830) | (2,480) |
Interest Expense | (5,604) | (5,211) | (11,133) | (9,843) |
Income Before Income Tax Benefit (Expense) | 1,256 | 2,283 | 6,991 | (3,683) |
Income Tax Benefit (Expense) | (73) | (483) | 34 | (510) |
Net Income (Loss) Attributable to the Company | 1,183 | 1,800 | 7,025 | (4,193) |
Distributions to Preferred Stockholders | (1,871) | (1,195) | (3,058) | (2,390) |
Net Income (Loss) Attributable to Common Stockholders | $ (688) | $ 605 | $ 3,967 | $ (6,583) |
Per Share Information-See Note 13: | ||||
Basic Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.03) | $ 0.03 | $ 0.17 | $ (0.29) |
Diluted Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.03) | $ 0.03 | $ 0.17 | $ (0.29) |
Weighted Average Number of Common Shares - Basic (in shares) | 22,787,252 | 22,482,957 | 22,669,246 | 22,593,280 |
Weighted Average Number of Common Shares - Diluted (in shares) | 22,828,148 | 22,482,957 | 22,674,796 | 22,593,280 |
Income Properties | ||||
Revenues | ||||
Total Revenues | $ 25,878 | $ 22,758 | $ 50,501 | $ 45,190 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | (8,080) | (6,670) | (14,833) | (13,823) |
Provision for Impairment | 0 | 0 | 0 | 0 |
Management Fee Income | ||||
Revenues | ||||
Total Revenues | 1,131 | 1,102 | 2,236 | 2,200 |
Interest Income From Commercial Loans and Investments | ||||
Revenues | ||||
Total Revenues | 1,441 | 1,056 | 2,792 | 1,851 |
Direct Cost of Revenues | ||||
Provision for Impairment | (100) | (500) | ||
Real Estate Operations | ||||
Revenues | ||||
Total Revenues | 395 | 1,131 | 1,443 | 1,523 |
Direct Cost of Revenues | ||||
Total Direct Cost of Revenues | $ (259) | $ (639) | $ (1,078) | $ (724) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net Income (Loss) Attributable to the Company | $ 1,183 | $ 1,800 | $ 7,025 | $ (4,193) |
Other Comprehensive Income (Loss): | ||||
Cash Flow Hedging Derivative - Interest Rate Swaps | 982 | 7,379 | 8,495 | 2,488 |
Total Other Comprehensive Income | 982 | 7,379 | 8,495 | 2,488 |
Total Comprehensive Income (Loss) | $ 2,165 | $ 9,179 | $ 15,520 | $ (1,705) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income | Total |
Balance at Dec. 31, 2022 | $ 30 | $ 229 | $ 172,471 | $ 316,279 | $ 15,761 | $ 504,770 |
Balance at Mar. 31, 2023 | 30 | 227 | 167,436 | 300,066 | 10,870 | 478,629 |
Balance at Dec. 31, 2022 | 30 | 229 | 172,471 | 316,279 | 15,761 | 504,770 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) Attributable to the Company | (4,193) | (4,193) | ||||
Stock Repurchase | (3) | (5,082) | (5,085) | |||
Vested Restricted Stock and Performance Shares | 1 | (1,029) | (1,028) | |||
Exercise of Stock Options and Stock Issuance to Directors | 241 | 241 | ||||
Payment of Equity Issuance Costs | (122) | (122) | ||||
Stock-Based Compensation Expense | 1,624 | 1,624 | ||||
Preferred Stock Dividends Declared for the Period | (2,390) | (2,390) | ||||
Common Stock Dividends Declared for the Period | (17,738) | (17,738) | ||||
Other Comprehensive Income | 2,488 | 2,488 | ||||
Balance at Jun. 30, 2023 | 30 | 227 | 168,103 | 291,958 | 18,249 | 478,567 |
Balance at Mar. 31, 2023 | 30 | 227 | 167,436 | 300,066 | 10,870 | 478,629 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) Attributable to the Company | 1,800 | 1,800 | ||||
Stock Repurchase | (76) | (76) | ||||
Payment of Equity Issuance Costs | (51) | (51) | ||||
Stock-Based Compensation Expense | 794 | 794 | ||||
Preferred Stock Dividends Declared for the Period | (1,195) | (1,195) | ||||
Common Stock Dividends Declared for the Period | (8,713) | (8,713) | ||||
Other Comprehensive Income | 7,379 | 7,379 | ||||
Balance at Jun. 30, 2023 | 30 | 227 | 168,103 | 291,958 | 18,249 | 478,567 |
Balance at Dec. 31, 2023 | 30 | 226 | 168,435 | 281,944 | 6,891 | 457,526 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) Attributable to the Company | 7,025 | 7,025 | ||||
Stock Repurchase | (664) | (664) | ||||
Vested Restricted Stock and Performance Shares | 1 | (1,275) | (1,274) | |||
Issuance of Preferred Stock, Net of Underwriting Discount and Expenses | 17 | 32,979 | 32,996 | |||
Exercise of Stock Options and Stock Issuance to Directors | 469 | 469 | ||||
Stock Issuance, Net of Equity Issuance Costs | 4 | 6,292 | 6,296 | |||
Stock-Based Compensation Expense | 1,646 | 1,646 | ||||
Preferred Stock Dividends Declared for the Period | (3,058) | (3,058) | ||||
Common Stock Dividends Declared for the Period | (17,642) | (17,642) | ||||
Other Comprehensive Income | 8,495 | 8,495 | ||||
Balance at Jun. 30, 2024 | 47 | 231 | 207,882 | 268,269 | 15,386 | 491,815 |
Balance at Mar. 31, 2024 | 30 | 229 | 169,924 | 277,654 | 14,404 | 462,241 |
Increase (decrease) in shareholders' equity | ||||||
Net Income (Loss) Attributable to the Company | 1,183 | 1,183 | ||||
Issuance of Preferred Stock, Net of Underwriting Discount and Expenses | 17 | 32,979 | 32,996 | |||
Exercise of Stock Options and Stock Issuance to Directors | 89 | 89 | ||||
Stock Issuance, Net of Equity Issuance Costs | 2 | 4,230 | 4,232 | |||
Stock-Based Compensation Expense | 660 | 660 | ||||
Preferred Stock Dividends Declared for the Period | (1,871) | (1,871) | ||||
Common Stock Dividends Declared for the Period | (8,697) | (8,697) | ||||
Other Comprehensive Income | 982 | 982 | ||||
Balance at Jun. 30, 2024 | $ 47 | $ 231 | $ 207,882 | $ 268,269 | $ 15,386 | $ 491,815 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash Flow from Operating Activities: | ||
Net Income (Loss) Attributable to the Company | $ 7,025 | $ (4,193) |
Adjustments to Reconcile Net Income (Loss) Attributable to the Company to Net Cash Provided by Operating Activities: | ||
Depreciation and Amortization | 22,480 | 21,145 |
Amortization of Intangible Liabilities to Income Property Revenue | 718 | 1,306 |
Amortization of Deferred Financing Costs to Interest Expense | 513 | 482 |
Amortization of Discount on Convertible Debt | 80 | 79 |
Gain on Disposition of Real Estate and Intangible Lease Assets and Liabilities | (4,618) | (1,101) |
Gain on Disposition of Subsurface Interests | (4,545) | |
Provision for Impairment | 115 | 479 |
Accretion of Commercial Loans and Investments Origination Fees | (77) | (66) |
Non-Cash Imputed Interest | (15) | (15) |
Deferred Income Taxes | (138) | 107 |
Unrealized Loss on Investment Securities | 3,994 | 6,092 |
Extinguishment of Contingent Obligation | (2,300) | |
Non-Cash Compensation | 2,137 | 1,934 |
Decrease (Increase) in Assets: | ||
Refundable Income Taxes | 161 | 302 |
Land and Development Costs | 3 | 3 |
Mitigation Credits and Mitigation Credit Rights | 690 | 631 |
Other Assets | (2,811) | (4,623) |
Increase (Decrease) in Liabilities: | ||
Accounts Payable | (974) | 1,437 |
Accrued and Other Liabilities | (269) | 2,167 |
Deferred Revenue | 171 | 1,155 |
Net Cash Provided By Operating Activities | 24,640 | 25,021 |
Cash Flow from Investing Activities: | ||
Acquisition of Real Estate and Intangible Lease Assets and Liabilities, Including Capitalized Expenditures | (78,134) | (89,574) |
Acquisition of Commercial Loans and Investments | (7,030) | (17,427) |
Proceeds from Disposition of Property, Plant, and Equipment, Net, and Assets Held for Sale | 19,527 | 2,303 |
Proceeds from Disposition of Subsurface Interests | 4,974 | |
Principal Payments Received on Commercial Loans and Investments | 18,517 | 986 |
Acquisition of Investment Securities | (254) | (2,712) |
Proceeds from the Sale of Investment Securities | 1,655 | |
Net Cash Used In Investing Activities | (40,745) | (106,424) |
Cash Flow From Financing Activities: | ||
Proceeds from Long-Term Debt | 71,000 | 115,500 |
Payments on Long-Term Debt | (84,000) | (19,600) |
Cash Paid for Loan Fees | (13) | (40) |
Cash Received Exercise of Stock Options and Common Stock Issuance | 469 | 241 |
Proceeds from Issuance of Preferred Stock, Net of Underwriting Discount and Expenses | 32,996 | |
Cash Used to Purchase Common and Preferred Stock | (664) | (5,085) |
Cash Paid for Vesting of Restricted Stock | (1,274) | (1,028) |
Proceeds from (Cash Paid for) Issuance of Common and Preferred Stock, Net | 6,296 | (122) |
Dividends Paid - Preferred Stock | (3,058) | (2,390) |
Dividends Paid - Common Stock | (17,309) | (17,200) |
Net Cash Provided By Financing Activities | 4,443 | 70,276 |
Net Decrease in Cash, Cash Equivalents and Restricted Cash | (11,662) | (11,127) |
Cash, Cash Equivalents and Restricted Cash, Beginning of Period | 17,819 | 21,194 |
Cash, Cash Equivalents and Restricted Cash, End of Period | 6,157 | 10,067 |
Reconciliation of Cash to the Consolidated Balance Sheets: | ||
Cash and Cash Equivalents | 4,794 | 7,312 |
Restricted Cash | 1,363 | 2,755 |
Total Cash | $ 6,157 | $ 10,067 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Supplemental Disclosure of Cash Flow Information: | ||
Cash Paid for Taxes, Net of Refunds Received | $ (17) | $ (199) |
Cash Paid for Interest | (10,654) | (9,589) |
Supplemental Disclosure of Non-Cash Investing and Financing Activities: | ||
Unrealized Gain on Cash Flow Hedges | 8,495 | 2,488 |
Common Stock Dividends Declared and Unpaid | 333 | 538 |
Interest capitalized | $ 100 | $ 100 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 6 Months Ended |
Jun. 30, 2024 | |
DESCRIPTION OF BUSINESS | |
DESCRIPTION OF BUSINESS | NOTE 1. DESCRIPTION OF BUSINESS We are a publicly traded, self-managed equity REIT that focuses on the ownership, management, and repositioning of high-quality retail and mixed-use properties located primarily in what we believe to be faster growing, business-friendly markets exhibiting accommodative business tax policies, outsized relative job and population growth, and where retail demand exceeds supply. We have pursued our investment strategy by investing primarily through fee simple ownership of our properties, commercial loans and preferred equity As of June 30, 2024, we own and manage, sometimes utilizing third-party property management companies, 20 commercial real estate properties in 8 states in the United States, comprising 3.9 million square feet of gross leasable space. In addition to our income property portfolio, as of June 30, 2024, our business included the following: Management Services: Commercial Loans and Investments: Real Estate Operations: Investment in PINE: |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2024 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 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, 2023, 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 and six months ended June 30, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024. 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. As of June 30, 2024, the Company has an equity investment in PINE. Segment Reporting ASC Topic 280 , Segment Reporting Real Estate The Company’s real estate assets are stated at cost, less accumulated depreciation and amortization. Such assets are depreciated on a straight-line basis over their estimated useful lives. Renewals and betterments are capitalized to the applicable property accounts. The cost of maintenance and repairs is expensed as incurred. The cost of property retired or otherwise disposed of, and the related accumulated depreciation or amortization, are removed from the accounts, and any resulting gain or loss is recorded in the Company’s consolidated statement of operations. The amount of depreciation of real estate, exclusive of amortization related to intangible assets, recognized for the three months ended June 30, 2024 and June 30, 2023, was $6.7 million and $6.3 million, respectively. The amount of depreciation of real estate, exclusive of amortization related to intangible assets, recognized for the six months ended June 30, 2024 and June 30, 2023, was $13.1 million and $12.3 million, respectively. Use of Estimates in the 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 investments 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. 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 June 30, 2024 and December 31, 2023 include certain amounts over the Federal Deposit Insurance Corporation limits. Restricted Cash Restricted cash totaled $1.4 million at June 30, 2024, which is being held in three interest and/or real estate tax reserve accounts related to the Company’s commercial loans and investments. Derivative Financial Instruments and Hedging Activity The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging interest rate swap was entered into, the Company designated the derivatives as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liabilities. 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 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 a quarterly basis. 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 (see Note 16, “Interest Rate Swaps”). 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 June 30, 2024 and December 31, 2023, approximate fair value because of the short maturity of these instruments. The carrying value of the Company’s Credit Facility (hereinafter defined) as of June 30, 2024 and December 31, 2023, approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loans and investments, the 2026 Term Loan (hereinafter defined), the 2027 Term Loan (hereinafter defined), the 2028 Term Loan (hereinafter defined), mortgage note, and convertible debt held as of June 30, 2024 and December 31, 2023 are measured at fair value based on current market rates for financial instruments with similar risks and maturities (see Note 8, “Fair Value of Financial Instruments”). Fair Value Measurements The Company’s estimates of fair value of financial and non-financial assets and liabilities is based on the framework established by 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 Loans and Investments Interest income on commercial loans and 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 are stated at historical cost. As these assets are sold, the related revenues and cost of sales are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. Accounts Receivable Accounts receivable related to income properties, which are classified in other assets on the consolidated balance sheets, primarily consist of accrued tenant reimbursable expenses and other tenant receivables. Receivables related to income property tenants totaled $4.3 million and $4.6 million as of June 30, 2024 and December 31, 2023, respectively. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled $0.6 million as of June 30, 2024 and December 31, 2023. The accounts receivable as of June 30, 2024 and December 31, 2023 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 11, “Other Assets.” The amount due from the buyer of the golf operations for the rounds surcharge the Company paid to the City of Daytona Beach, totaled $0.1 million as of June 30, 2024 and December 31, 2023. The collectability of the aforementioned receivables shall be considered and adjusted through an allowance for doubtful accounts which is included in income property revenue on the consolidated statements of operations. As of June 30, 2024 and December 31, 2023, the Company’s allowance for doubtful accounts totaled $1.9 million and $1.7 million, respectively. 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 (Topic 805): Clarifying the Definition of a Business, an acquisition does not qualify as a business when there is no substantive process acquired or substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets or the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay. Transaction costs related to acquisitions that are asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs 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 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. The Company incurs costs related to the development and leasing of its properties. Such costs include, but are not limited to, tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements, and are included in construction in progress during the development period. When a construction project is considered to be substantially complete, the capitalized costs are reclassified to the appropriate real estate asset and depreciation begins. The Company assesses the level of construction activity to determine the amount, if any, of interest expense to be capitalized to the underlying construction projects. Sales of Real Estate When income properties are disposed of, the related cost basis of the real estate, intangible lease assets, and intangible lease liabilities, net of accumulated depreciation and/or amortization, and any accrued straight-line rental income balance for the underlying operating leases are removed, and gains or losses from the dispositions are reflected in net income within gain (loss) on disposition of assets. In accordance with the FASB guidance, gains or losses on sales of real estate are generally recognized using the full accrual method. Gains and losses on land sales, in addition to the sale of Subsurface Interests and mitigation credits, are accounted for as required by FASB ASC Topic 606, Revenue from Contracts with Customers Income Taxes The Company elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended (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, the Company holds certain of its non-REIT assets and operations through TRSs and subsidiaries of TRSs, which are subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the taxable year ended December 31, 2023, the Company held a total of two TRSs, each subject to taxation and the separate filing of its corporate income tax returns. As of January 1, 2024, the Company consolidated its TRSs into one TRS subject to taxation and the filing of a single corporate income tax return. The Company uses the asset and liability method to account for income taxes for the Company’s TRS. 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 20, “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. |
INCOME PROPERTIES
INCOME PROPERTIES | 6 Months Ended |
Jun. 30, 2024 | |
INCOME PROPERTIES | |
INCOME PROPERTIES | NOTE 3. INCOME PROPERTIES Leasing revenue consists of long-term rental revenue from retail, office, and commercial income properties, 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 variable lease payments are comprised of percentage rent and reimbursements from tenants for common area maintenance, insurance, real estate taxes, and other operating expenses. The components of leasing revenue are as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Leasing Revenue Lease Payments $ 19,197 $ 17,602 $ 37,698 $ 35,640 Variable Lease Payments 6,681 5,156 12,803 9,550 Total Leasing Revenue $ 25,878 $ 22,758 $ 50,501 $ 45,190 Minimum future base rental receipts under non-cancelable operating leases, excluding percentage rent and other lease payments that are not fixed and determinable, having remaining terms in excess of one year subsequent to June 30, 2024, are summarized as follows (in thousands): Year Ending December 31, Amounts Remainder of 2024 $ 40,010 2025 75,985 2026 68,302 2027 57,281 2028 45,356 2029 32,141 2030 and Thereafter (Cumulative) 89,058 Total $ 408,133 2024 Acquisitions. ● The Marketplace at Seminole Towne Center, a multi-tenant income property located in Sanford, Florida, for a purchase price of $68.7 million, or a total acquisition cost of $68.8 million including capitalized acquisition costs. The Marketplace at Seminole Towne Center comprises 315,066 square feet, was 98% occupied at acquisition, and had a weighted average remaining lease term of 4.7 years at acquisition. ● One property, totaling 4,000 square feet, within the 28,100 square foot retail portion of Phase II of The Exchange at Gwinnett located in Buford, Georgia for an aggregate purchase price of $2.3 million including capitalized acquisition costs. The weighted average remaining lease term at acquisition is 10.0 years. As a result of this acquisition, the Company has acquired the entire retail portion of Phase II of the Exchange at Gwinnett. The Company previously purchased the Sprouts-anchored Phase I portion of The Exchange at Gwinnett in December 2021. ● A vacant land parcel, for future development, within the previously acquired West Broad Village property, located in the Short Pump submarket of Richmond, Virginia, for a purchase price of $1.5 million including capitalized acquisition costs. Of the aggregate $72.6 million total acquisition cost, $14.4 million was allocated to land, $52.0 million was allocated to buildings and improvements, and $11.2 million was allocated to intangible assets pertaining to the in-place lease value, leasing costs, and above market lease value and $5.0 million was allocated to intangible liabilities for the below market lease value. The amortization period for the intangible assets and liabilities was 4.9 years at acquisition. 2024 Dispositions. 2023 Acquisitions ● The Plaza at Rockwall, a multi-tenant income property located in Rockwall, Texas for a purchase price of $61.2 million, or a total acquisition cost of $61.3 million including capitalized acquisition costs. The Plaza at Rockwall comprises 446,500 square feet, was 95% occupied at acquisition, and had a weighted average remaining lease term of 4.2 years at acquisition. ● Four properties, totaling 24,100 square feet, within the 28,100 square foot retail portion of Phase II of The Exchange at Gwinnett located in Buford, Georgia for an aggregate purchase price of $14.6 million, or a total acquisition cost of $14.7 million including capitalized acquisition costs. The four properties are leased to six different tenants and had a weighted average remaining lease term of 9.9 years at acquisition. The Company previously purchased the Sprouts-anchored Phase I portion of The Exchange at Gwinnett in December 2021. 2023 Dispositions. |
COMMERCIAL LOANS AND INVESTMENT
COMMERCIAL LOANS AND INVESTMENTS | 6 Months Ended |
Jun. 30, 2024 | |
COMMERCIAL LOANS AND INVESTMENTS | |
COMMERCIAL LOANS AND INVESTMENTS | NOTE 4. COMMERCIAL LOANS AND INVESTMENTS Our 2024 Activity. On March 26, 2024, the Company originated a construction loan secured by the property and improvements to be constructed thereon consisting of seven outparcel locations, known as the Hypoluxo Project, located in Lake Worth, Florida for $10.0 million. The construction loan matures on September 26, 2025, bears a fixed interest rate of 11.0%, and requires interest only payments prior to maturity. Funding of the loan will occur as the borrower completes the underlying construction. As of June 30, 2024, the Company had funded $7.1 million to the borrower and received $1.5 million in principal payments, leaving a remaining commitment of $2.9 million to the borrower. On February 2, 2024, the borrower under the construction loan originated in January 2022 and secured by the property and improvements constructed thereon for the second phase of The Exchange at Gwinnett project located in Buford, Georgia repaid the principal balance of $1.9 million, leaving no remaining balance outstanding as of June 30, 2024. There is no remaining commitment to the borrower as of June 30, 2024. 2023 Activity On March 1, 2023, the Company originated a $15.0 million first mortgage loan secured by the Founders Square property located in Dallas, Texas. The loan is interest-only with a term of three years with a fixed interest rate of 8.75%. The Company received an origination fee of 1.0% or $0.15 million. During the six months ended June 30, 2023, the Company funded $2.2 million to the borrower and received $0.6 million in principal repayments under the construction loan originated in January 2022 and secured by the property and improvements to be constructed thereon for the second phase of The Exchange at Gwinnett project located in Buford, Georgia. As of June 30, 2023, there is no remaining commitment to the borrower. On December 20, 2023, simultaneous with the sale of the property, the Company originated a $15.4 million first mortgage loan secured by the Sabal Pavilion property located in Tampa, Florida. The loan was interest-only with a term of six months with a fixed interest rate of 7.50%. During the six months ended June 30, 2024, the borrower repaid the mortgage loan, at a $0.2 million discount, for proceeds to the Company of $15.2 million. Watters Creek Investment. Consolidation The Company’s commercial loans and investments were comprised of the following at June 30, 2024 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Preferred Investment – Watters Creek – Allen, TX April 2022 April 2025 $ 30,000 $ 30,000 $ 29,961 9.00% Mortgage Note – Founders Square – Dallas, TX March 2023 March 2026 15,000 15,000 14,917 8.75% Promissory Note – Main Street – Daytona Beach, FL June 2023 May 2033 400 400 400 7.00% Construction Loan - Hypoluxo - Lake Worth, FL March 2024 September 2025 10,000 5,638 5,555 11.00% $ 55,400 $ 51,038 $ 50,833 CECL Reserve (510) Total Commercial Loans and Investments $ 50,323 The Company’s commercial loans and investments were comprised of the following at December 31, 2023 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Construction Loan – The Exchange At Gwinnett – Buford, GA January 2022 January 2024 $ 8,700 $ 1,857 $ 1,854 7.25% Preferred Investment – Watters Creek – Allen, TX April 2022 April 2025 30,000 30,000 29,937 8.75% Mortgage Note – Founders Square – Dallas, TX March 2023 March 2026 15,000 15,000 14,892 8.75% Promissory Note – Main Street – Daytona Beach, FL June 2023 May 2033 400 400 400 7.00% Mortgage Note – Sabal Pavilion – Tampa, FL December 2023 June 2024 15,400 15,400 15,393 7.50% $ 69,500 $ 62,657 $ 62,476 CECL Reserve (627) Total Commercial Loans and Investments $ 61,849 The carrying value of the commercial loans and investments portfolio at June 30, 2024 and December 31, 2023 consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Current Face Amount $ 51,038 $ 62,657 Unaccreted Origination Fees (205) (181) CECL Reserve (510) (627) Total Commercial Loans and Investments $ 50,323 $ 61,849 |
MANAGEMENT SERVICES BUSINESS
MANAGEMENT SERVICES BUSINESS | 6 Months Ended |
Jun. 30, 2024 | |
MANAGEMENT SERVICES BUSINESS | |
MANAGEMENT SERVICES BUSINESS | NOTE 5. MANAGEMENT SERVICES BUSINESS The Company’s management fee income is within the scope of FASB ASC Topic 606, Revenue from Contracts with Customers Alpine Income Property Trust. During the three months ended June 30, 2024 and 2023, the Company earned management fee revenue from PINE totaling $1.0 million and $1.1 million, respectively. During the six months ended June 30, 2024 and 2023, the Company earned management fee revenue from PINE totaling $2.1 million and $2.2 million, respectively. Dividend income for each of the three month periods ended June 30, 2024 and 2023 totaled $0.6 million. Dividend income for the six months ended June 30, 2024 and 2023 totaled $1.3 million and $1.2 million, respectively. Management fee revenue from PINE, included in management services, and dividend income, included in investment and other income (loss), are reflected in the accompanying consolidated statements of operations. The following table represents amounts due from PINE as of June 30, 2024 and December 31, 2023 which are included in other assets on the consolidated balance sheets (in thousands): As of Description June 30, 2024 December 31, 2023 Management Services Fee due From PINE $ 1,045 $ 1,062 Dividend Receivable 337 337 Other (98) (4) Total $ 1,284 $ 1,395 On November 26, 2019, as part of PINE’s IPO, the Company sold PINE 15 properties for aggregate cash consideration of $125.9 million. In connection with the IPO, the Company contributed to the PINE Operating Partnership five properties in exchange for an aggregate of 1,223,854 OP Units, which had an initial value of $23.3 million. Additionally, 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 and 421,053 shares of PINE common stock in the IPO for a total purchase price of $8.0 million. On October 26, 2021, the Board authorized the purchase by the Company of up to $5.0 million in shares of common stock of PINE (the “Prior PINE Share Purchase Authorization”). Pursuant to the Prior PINE Share Purchase Authorization, during the year ended December 31, 2022, CTO purchased 155,665 shares of PINE common stock in the open market for $2.7 million, or an average price per share of $17.57. Pursuant to the Prior PINE Share Purchase Authorization, during the year ended December 31, 2021, the Company purchased 8,088 shares of PINE common stock on the open market for a total of $0.1 million, or an average price of $17.65 per share. On February 16, 2023, the Board cancelled the Prior PINE Share Purchase Authorization and authorized the purchase by the Company of up to $2.1 million in shares of common stock of PINE (the “February 2023 PINE Share Purchase Authorization”). Pursuant to the February 2023 PINE Share Purchase Authorization, during the nine months ended September 30, 2023, the Company purchased 129,271 shares of PINE common stock on the open market for a total of $2.1 million, or an average price of $16.21 per share, which completed the February 2023 PINE Share Purchase Authorization. On December 12, 2023, the Board authorized the purchase by the Company of up to $2.0 million in shares of common stock of PINE (the “December 2023 PINE Share Purchase Authorization”). No purchases of PINE common stock were made pursuant to the December 2023 PINE Share Purchase Authorization during the three months ended December 31, 2023. Pursuant to the December 2023 PINE Share Purchase Authorization, during the six months ended June 30, 2024, the Company purchased 16,983 shares of PINE common stock on the open market for a total of $0.3 million, or an average price of $14.95 per share. As of June 30, 2024, CTO owns, in the aggregate, 1,223,854 OP Units and 1,125,797 shares of PINE common stock, representing an investment totaling $36.6 million, or 15.8% of PINE’s outstanding equity. Portfolio Management Agreement. Asset Management Agreement. |
REAL ESTATE OPERATIONS
REAL ESTATE OPERATIONS | 6 Months Ended |
Jun. 30, 2024 | |
REAL ESTATE OPERATIONS | |
REAL ESTATE OPERATIONS | NOTE 6. REAL ESTATE OPERATIONS Real Estate Operations Land and development costs at June 30, 2024 and December 31, 2023 were as follows (in thousands): As of June 30, 2024 December 31, 2023 Land and Development Costs $ 300 $ 358 Subsurface Interests — 373 Total Land and Development Costs $ 300 $ 731 Subsurface Interests. . The Company historically leased certain of the Subsurface Interests to mineral exploration firms for exploration. The Company’s subsurface historical operations consisted of revenue from the leasing of exploration rights and in some instances, additional revenues from royalties applicable to production from the leased acreage, which revenues are included within real estate operations in the consolidated statements of operations. There were no sales of subsurface oil, gas, and mineral rights during the six months ended June 30, 2024. During the three and six months ended June 30, 2023, the Company sold subsurface oil, gas, and mineral rights of 604 acres for a sales price of $0.1 million and 3,016 acres for a sales price of $0.4 million, respectively. The Company released 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. Mitigation Credits. Revenues and the cost of sales of mitigation credit sales are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. During the six months ended June 30, 2024, 10.14 mitigation credits were sold for $1.3 million, resulting in a gain on sale of $0.3 million. During the six months ended June 30, 2023, 8.41 mitigation credits were sold for $1.0 million, resulting in a gain on sale of $0.3 million. |
INVESTMENT SECURITIES
INVESTMENT SECURITIES | 6 Months Ended |
Jun. 30, 2024 | |
INVESTMENT SECURITIES | |
INVESTMENT SECURITIES | NOTE 7. INVESTMENT SECURITIES As of June 30, 2024, the Company owns, in the aggregate and on a fully diluted basis, 2.35 million shares of PINE, or 15.8% of PINE’s total shares outstanding for an investment value of $36.6 million, which total includes 1.2 million OP Units, or 8.2%, which the Company received in exchange for the contribution of certain income properties to the PINE Operating Partnership, in addition to 1,125,797 shares of common stock owned by the Company, or 7.6%. 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. For detailed financial information regarding PINE, please refer to its financial statements, which are publicly available on the website of the Securities and Exchange Commission at http://www.sec.gov under the ticker symbol “PINE.” The Company calculates the unrealized gain or loss based on the closing stock price of PINE at each respective balance sheet date. The unrealized, non-cash gains and losses resulting from the changes in the closing stock price of PINE are included in investment and other loss in the accompanying consolidated statements of operations. The Company’s available-for-sale securities as of June 30, 2024 and December 31, 2023 are summarized below (in thousands): Cost Unrealized Gains in Investment Income Unrealized Losses in Investment Income Estimated Fair Value (Level 1 Inputs) June 30, 2024 Common Stock $ 20,737 $ — $ (3,219) $ 17,518 Operating Units 23,253 — (4,210) 19,043 Total Equity Securities 43,990 — (7,429) 36,561 Total Available-for-Sale Securities $ 43,990 $ — $ (7,429) $ 36,561 December 31, 2023 Common Stock $ 20,482 $ — $ (1,732) $ 18,750 Operating Units 23,253 — (2,558) 20,695 Total Equity Securities 43,735 — (4,290) 39,445 Total Available-for-Sale Securities $ 43,735 $ — $ (4,290) $ 39,445 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2024 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 8. 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 June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 4,794 $ 4,794 $ 10,214 $ 10,214 Restricted Cash - Level 1 $ 1,363 $ 1,363 $ 7,605 $ 7,605 Commercial Loans and Investments - Level 2 $ 50,323 $ 52,704 $ 61,849 $ 63,261 Long-Term Debt - Level 2 $ 482,661 $ 466,301 $ 495,370 $ 473,807 To determine estimated fair values of the financial instruments listed above, market rates of interest, which include credit assumptions, were used to discount contractual cash flows. The estimated fair values are not necessarily indicative of the amount the Company could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts. The following table presents the fair value of assets measured on a recurring basis by level as of June 30, 2024 and December 31, 2023 (in thousands). See Note 16, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps. 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) June 30, 2024 Cash Flow Hedge - 2026 Term Loan Interest Rate Swaps $ 3,365 $ — $ 3,365 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swaps $ 7,125 $ — $ 7,125 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swaps $ 992 $ — $ 992 $ — Cash Flow Hedge - Credit Facility Interest Rate Swaps $ 3,904 $ — $ 3,904 $ — Investment Securities $ 36,561 $ 36,561 $ — $ — December 31, 2023 Cash Flow Hedge - 2026 Term Loan Interest Rate Swaps $ 2,813 $ — $ 2,813 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swaps $ 5,759 $ — $ 5,759 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swaps $ (1,994) $ — $ (1,994) $ — Cash Flow Hedge - Credit Facility Interest Rate Swaps $ 313 $ — $ 313 $ — Investment Securities $ 39,445 $ 39,445 $ — $ — |
INTANGIBLE ASSETS AND LIABILITI
INTANGIBLE ASSETS AND LIABILITIES | 6 Months Ended |
Jun. 30, 2024 | |
INTANGIBLE ASSETS AND LIABILITIES | |
INTANGIBLE ASSETS AND LIABILITIES | NOTE 9. INTANGIBLE 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 June 30, 2024 and December 31, 2023 (in thousands): As of June 30, 2024 December 31, 2023 Intangible Lease Assets: Value of In-Place Leases $ 96,388 $ 90,246 Value of Above Market In-Place Leases 30,993 31,533 Value of Intangible Leasing Costs 26,728 24,974 Sub-total Intangible Lease Assets 154,109 146,753 Accumulated Amortization (59,055) (49,644) Sub-total Intangible Lease Assets—Net 95,054 97,109 Intangible Lease Liabilities: Value of Below Market In-Place Leases (19,373) (14,848) Sub-total Intangible Lease Liabilities (19,373) (14,848) Accumulated Amortization 5,952 4,407 Sub-total Intangible Lease Liabilities—Net (13,421) (10,441) Total Intangible Assets and Liabilities—Net $ 81,633 $ 86,668 The following table reflects the net amortization of intangible assets and liabilities during the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Amortization Expense $ 4,811 $ 4,496 $ 9,344 $ 8,887 Accretion to Income Properties Revenue 244 627 718 1,306 Net Amortization of Intangible Assets and Liabilities $ 5,055 $ 5,123 $ 10,062 $ 10,193 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 2024 $ 9,622 $ 490 $ 10,112 2025 17,407 1,047 18,454 2026 16,536 1,008 17,544 2027 13,786 327 14,113 2028 9,925 309 10,234 2029 3,836 395 4,231 2030 and Thereafter 5,910 1,035 6,945 Total $ 77,022 $ 4,611 $ 81,633 As of June 30, 2024, the weighted average amortization period of total intangible assets and liabilities was 6.0 years and 5.7 years, respectively. |
PROVISION FOR IMPAIRMENT
PROVISION FOR IMPAIRMENT | 6 Months Ended |
Jun. 30, 2024 | |
PROVISION FOR IMPAIRMENT | |
PROVISION FOR IMPAIRMENT | NOTE 10. PROVISION FOR IMPAIRMENT Income Properties. There were no impairment charges on the Company’s income property portfolio during the three or six months ended June 30, 2024 or 2023. Commercial Loans and Investments During the six months ended June 30, 2024, the Company recorded a $0.1 million impairment charge, comprised of a $0.2 million charge related to the discount provided to the borrower on their early repayment of the Sabal Pavilion loan, as described in Note 4, “Commercial Loans and Investments”, offset by a $0.1 million reduction in our CECL allowance due to a net decrease in principal outstanding. During the six months ended June 30, 2023, the Company recorded a $0.5 million impairment charge, representing the provision for credit losses related to our commercial loans and investments. |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2024 | |
OTHER ASSETS | |
OTHER ASSETS | NOTE 11. OTHER ASSETS Other assets consisted of the following as of June 30, 2024 and December 31, 2023 (in thousands): As of June 30, 2024 December 31, 2023 Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts (1) $ 4,331 $ 4,568 Income Property Straight-line Rent Adjustment 6,951 6,033 Income Property Leasing Commissions and Costs, Net 6,175 4,943 Operating Leases - Right-of-Use Asset 354 422 Golf Rounds Surcharge 29 102 Cash Flow Hedge - Interest Rate Swap 16,052 11,770 Infrastructure Reimbursement Receivables 582 568 Prepaid Expenses, Deposits, and Other 1,739 3,514 Due from Alpine Income Property Trust, Inc. 1,284 1,395 Financing Costs, Net of Accumulated Amortization 1,349 1,638 Total Other Assets $ 38,846 $ 34,953 (1) Allowance for doubtful accounts was $1.9 million and $1.7 million as of June 30, 2024 and December 31, 2023, respectively. Infrastructure Reimbursement Receivables. |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
EQUITY | |
EQUITY | NOTE 12. 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 “2021 Registration Statement”). The Securities and Exchange Commission declared the 2021 Registration Statement effective on April 19, 2021. On October 11, 2022, the Company filed a new 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 $500.0 million (the “2022 Registration Statement”). The Securities and Exchange Commission declared the 2022 Registration Statement effective on October 26, 2022. The 2021 Registration Statement was terminated concurrently with the effectiveness of the 2022 Registration Statement. EQUITY OFFERING On December 5, 2022, the Company completed a follow-on public offering of 3,450,000 shares of common stock, which included the full exercise of the underwriters’ option to purchase an additional 450,000 shares of common stock. Upon closing, the Company issued 3,450,000 shares and received net proceeds of $62.4 million, after deducting the underwriting discount and expenses. ATM PROGRAM On April 30, 2021, the Company implemented a $150.0 million “at-the-market” equity offering program (the “2021 ATM Program”) pursuant to which the Company sold shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 961,261 shares under the 2021 ATM Program for gross proceeds of $21.1 million at a weighted average price of $21.99 per share, generating net proceeds of $20.8 million after deducting transaction fees totaling less than $0.3 million. The Company was not active under the 2021 ATM Program during the year ended December 31, 2021. The 2021 ATM Program was terminated in connection with the establishment of the 2022 ATM Program (hereinafter defined). On October 28, 2022, the Company implemented a $150.0 million “at-the-market” equity offering program (the “2022 ATM Program”) pursuant to which the Company may sell, from time to time, shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 604,765 shares under the 2022 ATM Program for gross proceeds of $12.3 million at a weighted average price of $20.29 per share, generating net proceeds of $12.1 million after deducting transaction fees totaling $0.2 million. The Company was not active under the 2022 ATM Program during the year ended December 31, 2023. During the six months ended June 30, 2024, the Company sold 374,817 shares under the 2022 ATM Program for gross proceeds of $6.5 million at a weighted average price of $17.43 per share, generating net proceeds of $6.4 million after deducting transaction fees of $0.1 million. As of June 30, 2024, $131.2 million of availability remained under the 2022 ATM Program. PREFERRED STOCK On June 28, 2021, the Company priced a public offering of 3,000,000 shares of its 6.375% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) at a public offering price of $25.00 per share. The offering closed on July 6, 2021 and generated total net proceeds to the Company of $72.4 million, after deducting the underwriting discount and expenses. On April 4, 2024, the Company offering of 1,500,000 additional shares of the Series A Preferred Stock, liquidation preference $25.00 per share, at a public offering price of $20.00 per share. The Company also granted the underwriters a 30-day option to purchase up to an additional 225,000 shares of the Series A Preferred Stock to cover over-allotments, which the underwriters exercised with respect to 218,417 shares on April 9, 2024. Upon closing on April 11, 2024, 1,718,417 shares of the Series A Preferred Stock (including the 218,417 shares of Series A Preferred Stock issued pursuant to the underwriters’ option) were issued generating net proceeds of $33.1 million, after deducting the underwriting discount and offering expenses payable by the Company The Series A Preferred Stock ranks senior to the Company’s common stock with respect to dividend rights and rights upon liquidation, dissolution or winding up of the Company. The Series A Preferred Stock has no maturity date and will remain outstanding unless redeemed. The Series A Preferred Stock is not redeemable by the Company prior to July 6, 2026 except under limited circumstances intended to preserve the Company’s qualification as a REIT for U.S. federal income tax purposes or upon the occurrence of a change of control, as defined in the Articles Supplementary designating the Series A Preferred Stock (the “Articles Supplementary”). Upon such change in control, the Company may redeem, at its election, the Series A Preferred Stock at a redemption price of $25.00 per share plus any accumulated and unpaid dividends up to, but excluding the date of redemption, and in limited circumstances, the holders of preferred stock shares may convert some or all of their Series A Preferred Stock into shares of the Company’s common stock at conversion rates set forth in the Articles Supplementary. See Note 14, “Share Repurchases” for the Company’s Series A Preferred Stock repurchase activity. DIVIDENDS The Company 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. In order to maintain its qualification as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, determined without regard to the deduction for dividends paid and excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate U.S. federal income taxes payable by the Company. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may elect to make dividend payments in excess of operating cash flows. The following table outlines dividends declared and paid for each issuance of CTO’s stock during the three and six months ended June 30, 2024 and 2023 (in thousands, except per share data): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Series A Preferred Stock Dividends $ 1,871 $ 1,195 $ 3,058 $ 2,390 Per Share $ 0.40 $ 0.40 $ 0.80 $ 0.80 Common Stock Dividends $ 8,709 $ 8,542 $ 17,309 $ 17,200 Per Share $ 0.38 $ 0.38 $ 0.76 $ 0.76 |
COMMON STOCK AND EARNINGS PER S
COMMON STOCK AND EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
COMMON STOCK AND EARNINGS PER SHARE | |
COMMON STOCK AND EARNINGS PER SHARE | NOTE 13. COMMON STOCK AND EARNINGS PER SHARE Basic earnings per common share is computed by dividing net income (loss) attributable to common stockholders 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 vesting of restricted stock at the beginning of each period using the treasury stock method at average cost for the periods. Effective as of January 1, 2022, diluted earnings per common share also reflects the 2025 Notes (hereinafter defined) on an if-converted basis. 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 Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Basic and Diluted Earnings: Net Income (Loss) Attributable to Common Stockholders, Used in Basic EPS $ (688) $ 605 $ 3,967 $ (6,583) Add Back: Effect of Dilutive Interest Related to 2025 Notes (1) — — — — Net Income (Loss) Attributable to Common Stockholders, Used in Diluted EPS $ (688) $ 605 $ 3,967 $ (6,583) Basic and Diluted Shares: Weighted Average Shares Outstanding, Basic 22,787,252 22,482,957 22,669,246 22,593,280 Common Shares Applicable to Unvested Restricted Stock Using the Treasury Stock Method 40,896 — 5,550 — Common Shares Applicable to Dilutive Effect of 2025 Notes (2) — — — — Weighted Average Shares Outstanding, Diluted 22,828,148 22,482,957 22,674,796 22,593,280 Per Share Information: Net Income (Loss) Attributable to Common Stockholders Basic and Diluted $ (0.03) $ 0.03 $ 0.17 $ (0.29) (1) As applicable, includes interest expense, amortization of discount, amortization of fees, and other changes in net income or loss that would result from the assumed conversion of the 2025 Convertible Senior Notes effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis. For the three and six months ended June 30, 2024 and 2023, a total of $0.5 million and $1.1 million of interest was not included, respectively, as the impact of the 2025 Notes, if-converted, would have been antidilutive to net income (loss) attributable to common stockholders for the respective periods. (2) A total of 3.6 million shares representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net income per share attributable to common stockholders for the three and six months ended June 30, 2024, because they were antidilutive to net income (loss) attributable to common stockholders for the respective periods. A total of 3.3 million shares, representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net income (loss) attributable to common stockholders for each of the three and six month periods ended June 30, 2023, because they were antidilutive to net income (loss) attributable to common stockholders for the respective periods. There were 40,896 and 5,550 potentially dilutive shares related to the Company’s restricted stock for the three and six months ended June 30, 2024. There were no potentially dilutive securities for the three and six months ended June 30, 2023 related to the Company’s stock options and restricted stock. The effect of 33,582 dilutive restricted stock units were not included for the six months ended June 30, 2023, as the effect would be anti-dilutive. |
SHARE REPURCHASES
SHARE REPURCHASES | 6 Months Ended |
Jun. 30, 2024 | |
SHARE REPURCHASES | |
SHARE REPURCHASES | NOTE 14. SHARE REPURCHASES COMMON STOCK REPURCHASE PROGRAM In February 2020, the Company’s Board approved a $10.0 million common stock repurchase program (the “ $10.0 Million Common Stock Repurchase Program”). During the year ended December 31, 2020, the Company repurchased 265,695 shares of its common stock on the open market for a total cost of $4.1 million, or an average price per share of $15.43 . During the year ended December 31, 2021, the Company repurchased 121,659 shares of its common stock on the open market for a total cost of $2.2 million, or an average price per share of $18.16 . During the year ended December 31, 2022, the Company repurchased 145,724 shares of its common stock on the open market for a total cost of $2.8 million, or an average price per share of $19.15 . No repurchases were made pursuant to the $10.0 Million Common Stock Repurchase Program during the year ended December 31, 2023. On February 16, 2023, the Company’s Board of Directors approved a common stock repurchase program (the “February 2023 $5.0 Million Common Stock Repurchase Program”), which eliminated the unutilized portion of the $10.0 Million Common Stock Repurchase Program. Pursuant to the February 2023 $5.0 Million Common Stock Repurchase Program, the Company was authorized to repurchase shares of its common stock for a total purchase price of up to $5.0 million. During the three months ended March 31, 2023, the Company repurchased 303,354 shares of its common stock on the open market for a total cost of $5.0 million, or an average price per share of $16.48 , pursuant to the February 2023 $5.0 Million Common Stock Repurchase Program March 31 On April 25, 2023, the Company’s Board of Directors approved a common stock repurchase program, (the “April 2023 $5.0 Million Common Stock Repurchase Program”). Pursuant to the April 2023 $5.0 Million Common Stock Repurchase Program, the Company was authorized to repurchase shares of its common stock for a total purchase price of up to $5.0 million. During the year ended December 31, 2023, the Company repurchased 62,015 shares of its common stock on the open market for a total cost of $1.0 million, or an average price per share of $15.72 . The April 2023 $5.0 Million Common Stock Repurchase Program was terminated in connection with the establishment of the December 2023 $5.0 Million Common Stock Repurchase Program (hereinafter defined). On December 12, 2023, the Company’s Board of Directors approved a common stock repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase shares (the “December 2023 $5.0 Million Common Stock Repurchase Program”). Pursuant to the December 2023 $5.0 Million Common Stock Repurchase Program, the Company may repurchase shares of its common stock for a total purchase price of up to $5.0 million. Shares may be purchased under the December 2023 $5.0 Million Common Stock Repurchase Program in open market transactions, including through block purchases, through privately negotiated transactions or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The December 2023 $5.0 Million Common Stock Repurchase Program does not obligate the Company to acquire any particular amount of shares of its common stock and may be modified or suspended. During the six months ended June 30, 2024, the Company repurchased 40,726 shares of its common stock on the open market for a total cost of $0.7 million, or an average price per share of $16.28 , pursuant to the December 2023 $5.0 Million Common Stock Repurchase Program, leaving $4.3 million remaining of the December 2023 $5.0 Million Common Stock Repurchase Program as of June 30, 2024. SERIES A PREFERRED STOCK REPURCHASE PROGRAM On February 16, 2023, the Company’s Board of Directors approved a Series A Preferred Stock repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase shares (the “Series A Preferred Stock Repurchase Program”). Pursuant to the Series A Preferred Stock Repurchase Program, the Company may repurchase shares of its Series A Preferred Stock for a total purchase price of up to $3.0 million. Shares may be purchased under the Series A Preferred Stock Repurchase Program in open market transactions, including through block purchases, through privately negotiated transactions or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 under the Exchange Act. The Series A Preferred Stock Repurchase Program does not obligate the Company to acquire any particular amount of shares of its Series A Preferred Stock and may be modified or suspended. The Company did not purchase any shares of its Series A Preferred Stock under the Series A Preferred Stock Repurchase Program during the six months ended June 30, 2024. During the six months ended June 30, 2023, the Company repurchased 746 shares of Series A Preferred Stock on the open market for a total cost of less than $0.1 million, or an average price per share of $18.82. |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2024 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | NOTE 15. LONG-TERM DEBT As of June 30, 2024, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Value Debt Maturity Date Interest Rate Wtd. Avg. Rate as of June 30, 2024 Credit Facility (1) $ 150,000 January 2027 SOFR + 0.10% + 5.07% 2026 Term Loan (2) 65,000 March 2026 SOFR + 0.10% + 2.87% 2027 Term Loan (3) 100,000 January 2027 SOFR + 0.10% + 2.95% 2028 Term Loan (4) 100,000 January 2028 SOFR + 0.10% + 5.33% 3.875% Convertible Senior Notes due 2025 51,034 April 2025 3.875% 3.88% Mortgage Note Payable 17,800 August 2026 4.060% 4.06% Total Long-Term Face Value Debt $ 483,834 4.23% (1) The Company utilized interest rate swaps on $150.0 million of the Credit Facility balance to fix SOFR and achieve a weighted average fixed swap rate of 3.47% plus the 10 bps SOFR adjustment plus the applicable spread. (2) (3) The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 1.35% plus the 10 bps SOFR adjustment plus the applicable spread. (4) The Company utilized interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. Credit Facility. The Huntington National Bank, PNC Bank, National Association, and Regions Bank, were added as lenders to the Company’s Credit Facility. 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 SOFR 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 PINE’s 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 “March 2021 Revolver Amendment”). The March 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 a term loan in the aggregate amount of $50.0 million (the “2026 Term Loan”), (iii) updates to certain financing rate provisions provided therein, and (iv) joinder of The Huntington National Bank as a 2026 Term Loan lender and Credit Facility lender. The March 2021 Revolver Amendment also includes accordion options that allow the Company to request additional 2026 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. During the six months ended June 30, 2021, the Company exercised the 2026 Term Loan accordion option for $15.0 million, increasing total lender commitments to $65.0 million. On November 5, 2021, the Company entered into the seventh amendment to the 2017 Amended Credit Facility (the “November 2021 Revolver Amendment”). The November 2021 Revolver Amendment included, among other things, (i) addition of a term loan in the aggregate amount of $100.0 million (the “2027 Term Loan”) and (ii) joinder of KeyBank National Association, Raymond James Bank, and Synovus Bank as 2027 Term Loan lenders. The November 2021 Revolver Amendment also includes an accordion option that allows the Company to request additional term loan lender commitments up to a total of $400.0 million in the aggregate. On September 20, 2022, the Company entered into the eighth amendment to the 2017 Amended Credit Facility (the “Eighth Amendment”), which includes among other things: (i) the origination of a term loan, in the amount of $100.0 million (the “2028 Term Loan”), (ii) the increase of the revolving credit commitment from up to $210.0 million to up to $300.0 million, (iii) an accordion option that allows the Company to request additional revolving loan commitments and additional term loan commitments, provided, (a) the aggregate amount of revolving loan commitments shall not exceed $750,000,000 and (b) the aggregate amount of term loan commitments shall not exceed $500,000,000, (iv) an extension of the maturity date to January 31, 2027, (v) a sustainability-linked pricing component pursuant to which the Company will receive interest rate reductions based on its performance against certain sustainability performance targets, (vi) the release of the Pledge Collateral, as defined in the Eighth Amendment, and (vii) the joinder of PNC Bank, National Association (“PNC”) as a Term Loan Lender, as defined in the Credit Agreement, and PNC and Regions Bank as Revolving Lenders, as defined in the Credit Agreement. On December 20, 2023, the Company entered into the ninth amendment to the 2017 Amended Credit Facility (the “Ninth Amendment”), which revises certain non-monetary limitations as described in more detail in the Ninth Amendment. At June 30, 2024, the current commitment level under the Credit Facility was $300.0 million, and the undrawn commitment under the Credit Facility totaled $150.0 million. As of June 30, 2024, the Credit Facility had a $150.0 million balance outstanding. 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 On March 3, 2022, in connection with the acquisition of Price Plaza Shopping Center, the Company assumed an existing $17.8 million secured fixed-rate mortgage note payable, which bears interest at a fixed rate of 4.06% and matures in August 2026. Convertible Debt On February 16, 2023, the Company’s Board of Directors approved a 2025 Notes repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase 2025 Notes (the “2025 Notes Repurchase Program”). Pursuant to the 2025 Notes Repurchase Program, the Company may repurchase, in one or more transactions, 2025 Notes in the aggregate principal amount of not more than $4.74 million. The 2025 Notes Repurchase Program does not obligate the Company to acquire any particular amount of 2025 Notes and may be modified or suspended. The Company was not active under the 2025 Notes Repurchase Program during the six months ended June 30, 2024 and 2023. 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 second quarter 2024 dividend, the conversion rate is equal to 70.0257 shares of common stock for each $1,000 principal amount of 2025 Notes, which represents an adjusted conversion price of $14.28 per share of common stock. At the maturity date, the Company is required to settle the 2025 Notes in cash. 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. In the event a holder surrenders its 2025 Notes for conversion, the Company may, at its election, settle the conversion in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. The Company’s ultimate election regarding settlement of 2025 Notes upon any conversion thereof will be made based on a variety of factors, including but not limited to economic and market conditions, and the Company’s liquidity. At time of issuance, 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. The equity component was eliminated on January 1, 2022 with the 2025 Notes Adjustment. As of , the unamortized debt discount of our 2025 Notes was $0.1 million, which represents the cash component of the discount. Long-term debt consisted of the following (in thousands): June 30, 2024 December 31, 2023 Total Due Within One Year Total Due Within One Year Credit Facility $ 150,000 $ — $ 163,000 $ — 2026 Term Loan 65,000 — 65,000 — 2027 Term Loan 100,000 — 100,000 — 2028 Term Loan 100,000 — 100,000 — 3.875% Convertible Senior Notes, net of Discount 50,909 — 50,830 — Mortgage Note Payable 17,800 — 17,800 — Financing Costs, net of Accumulated Amortization (1,048) — (1,260) — Total Long-Term Debt $ 482,661 $ — $ 495,370 $ — Payments applicable to reduction of principal amounts as of June 30, 2024 will be required as follows (in thousands): As of June 30, 2024 Amount Remainder of 2024 $ — 2025 51,034 2026 82,800 2027 250,000 2028 100,000 2029 — 2030 and Thereafter — Total Long-Term Debt - Face Value $ 483,834 The carrying value of long-term debt as of June 30, 2024 consisted of the following (in thousands): Total Current Face Amount $ 483,834 Unamortized Discount on Convertible Debt (125) Financing Costs, net of Accumulated Amortization (1,048) Total Long-Term Debt $ 482,661 In addition to the $1.0 million of financing costs, net of accumulated amortization included in the table above, as of June 30, 2024, the Company also had financing costs, net of accumulated amortization related to the Credit Facility of $1.3 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 and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Interest Expense $ 5,307 $ 4,930 $ 10,540 $ 9,282 Amortization of Deferred Financing Costs 257 241 513 482 Amortization of Discount on Convertible Notes 40 40 80 79 Total Interest Expense $ 5,604 $ 5,211 $ 11,133 $ 9,843 Total Interest Paid (1) $ 5,903 $ 5,321 $ 10,654 $ 9,589 (1) Includes capitalized interest of $0.1 million during the three and six months ended June 30, 2024 and 2023. The Company was in compliance with all of its debt covenants as of June 30, 2024 and December 31, 2023. |
INTEREST RATE SWAPS
INTEREST RATE SWAPS | 6 Months Ended |
Jun. 30, 2024 | |
INTEREST RATE SWAPS | |
INTEREST RATE SWAPS | NOTE 16. INTEREST RATE SWAPS The Company has entered into interest rate swap agreements to hedge against changes in future cash flows resulting from fluctuating interest rates related to the below noted borrowings. The interest rate agreements were 100% effective during the three and six months ended June 30, 2024 and 2023. Accordingly, the changes in fair value on the interest rate swaps have been classified in accumulated other comprehensive income. The fair value of the interest rate swap agreements are included in other assets accrued and other liabilities Hedged Item (1) Effective Date Maturity Date Rate Amount Fair Value as of June 30, 2024 2026 Term Loan 3/29/2024 3/10/2026 1.44% + 0.10% + applicable spread $ 50,000 $ 2,605 2026 Term Loan 8/31/2021 3/10/2026 0.70% + 0.10% + applicable spread $ 15,000 $ 963 2026 Term Loan (2) 3/10/2026 3/10/2031 3.80% + 0.10% + applicable spread $ 40,000 $ (203) 2027 Term Loan 3/29/2024 1/31/2027 1.35% + 0.10% + applicable spread $ 100,000 $ 7,346 2027 Term Loan (2) 1/31/2027 1/30/2032 3.75% + 0.10% + applicable spread $ 60,000 $ (221) 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ 621 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ 613 2028 Term Loan (2) 1/31/2028 1/31/2033 3.81% + 0.10% + applicable spread $ 60,000 $ (242) Credit Facility 1/31/2023 1/31/2030 3.27% + 0.10% + applicable spread $ 50,000 $ 1,728 Credit Facility 1/31/2023 1/31/2030 3.26% + 0.10% + applicable spread $ 33,000 $ 1,160 Credit Facility 1/31/2023 1/31/2030 3.36% + 0.10% + applicable spread $ 17,000 $ 518 Credit Facility 2/1/2024 1/31/2028 3.85% + 0.10% + applicable spread $ 50,000 $ 498 (1) On September 30, 2022, the Company converted its existing interest rate swaps from 1-month LIBOR to SOFR. (2) The Company entered into forward swaps to further fix interest rates through periods that the Company reasonably expects to extend its current term loans. The use of interest rate swap agreements carries risks, including the risk that the counterparties to these agreements are not able to perform. To mitigate this risk, the Company enters into interest rate swap agreements with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not currently anticipate that any of the counterparties to the Company’s interest rate swap agreements will fail to meet their obligations. As of June 30, 2024, there were no events of default related to the Company’s interest rate swap agreements. |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 6 Months Ended |
Jun. 30, 2024 | |
ACCRUED AND OTHER LIABILITIES | |
ACCRUED AND OTHER LIABILITIES | NOTE 17. ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Accrued Property Taxes $ 5,153 $ 2,090 Reserve for Tenant Improvements 1,212 1,168 Tenant Security Deposits 2,516 2,301 Accrued Construction Costs 484 1,170 Accrued Interest 734 773 Environmental Reserve 47 54 Cash Flow Hedge - Interest Rate Swaps 666 4,879 Operating Leases - Liability 344 417 Other 3,557 5,521 Total Accrued and Other Liabilities $ 14,713 $ 18,373 Reserve for Tenant Improvements. |
DEFERRED REVENUE
DEFERRED REVENUE | 6 Months Ended |
Jun. 30, 2024 | |
DEFERRED REVENUE | |
DEFERRED REVENUE | NOTE 18. DEFERRED REVENUE Deferred revenue consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Prepaid Rent $ 3,526 $ 3,723 Interest Reserve from Commercial Loans and Investments 1,138 744 Tenant Contributions 707 733 Total Deferred Revenue $ 5,371 $ 5,200 Interest Reserve from Commercial Loans and Investments |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2024 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 19. STOCK-BASED COMPENSATION SUMMARY OF STOCK-BASED COMPENSATION A summary of share activity for all equity classified stock compensation during the six months ended June 30, 2024 is presented below. Type of Award Shares Outstanding at 1/1/2024 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 6/30/2024 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 237,375 100,391 (85,938) — (43,825) 208,003 Equity Classified - Three Year Vest Restricted Shares 216,357 107,191 (75,434) — (51,045) 197,069 Total Shares 453,732 207,582 (161,372) — (94,870) 405,072 Amounts recognized in the financial statements for stock-based compensation are as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Total Cost of Share-Based Plans Charged Against Income $ 750 $ 862 $ 2,137 $ 1,934 EQUITY-CLASSIFIED STOCK COMPENSATION Performance Share Awards – Peer Group Market Condition Vesting Performance shares have been granted to certain employees 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 100,391 performance shares during the six months ended June 30, 2024. 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 June 30, 2024, there was $2.3 million of unrecognized compensation cost, adjusted for estimated forfeitures, related to the non-vested performance share awards, which will be recognized over a remaining weighted average period of 2.0 years. A summary of the activity for these awards during the six months ended June 30, 2024 is presented below: Performance Shares With Market Conditions Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2024 237,375 $ 18.08 Granted 100,391 $ 15.28 Vested (85,938) $ 15.99 Expired — $ — Forfeited (43,825) $ 17.67 Non-Vested at June 30, 2024 208,003 $ 17.68 Restricted Shares Restricted shares have been granted to certain employees under the 2010 Plan. Certain of the restricted shares 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. Certain other restricted share awards, granted on July 1, 2022, vest entirely on the third anniversary of the grant date, or July 1, 2025, provided the grantee is an employee of the Company on that date. In addition, any unvested portion of the restricted shares will vest upon a change in control. The Company granted a total of 107,191 shares of restricted Company common stock during the six months ended June 30, 2024. The Company’s determination of the fair value of the restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date. Compensation cost is recognized on a straight-line basis over the applicable vesting period. As of June 30, 2024, there was $2.5 million of unrecognized compensation cost, adjusted for estimated forfeitures, related to the non-vested restricted share awards, which will be recognized over a remaining weighted average period of 1.9 years. A summary of the activity for these awards during the six months ended June 30, 2024 is presented below: Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2024 216,357 $ 19.07 Granted 107,191 $ 16.31 Vested (75,434) $ 17.80 Expired — $ — Forfeited (51,045) $ 18.77 Non-Vested at June 30, 2024 197,069 $ 18.12 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 trailing 20-day average price of the Company’s common stock as of the last day of the quarter, rounded down to the nearest whole number of shares. Each non-employee director serving as of the beginning of each calendar year shall receive an annual award of the Company’s common stock. The value of such award totaled $62,500 and $35,000 for the six months ended June 30, 2024 and 2023, respectively, (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 six months ended June 30, 2024 and 2023, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.5 million, or 29,014 shares, and $0.3 million, or 17,203 shares, respectively. The expense recognized includes the Annual Award received during the first quarter of each respective year, which totaled $0.3 million and $0.2 million during each of the six month periods ended June 30, 2024 and 2023, respectively. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
INCOME TAXES | |
INCOME TAXES | NOTE 20. INCOME TAXES The Company elected to be taxed as a REIT for U.S. federal income tax purposes, 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, the Company holds certain of its non-REIT assets and operations through TRSs and subsidiaries of TRSs, which are subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the taxable year ended December 31, 2023, the Company held a total of two TRSs, each subject to taxation and the separate filing of its corporate income tax returns. As of January 1, 2024, the Company consolidated its TRSs into one TRS subject to taxation and the filing of a single corporate income tax return. As a result of the Company’s election to be taxed as a REIT, during the year ended December 31, 2020, an $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 related 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 has disposed of certain, primarily single-tenant, REIT assets after the REIT conversion within the 5-year period. All such sales were completed using 1031 Exchanges or other deferred tax structures to mitigate the built-in gain tax liability of conversion. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 21. 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. Contractual Commitments – Expenditures The Company has committed to fund the following capital improvements. The improvements, which are related to several properties, are estimated to be generally completed within twelve months. These commitments, as of June 30, 2024, are as follows (in thousands): As of June 30, 2024 Total Commitment (1) $ 16,472 Less Amount Funded (2,095) Remaining Commitment $ 14,377 (1) Commitment includes tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements. |
BUSINESS SEGMENT DATA
BUSINESS SEGMENT DATA | 6 Months Ended |
Jun. 30, 2024 | |
BUSINESS SEGMENT DATA | |
BUSINESS SEGMENT DATA | NOTE 22. BUSINESS SEGMENT DATA The Company operates in four primary business segments: income properties, management services, commercial loans and investments, and real estate operations. Our income property operations consist of income-producing properties, and our business plan is focused on investing in additional income-producing properties. Our income property operations accounted for 92.1% and 90.0% of our identifiable assets as of June 30, 2024 and December 31, 2023, and 88.6% and 89.0% of our consolidated revenues for the six months ended June 30, 2024 and 2023, respectively. Our management fee income consists primarily of the management fees earned for the management of PINE as well as from the Portfolio Management Agreement and the . The Company evaluates segment performance based on operating income. 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 and six months ended June 30, 2024 and 2023 is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Revenues: Income Properties $ 25,878 $ 22,758 $ 50,501 $ 45,190 Management Fee Income 1,131 1,102 2,236 2,200 Interest Income From Commercial Loans and Investments 1,441 1,056 2,792 1,851 Real Estate Operations 395 1,131 1,443 1,523 Total Revenues $ 28,845 $ 26,047 $ 56,972 $ 50,764 Operating Income: Income Properties $ 17,798 $ 16,088 $ 35,668 $ 31,367 Management Fee Income 1,131 1,102 2,236 2,200 Interest Income From Commercial Loans and Investments 1,441 1,056 2,792 1,851 Real Estate Operations 136 492 365 799 General and Corporate Expense (15,008) (14,156) (30,155) (28,199) Provision for Impairment (67) — (115) (479) Gain (Loss) on Disposition of Assets — 1,101 9,163 1,101 Total Operating Income $ 5,431 $ 5,683 $ 19,954 $ 8,640 Depreciation and Amortization: Income Properties $ 11,532 $ 10,816 $ 22,447 $ 21,118 Corporate and Other 17 13 33 27 Total Depreciation and Amortization $ 11,549 $ 10,829 $ 22,480 $ 21,145 Capital Expenditures: Income Properties $ 4,716 $ 81,550 $ 78,119 $ 89,323 Commercial Loans and Investments 455 1,366 7,030 17,427 Corporate and Other 6 226 15 251 Total Capital Expenditures $ 5,177 $ 83,142 $ 85,164 $ 107,001 Identifiable assets of each segment as of June 30, 2024 and December 31, 2023 are as follows (in thousands): As of June 30, 2024 December 31, 2023 Identifiable Assets: Income Properties $ 929,795 $ 887,345 Management Services 1,403 1,395 Commercial Loans and Investments 50,749 62,099 Real Estate Operations 1,236 2,343 Corporate and Other 26,585 36,486 Total Assets $ 1,009,768 $ 989,668 Operating income represents income from operations before 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 primarily includes the identifiable assets of the Company’s Subsurface Interests and mitigation credits. Corporate and other assets consist primarily of cash and restricted cash, property, plant, and equipment related to the other operations, as well as the general and corporate operations. The management services and real estate operations segments had no capital expenditures during the six months ended June 30, 2024 or 2023. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2024 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 23. SUBSEQUENT EVENTS Subsequent events and transactions were evaluated through July 25, 2024, the date the consolidated financial statements were issued. There were no reportable subsequent events or transactions. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
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, 2023, 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 and six months ended June 30, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024. |
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. As of June 30, 2024, the Company has an equity investment in PINE. |
Segment Reporting | Segment Reporting ASC Topic 280 , Segment Reporting |
Real Estate | Real Estate The Company’s real estate assets are stated at cost, less accumulated depreciation and amortization. Such assets are depreciated on a straight-line basis over their estimated useful lives. Renewals and betterments are capitalized to the applicable property accounts. The cost of maintenance and repairs is expensed as incurred. The cost of property retired or otherwise disposed of, and the related accumulated depreciation or amortization, are removed from the accounts, and any resulting gain or loss is recorded in the Company’s consolidated statement of operations. The amount of depreciation of real estate, exclusive of amortization related to intangible assets, recognized for the three months ended June 30, 2024 and June 30, 2023, was $6.7 million and $6.3 million, respectively. The amount of depreciation of real estate, exclusive of amortization related to intangible assets, recognized for the six months ended June 30, 2024 and June 30, 2023, was $13.1 million and $12.3 million, respectively. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the 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 investments 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. |
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 June 30, 2024 and December 31, 2023 include certain amounts over the Federal Deposit Insurance Corporation limits. |
Restricted Cash | Restricted Cash Restricted cash totaled $1.4 million at June 30, 2024, which is being held in three interest and/or real estate tax reserve accounts related to the Company’s commercial loans and investments. |
Derivative Financial Instruments and Hedging Activity | Derivative Financial Instruments and Hedging Activity The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging interest rate swap was entered into, the Company designated the derivatives as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liabilities. 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 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 a quarterly basis. 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 (see Note 16, “Interest Rate Swaps”). |
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 June 30, 2024 and December 31, 2023, approximate fair value because of the short maturity of these instruments. The carrying value of the Company’s Credit Facility (hereinafter defined) as of June 30, 2024 and December 31, 2023, approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loans and investments, the 2026 Term Loan (hereinafter defined), the 2027 Term Loan (hereinafter defined), the 2028 Term Loan (hereinafter defined), mortgage note, and convertible debt held as of June 30, 2024 and December 31, 2023 are measured at fair value based on current market rates for financial instruments with similar risks and maturities (see Note 8, “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 Loans and Investments | Recognition of Interest Income from Commercial Loans and Investments Interest income on commercial loans and 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 of sales 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 $4.3 million and $4.6 million as of June 30, 2024 and December 31, 2023, respectively. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled $0.6 million as of June 30, 2024 and December 31, 2023. The accounts receivable as of June 30, 2024 and December 31, 2023 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 11, “Other Assets.” The amount due from the buyer of the golf operations for the rounds surcharge the Company paid to the City of Daytona Beach, totaled $0.1 million as of June 30, 2024 and December 31, 2023. The collectability of the aforementioned receivables shall be considered and adjusted through an allowance for doubtful accounts which is included in income property revenue on the consolidated statements of operations. As of June 30, 2024 and December 31, 2023, the Company’s allowance for doubtful accounts totaled $1.9 million and $1.7 million, respectively. |
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 (Topic 805): Clarifying the Definition of a Business, an acquisition does not qualify as a business when there is no substantive process acquired or substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets or the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay. Transaction costs related to acquisitions that are asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs 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 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. The Company incurs costs related to the development and leasing of its properties. Such costs include, but are not limited to, tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements, and are included in construction in progress during the development period. When a construction project is considered to be substantially complete, the capitalized costs are reclassified to the appropriate real estate asset and depreciation begins. The Company assesses the level of construction activity to determine the amount, if any, of interest expense to be capitalized to the underlying construction projects. |
Sales of Real Estate | Sales of Real Estate When income properties are disposed of, the related cost basis of the real estate, intangible lease assets, and intangible lease liabilities, net of accumulated depreciation and/or amortization, and any accrued straight-line rental income balance for the underlying operating leases are removed, and gains or losses from the dispositions are reflected in net income within gain (loss) on disposition of assets. In accordance with the FASB guidance, gains or losses on sales of real estate are generally recognized using the full accrual method. Gains and losses on land sales, in addition to the sale of Subsurface Interests and mitigation credits, are accounted for as required by FASB ASC Topic 606, Revenue from Contracts with Customers |
Income Taxes | Income Taxes The Company elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended (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, the Company holds certain of its non-REIT assets and operations through TRSs and subsidiaries of TRSs, which are subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the taxable year ended December 31, 2023, the Company held a total of two TRSs, each subject to taxation and the separate filing of its corporate income tax returns. As of January 1, 2024, the Company consolidated its TRSs into one TRS subject to taxation and the filing of a single corporate income tax return. The Company uses the asset and liability method to account for income taxes for the Company’s TRS. 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 20, “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. |
INCOME PROPERTIES (Tables)
INCOME PROPERTIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
ASSETS HELD FOR SALE | |
Schedule of components of leasing revenue | The components of leasing revenue are as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Leasing Revenue Lease Payments $ 19,197 $ 17,602 $ 37,698 $ 35,640 Variable Lease Payments 6,681 5,156 12,803 9,550 Total Leasing Revenue $ 25,878 $ 22,758 $ 50,501 $ 45,190 |
Schedule of minimum future base rental revenue on non-cancelable leases | Minimum future base rental receipts under non-cancelable operating leases, excluding percentage rent and other lease payments that are not fixed and determinable, having remaining terms in excess of one year subsequent to June 30, 2024, are summarized as follows (in thousands): Year Ending December 31, Amounts Remainder of 2024 $ 40,010 2025 75,985 2026 68,302 2027 57,281 2028 45,356 2029 32,141 2030 and Thereafter (Cumulative) 89,058 Total $ 408,133 |
COMMERCIAL LOANS AND INVESTME_2
COMMERCIAL LOANS AND INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
COMMERCIAL LOANS AND INVESTMENTS | |
Schedule of components of commercial loan investment portfolio | The Company’s commercial loans and investments were comprised of the following at June 30, 2024 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Preferred Investment – Watters Creek – Allen, TX April 2022 April 2025 $ 30,000 $ 30,000 $ 29,961 9.00% Mortgage Note – Founders Square – Dallas, TX March 2023 March 2026 15,000 15,000 14,917 8.75% Promissory Note – Main Street – Daytona Beach, FL June 2023 May 2033 400 400 400 7.00% Construction Loan - Hypoluxo - Lake Worth, FL March 2024 September 2025 10,000 5,638 5,555 11.00% $ 55,400 $ 51,038 $ 50,833 CECL Reserve (510) Total Commercial Loans and Investments $ 50,323 The Company’s commercial loans and investments were comprised of the following at December 31, 2023 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Construction Loan – The Exchange At Gwinnett – Buford, GA January 2022 January 2024 $ 8,700 $ 1,857 $ 1,854 7.25% Preferred Investment – Watters Creek – Allen, TX April 2022 April 2025 30,000 30,000 29,937 8.75% Mortgage Note – Founders Square – Dallas, TX March 2023 March 2026 15,000 15,000 14,892 8.75% Promissory Note – Main Street – Daytona Beach, FL June 2023 May 2033 400 400 400 7.00% Mortgage Note – Sabal Pavilion – Tampa, FL December 2023 June 2024 15,400 15,400 15,393 7.50% $ 69,500 $ 62,657 $ 62,476 CECL Reserve (627) Total Commercial Loans and Investments $ 61,849 The carrying value of the commercial loans and investments portfolio at June 30, 2024 and December 31, 2023 consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Current Face Amount $ 51,038 $ 62,657 Unaccreted Origination Fees (205) (181) CECL Reserve (510) (627) Total Commercial Loans and Investments $ 50,323 $ 61,849 |
MANAGEMENT SERVICES BUSINESS (T
MANAGEMENT SERVICES BUSINESS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
MANAGEMENT SERVICES BUSINESS | |
Schedule of amounts due from PINE | The following table represents amounts due from PINE as of June 30, 2024 and December 31, 2023 which are included in other assets on the consolidated balance sheets (in thousands): As of Description June 30, 2024 December 31, 2023 Management Services Fee due From PINE $ 1,045 $ 1,062 Dividend Receivable 337 337 Other (98) (4) Total $ 1,284 $ 1,395 |
REAL ESTATE OPERATIONS (Tables)
REAL ESTATE OPERATIONS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
REAL ESTATE OPERATIONS | |
Summary of land and development costs | Land and development costs at June 30, 2024 and December 31, 2023 were as follows (in thousands): As of June 30, 2024 December 31, 2023 Land and Development Costs $ 300 $ 358 Subsurface Interests — 373 Total Land and Development Costs $ 300 $ 731 |
INVESTMENT SECURITIES (Tables)
INVESTMENT SECURITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
INVESTMENT SECURITIES | |
Schedule of marketable securities | The Company’s available-for-sale securities as of June 30, 2024 and December 31, 2023 are summarized below (in thousands): Cost Unrealized Gains in Investment Income Unrealized Losses in Investment Income Estimated Fair Value (Level 1 Inputs) June 30, 2024 Common Stock $ 20,737 $ — $ (3,219) $ 17,518 Operating Units 23,253 — (4,210) 19,043 Total Equity Securities 43,990 — (7,429) 36,561 Total Available-for-Sale Securities $ 43,990 $ — $ (7,429) $ 36,561 December 31, 2023 Common Stock $ 20,482 $ — $ (1,732) $ 18,750 Operating Units 23,253 — (2,558) 20,695 Total Equity Securities 43,735 — (4,290) 39,445 Total Available-for-Sale Securities $ 43,735 $ — $ (4,290) $ 39,445 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 4,794 $ 4,794 $ 10,214 $ 10,214 Restricted Cash - Level 1 $ 1,363 $ 1,363 $ 7,605 $ 7,605 Commercial Loans and Investments - Level 2 $ 50,323 $ 52,704 $ 61,849 $ 63,261 Long-Term Debt - Level 2 $ 482,661 $ 466,301 $ 495,370 $ 473,807 |
Schedule of fair value of assets measured on recurring basis by Level | The following table presents the fair value of assets measured on a recurring basis by level as of June 30, 2024 and December 31, 2023 (in thousands). See Note 16, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps. 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) June 30, 2024 Cash Flow Hedge - 2026 Term Loan Interest Rate Swaps $ 3,365 $ — $ 3,365 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swaps $ 7,125 $ — $ 7,125 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swaps $ 992 $ — $ 992 $ — Cash Flow Hedge - Credit Facility Interest Rate Swaps $ 3,904 $ — $ 3,904 $ — Investment Securities $ 36,561 $ 36,561 $ — $ — December 31, 2023 Cash Flow Hedge - 2026 Term Loan Interest Rate Swaps $ 2,813 $ — $ 2,813 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swaps $ 5,759 $ — $ 5,759 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swaps $ (1,994) $ — $ (1,994) $ — Cash Flow Hedge - Credit Facility Interest Rate Swaps $ 313 $ — $ 313 $ — Investment Securities $ 39,445 $ 39,445 $ — $ — |
INTANGIBLE ASSETS AND LIABILI_2
INTANGIBLE ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
INTANGIBLE ASSETS AND LIABILITIES | |
Schedule of components of intangible lease assets and liabilities | Intangible assets and liabilities consisted of the following as of June 30, 2024 and December 31, 2023 (in thousands): As of June 30, 2024 December 31, 2023 Intangible Lease Assets: Value of In-Place Leases $ 96,388 $ 90,246 Value of Above Market In-Place Leases 30,993 31,533 Value of Intangible Leasing Costs 26,728 24,974 Sub-total Intangible Lease Assets 154,109 146,753 Accumulated Amortization (59,055) (49,644) Sub-total Intangible Lease Assets—Net 95,054 97,109 Intangible Lease Liabilities: Value of Below Market In-Place Leases (19,373) (14,848) Sub-total Intangible Lease Liabilities (19,373) (14,848) Accumulated Amortization 5,952 4,407 Sub-total Intangible Lease Liabilities—Net (13,421) (10,441) Total Intangible Assets and Liabilities—Net $ 81,633 $ 86,668 |
Schedule of net amortization of intangible assets and liabilities | The following table reflects the net amortization of intangible assets and liabilities during the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Amortization Expense $ 4,811 $ 4,496 $ 9,344 $ 8,887 Accretion to Income Properties Revenue 244 627 718 1,306 Net Amortization of Intangible Assets and Liabilities $ 5,055 $ 5,123 $ 10,062 $ 10,193 |
Schedule of estimated future amortization expense (income) related to net intangible 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 2024 $ 9,622 $ 490 $ 10,112 2025 17,407 1,047 18,454 2026 16,536 1,008 17,544 2027 13,786 327 14,113 2028 9,925 309 10,234 2029 3,836 395 4,231 2030 and Thereafter 5,910 1,035 6,945 Total $ 77,022 $ 4,611 $ 81,633 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
OTHER ASSETS | |
Schedule of components of other assets | Other assets consisted of the following as of June 30, 2024 and December 31, 2023 (in thousands): As of June 30, 2024 December 31, 2023 Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts (1) $ 4,331 $ 4,568 Income Property Straight-line Rent Adjustment 6,951 6,033 Income Property Leasing Commissions and Costs, Net 6,175 4,943 Operating Leases - Right-of-Use Asset 354 422 Golf Rounds Surcharge 29 102 Cash Flow Hedge - Interest Rate Swap 16,052 11,770 Infrastructure Reimbursement Receivables 582 568 Prepaid Expenses, Deposits, and Other 1,739 3,514 Due from Alpine Income Property Trust, Inc. 1,284 1,395 Financing Costs, Net of Accumulated Amortization 1,349 1,638 Total Other Assets $ 38,846 $ 34,953 (1) Allowance for doubtful accounts was $1.9 million and $1.7 million as of June 30, 2024 and December 31, 2023, respectively. |
EQUITY (Tables)
EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
EQUITY | |
Schedule of dividend declared and paid for stock | The following table outlines dividends declared and paid for each issuance of CTO’s stock during the three and six months ended June 30, 2024 and 2023 (in thousands, except per share data): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Series A Preferred Stock Dividends $ 1,871 $ 1,195 $ 3,058 $ 2,390 Per Share $ 0.40 $ 0.40 $ 0.80 $ 0.80 Common Stock Dividends $ 8,709 $ 8,542 $ 17,309 $ 17,200 Per Share $ 0.38 $ 0.38 $ 0.76 $ 0.76 |
COMMON STOCK AND EARNINGS PER_2
COMMON STOCK AND EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
COMMON STOCK AND EARNINGS PER SHARE | |
Schedule of computation of earnings per share | Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Basic and Diluted Earnings: Net Income (Loss) Attributable to Common Stockholders, Used in Basic EPS $ (688) $ 605 $ 3,967 $ (6,583) Add Back: Effect of Dilutive Interest Related to 2025 Notes (1) — — — — Net Income (Loss) Attributable to Common Stockholders, Used in Diluted EPS $ (688) $ 605 $ 3,967 $ (6,583) Basic and Diluted Shares: Weighted Average Shares Outstanding, Basic 22,787,252 22,482,957 22,669,246 22,593,280 Common Shares Applicable to Unvested Restricted Stock Using the Treasury Stock Method 40,896 — 5,550 — Common Shares Applicable to Dilutive Effect of 2025 Notes (2) — — — — Weighted Average Shares Outstanding, Diluted 22,828,148 22,482,957 22,674,796 22,593,280 Per Share Information: Net Income (Loss) Attributable to Common Stockholders Basic and Diluted $ (0.03) $ 0.03 $ 0.17 $ (0.29) (1) As applicable, includes interest expense, amortization of discount, amortization of fees, and other changes in net income or loss that would result from the assumed conversion of the 2025 Convertible Senior Notes effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis. For the three and six months ended June 30, 2024 and 2023, a total of $0.5 million and $1.1 million of interest was not included, respectively, as the impact of the 2025 Notes, if-converted, would have been antidilutive to net income (loss) attributable to common stockholders for the respective periods. (2) A total of 3.6 million shares representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net income per share attributable to common stockholders for the three and six months ended June 30, 2024, because they were antidilutive to net income (loss) attributable to common stockholders for the respective periods. A total of 3.3 million shares, representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net income (loss) attributable to common stockholders for each of the three and six month periods ended June 30, 2023, because they were antidilutive to net income (loss) attributable to common stockholders for the respective periods. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
LONG-TERM DEBT | |
Schedule of outstanding indebtedness, at face value | As of June 30, 2024, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Value Debt Maturity Date Interest Rate Wtd. Avg. Rate as of June 30, 2024 Credit Facility (1) $ 150,000 January 2027 SOFR + 0.10% + 5.07% 2026 Term Loan (2) 65,000 March 2026 SOFR + 0.10% + 2.87% 2027 Term Loan (3) 100,000 January 2027 SOFR + 0.10% + 2.95% 2028 Term Loan (4) 100,000 January 2028 SOFR + 0.10% + 5.33% 3.875% Convertible Senior Notes due 2025 51,034 April 2025 3.875% 3.88% Mortgage Note Payable 17,800 August 2026 4.060% 4.06% Total Long-Term Face Value Debt $ 483,834 4.23% (1) The Company utilized interest rate swaps on $150.0 million of the Credit Facility balance to fix SOFR and achieve a weighted average fixed swap rate of 3.47% plus the 10 bps SOFR adjustment plus the applicable spread. (2) (3) The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 1.35% plus the 10 bps SOFR adjustment plus the applicable spread. (4) The Company utilized interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. |
Schedule of components of long-term debt | Long-term debt consisted of the following (in thousands): June 30, 2024 December 31, 2023 Total Due Within One Year Total Due Within One Year Credit Facility $ 150,000 $ — $ 163,000 $ — 2026 Term Loan 65,000 — 65,000 — 2027 Term Loan 100,000 — 100,000 — 2028 Term Loan 100,000 — 100,000 — 3.875% Convertible Senior Notes, net of Discount 50,909 — 50,830 — Mortgage Note Payable 17,800 — 17,800 — Financing Costs, net of Accumulated Amortization (1,048) — (1,260) — Total Long-Term Debt $ 482,661 $ — $ 495,370 $ — |
Schedule of payments applicable to reduction of principal amounts | Payments applicable to reduction of principal amounts as of June 30, 2024 will be required as follows (in thousands): As of June 30, 2024 Amount Remainder of 2024 $ — 2025 51,034 2026 82,800 2027 250,000 2028 100,000 2029 — 2030 and Thereafter — Total Long-Term Debt - Face Value $ 483,834 |
Schedule of carrying value of long-term debt | The carrying value of long-term debt as of June 30, 2024 consisted of the following (in thousands): Total Current Face Amount $ 483,834 Unamortized Discount on Convertible Debt (125) Financing Costs, net of Accumulated Amortization (1,048) Total Long-Term Debt $ 482,661 |
Schedule of interest expense on debt | The following table reflects a summary of interest expense incurred and paid during the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Interest Expense $ 5,307 $ 4,930 $ 10,540 $ 9,282 Amortization of Deferred Financing Costs 257 241 513 482 Amortization of Discount on Convertible Notes 40 40 80 79 Total Interest Expense $ 5,604 $ 5,211 $ 11,133 $ 9,843 Total Interest Paid (1) $ 5,903 $ 5,321 $ 10,654 $ 9,589 (1) Includes capitalized interest of $0.1 million during the three and six months ended June 30, 2024 and 2023. |
INTEREST RATE SWAPS (Tables)
INTEREST RATE SWAPS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
INTEREST RATE SWAPS | |
Schedule of interest rate swap agreements | Information related to the Company’s interest rate swap agreements as of June 30, 2024 is presented below (in thousands): Hedged Item (1) Effective Date Maturity Date Rate Amount Fair Value as of June 30, 2024 2026 Term Loan 3/29/2024 3/10/2026 1.44% + 0.10% + applicable spread $ 50,000 $ 2,605 2026 Term Loan 8/31/2021 3/10/2026 0.70% + 0.10% + applicable spread $ 15,000 $ 963 2026 Term Loan (2) 3/10/2026 3/10/2031 3.80% + 0.10% + applicable spread $ 40,000 $ (203) 2027 Term Loan 3/29/2024 1/31/2027 1.35% + 0.10% + applicable spread $ 100,000 $ 7,346 2027 Term Loan (2) 1/31/2027 1/30/2032 3.75% + 0.10% + applicable spread $ 60,000 $ (221) 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ 621 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ 613 2028 Term Loan (2) 1/31/2028 1/31/2033 3.81% + 0.10% + applicable spread $ 60,000 $ (242) Credit Facility 1/31/2023 1/31/2030 3.27% + 0.10% + applicable spread $ 50,000 $ 1,728 Credit Facility 1/31/2023 1/31/2030 3.26% + 0.10% + applicable spread $ 33,000 $ 1,160 Credit Facility 1/31/2023 1/31/2030 3.36% + 0.10% + applicable spread $ 17,000 $ 518 Credit Facility 2/1/2024 1/31/2028 3.85% + 0.10% + applicable spread $ 50,000 $ 498 (1) On September 30, 2022, the Company converted its existing interest rate swaps from 1-month LIBOR to SOFR. (2) The Company entered into forward swaps to further fix interest rates through periods that the Company reasonably expects to extend its current term loans. |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
ACCRUED AND OTHER LIABILITIES | |
Schedule of components of accrued and other liabilities | Accrued and other liabilities consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Accrued Property Taxes $ 5,153 $ 2,090 Reserve for Tenant Improvements 1,212 1,168 Tenant Security Deposits 2,516 2,301 Accrued Construction Costs 484 1,170 Accrued Interest 734 773 Environmental Reserve 47 54 Cash Flow Hedge - Interest Rate Swaps 666 4,879 Operating Leases - Liability 344 417 Other 3,557 5,521 Total Accrued and Other Liabilities $ 14,713 $ 18,373 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
DEFERRED REVENUE | |
Schedule of components of deferred revenue | Deferred revenue consisted of the following (in thousands): As of June 30, 2024 December 31, 2023 Prepaid Rent $ 3,526 $ 3,723 Interest Reserve from Commercial Loans and Investments 1,138 744 Tenant Contributions 707 733 Total Deferred Revenue $ 5,371 $ 5,200 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 six months ended June 30, 2024 is presented below. Type of Award Shares Outstanding at 1/1/2024 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 6/30/2024 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 237,375 100,391 (85,938) — (43,825) 208,003 Equity Classified - Three Year Vest Restricted Shares 216,357 107,191 (75,434) — (51,045) 197,069 Total Shares 453,732 207,582 (161,372) — (94,870) 405,072 |
Schedule of amounts recognized for stock-based compensation | Amounts recognized in the financial statements for stock-based compensation are as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Total Cost of Share-Based Plans Charged Against Income $ 750 $ 862 $ 2,137 $ 1,934 |
January 28, 2017 | |
STOCK-BASED COMPENSATION | |
Summary of performance share awards activity | A summary of the activity for these awards during the six months ended June 30, 2024 is presented below: Performance Shares With Market Conditions Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2024 237,375 $ 18.08 Granted 100,391 $ 15.28 Vested (85,938) $ 15.99 Expired — $ — Forfeited (43,825) $ 17.67 Non-Vested at June 30, 2024 208,003 $ 17.68 |
Three-Year Vesting | |
STOCK-BASED COMPENSATION | |
Summary of nonvested restricted stock award activity | A summary of the activity for these awards during the six months ended June 30, 2024 is presented below: Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2024 216,357 $ 19.07 Granted 107,191 $ 16.31 Vested (75,434) $ 17.80 Expired — $ — Forfeited (51,045) $ 18.77 Non-Vested at June 30, 2024 197,069 $ 18.12 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of Commitments | The Company has committed to fund the following capital improvements. The improvements, which are related to several properties, are estimated to be generally completed within twelve months. These commitments, as of June 30, 2024, are as follows (in thousands): As of June 30, 2024 Total Commitment (1) $ 16,472 Less Amount Funded (2,095) Remaining Commitment $ 14,377 (1) Commitment includes tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements. |
BUSINESS SEGMENT DATA (Tables)
BUSINESS SEGMENT DATA (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
BUSINESS SEGMENT DATA | |
Schedule of operations in different segments | Information about the Company’s operations in different segments for the three and six months ended June 30, 2024 and 2023 is as follows (in thousands): Three Months Ended Six Months Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Revenues: Income Properties $ 25,878 $ 22,758 $ 50,501 $ 45,190 Management Fee Income 1,131 1,102 2,236 2,200 Interest Income From Commercial Loans and Investments 1,441 1,056 2,792 1,851 Real Estate Operations 395 1,131 1,443 1,523 Total Revenues $ 28,845 $ 26,047 $ 56,972 $ 50,764 Operating Income: Income Properties $ 17,798 $ 16,088 $ 35,668 $ 31,367 Management Fee Income 1,131 1,102 2,236 2,200 Interest Income From Commercial Loans and Investments 1,441 1,056 2,792 1,851 Real Estate Operations 136 492 365 799 General and Corporate Expense (15,008) (14,156) (30,155) (28,199) Provision for Impairment (67) — (115) (479) Gain (Loss) on Disposition of Assets — 1,101 9,163 1,101 Total Operating Income $ 5,431 $ 5,683 $ 19,954 $ 8,640 Depreciation and Amortization: Income Properties $ 11,532 $ 10,816 $ 22,447 $ 21,118 Corporate and Other 17 13 33 27 Total Depreciation and Amortization $ 11,549 $ 10,829 $ 22,480 $ 21,145 Capital Expenditures: Income Properties $ 4,716 $ 81,550 $ 78,119 $ 89,323 Commercial Loans and Investments 455 1,366 7,030 17,427 Corporate and Other 6 226 15 251 Total Capital Expenditures $ 5,177 $ 83,142 $ 85,164 $ 107,001 Identifiable assets of each segment as of June 30, 2024 and December 31, 2023 are as follows (in thousands): As of June 30, 2024 December 31, 2023 Identifiable Assets: Income Properties $ 929,795 $ 887,345 Management Services 1,403 1,395 Commercial Loans and Investments 50,749 62,099 Real Estate Operations 1,236 2,343 Corporate and Other 26,585 36,486 Total Assets $ 1,009,768 $ 989,668 |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) $ in Thousands, ft² in Millions | 6 Months Ended | |
Jun. 30, 2024 USD ($) ft² a loan state property country | Dec. 31, 2023 USD ($) | |
Real Estate Properties | ||
Number of commercial loan investment | loan | 3 | |
Investment in Alpine Income Property Trust, Inc. | $ | $ 36,561 | $ 39,445 |
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | ||
Real Estate Properties | ||
Investment in Alpine Income Property Trust, Inc. | $ | $ 36,561 | $ 39,445 |
Investment ownership percentage (as a percent) | 15.80% | |
Conversion ratio on merger | 1 | |
Florida | ||
Real Estate Properties | ||
Number of states in which entity operates | country | 19 | |
Subsurface area of portfolio of mineral interests | a | 352,000 | |
Commercial | ||
Real Estate Properties | ||
Number of real estate properties | property | 20 | |
Number of states in which entity operates | state | 8 | |
Gross leasable space | ft² | 3.9 | |
Number of preferred equity investment | property | 1 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Segment Reporting (Details) | 6 Months Ended |
Jun. 30, 2024 segment | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Number of business segments | 4 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Real Estate (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Depreciation of real estate | $ 6.7 | $ 6.3 | $ 13.1 | $ 12.3 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 |
Restricted Cash | |||
Restricted Cash | $ 1,363 | $ 7,605 | $ 2,755 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) $ in Millions | 3 Months Ended | ||
Dec. 31, 2015 Transaction | Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | |
Accounts Receivable | |||
Number of closed land transactions | Transaction | 2 | ||
Allowance for doubtful accounts | $ 1.9 | $ 1.7 | |
Other Assets | |||
Accounts Receivable | |||
Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts | 4.3 | 4.6 | |
Accounts receivable related to real estate operations | 0.6 | 0.6 | |
Receivable from Golf operations for rounds surcharge | $ 0.1 | $ 0.1 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jan. 01, 2024 subsidiary | Jun. 30, 2024 USD ($) subsidiary | Dec. 31, 2023 subsidiary | |
Income Taxes | |||
Number of taxable REIT subsidiaries | subsidiary | 1 | 1 | 2 |
Reserves for uncertain income tax positions | $ | $ 0 |
INCOME PROPERTIES - Leasing Rev
INCOME PROPERTIES - Leasing Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Leasing Revenue | ||||
Lease Payments | $ 19,197 | $ 17,602 | $ 37,698 | $ 35,640 |
Variable Lease Payments | 6,681 | 5,156 | 12,803 | 9,550 |
Total Leasing Revenue | $ 25,878 | $ 22,758 | $ 50,501 | $ 45,190 |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income | Revenues | Revenues | Revenues | Revenues |
INCOME PROPERTIES - Minimum Fut
INCOME PROPERTIES - Minimum Future Base Rental Revenue on Non-cancelable Leases (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Minimum future base rental revenue on non-cancelable leases | |
Remainder of 2024 | $ 40,010 |
2025 | 75,985 |
2026 | 68,302 |
2027 | 57,281 |
2028 | 45,356 |
2029 | 32,141 |
2030 and Thereafter (Cumulative) | 89,058 |
Total | $ 408,133 |
INCOME PROPERTIES - Acquisition
INCOME PROPERTIES - Acquisitions (Details) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2024 USD ($) ft² property | Jun. 30, 2023 USD ($) ft² tenant property | Feb. 24, 2023 ft² | Mar. 03, 2022 USD ($) | |
Acquisitions of Income Properties | ||||
Aggregate acquisition cost including capitalized acquisition costs | $ 14,700 | |||
Weighted average amortization period of intangible assets | 6 years | |||
Face Value of Debt | $ 483,834 | |||
Fixed-Rate Mortgage Note | ||||
Acquisitions of Income Properties | ||||
Face Value of Debt | $ 17,800 | |||
Income Property, Vacant Land Parcel Adjacent West Broad Village, Richmond, Virginia | ||||
Acquisitions of Income Properties | ||||
Purchase Price | 1,500 | |||
2024 Acquisitions | ||||
Acquisitions of Income Properties | ||||
Aggregate acquisition cost including capitalized acquisition costs | 72,600 | |||
Land | 14,400 | |||
Buildings and improvements | 52,000 | |||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 11,200 | |||
Intangible liabilities for below market lease value | $ 5,000 | |||
Weighted average amortization period of intangible assets | 4 years 10 months 24 days | |||
Purchase Price | $ 72,500 | |||
2024 Acquisitions | Income Property Marketplace at Seminole Towne Center, Sanford, Florida | ||||
Acquisitions of Income Properties | ||||
Number of real estate properties | property | 1 | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 68,800 | |||
Property Square-Feet | ft² | 315,066 | |||
Purchase Price | $ 68,700 | |||
Percentage Leased at Acquisition | 98% | |||
Remaining Lease Term at Acquisition Date (in years) | 4 years 8 months 12 days | |||
2024 Acquisitions | Income Property Exchange at Gwinnett, Buford, Georgia | ||||
Acquisitions of Income Properties | ||||
Number of real estate properties | property | 1 | |||
Area of real estate property acquired | ft² | 4,000 | |||
Property Square-Feet | ft² | 28,100 | |||
Purchase Price | $ 2,300 | |||
Remaining Lease Term at Acquisition Date (in years) | 10 years | |||
2024 Acquisitions | Income Property, Multi-tenant, Rockwall, Texas and Income Property Exchange at Gwinnett, Buford, Georgia | ||||
Acquisitions of Income Properties | ||||
Number of real estate properties | property | 1 | |||
2023 Acquisitions | ||||
Acquisitions of Income Properties | ||||
Aggregate acquisition cost including capitalized acquisition costs | 76,000 | |||
Purchase Price | $ 75,900 | |||
2023 Acquisitions | Multi-tenant | ||||
Acquisitions of Income Properties | ||||
Number of tenant repurchase options | tenant | 1 | |||
2023 Acquisitions | Income Property, Multi-tenant, Rockwall, Texas | ||||
Acquisitions of Income Properties | ||||
Aggregate acquisition cost including capitalized acquisition costs | $ 61,300 | |||
Property Square-Feet | ft² | 446,500 | |||
Purchase Price | $ 61,200 | |||
Percentage Leased at Acquisition | 95% | |||
Remaining Lease Term at Acquisition Date (in years) | 4 years 2 months 12 days | |||
2023 Acquisitions | Income Property Exchange at Gwinnett, Buford, Georgia | ||||
Acquisitions of Income Properties | ||||
Number of real estate properties | property | 4 | |||
Property Square-Feet | ft² | 24,100 | 28,100 | ||
Purchase Price | $ 14,600 | |||
Number of tenant | tenant | 6 | |||
Remaining Lease Term at Acquisition Date (in years) | 9 years 10 months 24 days |
INCOME PROPERTIES - Disposition
INCOME PROPERTIES - Dispositions (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) property | |
2024 Dispositions | ||
Dispositions of Income Properties | ||
Sales price | $ 20 | |
Gain (Loss) on Sale | $ 4.6 | |
Number of real estate properties | property | 1 | |
2023 Dispositions, Income Properties | ||
Dispositions of Income Properties | ||
Number of real estate properties | property | 1 | |
2023 Dispositions, Income Properties | Income Property, Outparcel Corporation, Henderson, Nevada | Minimum | ||
Dispositions of Income Properties | ||
Sales price | $ 2.1 | |
2023 Dispositions, Income Properties | Income Property, Outparcel Corporation, Henderson, Nevada | Maximum | ||
Dispositions of Income Properties | ||
Sales price | $ 0.8 |
COMMERCIAL LOANS AND INVESTME_3
COMMERCIAL LOANS AND INVESTMENTS - Summary of Commercial Loan Investments (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |||||||||
Apr. 18, 2024 USD ($) | Feb. 02, 2024 USD ($) | Dec. 20, 2023 USD ($) | Mar. 01, 2023 USD ($) | Feb. 21, 2023 USD ($) | Apr. 07, 2022 USD ($) item | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Mar. 26, 2024 USD ($) location | Mar. 31, 2023 USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | $ 55,400 | $ 69,500 | |||||||||
Current Face Amount | 51,038 | 62,657 | |||||||||
Carrying Value before CECL | 50,833 | 62,476 | |||||||||
Carrying Value | 50,323 | 61,849 | |||||||||
CECL Reserve | (510) | (627) | |||||||||
Principal Payments Received on Commercial Loans and Investments | 18,517 | $ 986 | |||||||||
Mortgage Note - 4311 Maple Avenue, Dallas, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Remaining commitment | $ 0 | ||||||||||
Amount repaid by borrower | $ 400 | ||||||||||
Mortgage Note - Founders Square - Dallas, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | 15,000 | 15,000 | |||||||||
Current Face Amount | $ 15,000 | 15,000 | 15,000 | ||||||||
Carrying Value before CECL | $ 14,917 | $ 14,892 | |||||||||
Coupon Rate | 8.75% | 8.75% | 8.75% | ||||||||
Interest-only term (in years) | 3 years | ||||||||||
Origination fee (as percentage) | 1% | ||||||||||
Origination fee | $ 150 | ||||||||||
Promissory Note - Main Street - Daytona Beach, FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | $ 400 | $ 400 | |||||||||
Current Face Amount | 400 | 400 | |||||||||
Carrying Value before CECL | $ 400 | $ 400 | |||||||||
Coupon Rate | 7% | 7% | |||||||||
Mortgage Note - Sabal Pavilion - Tampa, FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | $ 15,400 | ||||||||||
Current Face Amount | $ 15,400 | 15,400 | |||||||||
Carrying Value before CECL | $ 15,393 | ||||||||||
Coupon Rate | 7.50% | 7.50% | |||||||||
Interest-only term (in years) | 6 months | ||||||||||
Discount on repayment of mortgage loan | $ 200 | $ 200 | |||||||||
Amount repaid by borrower | $ 15,200 | 15,200 | |||||||||
Construction Loan - Hypoluxo Project - Lake Worth, FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Number of outparcel locations | location | 7 | ||||||||||
Original Face Amount | $ 10,000 | ||||||||||
Interest rate (as a percent) | 11% | ||||||||||
Loan origination | 7,100 | ||||||||||
Remaining commitment | 2,900 | ||||||||||
Principal Payments Received on Commercial Loans and Investments | 1,500 | ||||||||||
Construction Loan - Hypoluxo - Atlanta, GA | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | 10,000 | ||||||||||
Current Face Amount | 5,638 | ||||||||||
Carrying Value before CECL | $ 5,555 | ||||||||||
Coupon Rate | 11% | ||||||||||
Construction Loan - The Exchange At Gwinnett - Buford, GA | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | $ 8,700 | ||||||||||
Current Face Amount | 1,857 | ||||||||||
Carrying Value before CECL | $ 1,854 | ||||||||||
Coupon Rate | 7.25% | ||||||||||
Loan origination | 2,200 | ||||||||||
Remaining commitment | 0 | ||||||||||
Amount repaid by borrower | $ 600 | ||||||||||
Construction Loan - The Exchange At Gwinnett - Buford, GA | Gwinnett project located in Buford, GA | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Loan origination | $ 0 | ||||||||||
Remaining commitment | 0 | ||||||||||
Amount repaid by borrower | $ 1,900 | ||||||||||
Preferred Investment - Watters Creek - Allen, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate | |||||||||||
Original Face Amount | 30,000 | $ 30,000 | |||||||||
Current Face Amount | $ 30,000 | 30,000 | 30,000 | ||||||||
Carrying Value before CECL | $ 29,961 | $ 29,937 | |||||||||
Coupon Rate | 8.50% | 9% | 8.75% | ||||||||
Origination fee | $ 150 | ||||||||||
Percentage of funding towards total investment (as a percent) | 23% | ||||||||||
Mortgage Loans On Real Estate, Extension Term, Number of Option | item | 2 | ||||||||||
Mortgage Loans On Real Estate, Extension Term | 1 year |
COMMERCIAL LOANS AND INVESTME_4
COMMERCIAL LOANS AND INVESTMENTS - Carrying Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounts, Notes, Loans and Financing Receivable | ||
Current Face Amount | $ 51,038 | $ 62,657 |
CECL Reserve | (510) | (627) |
Total Commercial Loan and Investments | 50,323 | 61,849 |
Commercial loan and master lease investments | ||
Accounts, Notes, Loans and Financing Receivable | ||
Current Face Amount | 51,038 | 62,657 |
Unaccreted Origination Fees | (205) | (181) |
CECL Reserve | (510) | (627) |
Total Commercial Loan and Investments | $ 50,323 | $ 61,849 |
MANAGEMENT SERVICES BUSINESS -
MANAGEMENT SERVICES BUSINESS - General Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 55 Months Ended | ||||||||
Nov. 26, 2019 USD ($) property shares | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Jun. 30, 2024 USD ($) shares | Dec. 12, 2023 USD ($) | Feb. 16, 2023 USD ($) | Oct. 26, 2021 USD ($) | |
Real Estate | |||||||||||||
Outstanding Principal | $ 483,834 | $ 483,834 | $ 483,834 | ||||||||||
Revenues | 28,845 | $ 26,047 | 56,972 | $ 50,764 | |||||||||
Investment in Alpine Income Property Trust, Inc. | 36,561 | 36,561 | $ 39,445 | $ 36,561 | |||||||||
Management Fee Income | |||||||||||||
Real Estate | |||||||||||||
Revenues | 1,131 | 1,102 | 2,236 | 2,200 | |||||||||
Management Fee Income | Portfolio Management Agreement | Maximum | |||||||||||||
Real Estate | |||||||||||||
Revenues | 100 | 100 | |||||||||||
Management Fee Income | Asset Management Agreement | Maximum | |||||||||||||
Real Estate | |||||||||||||
Revenues | $ 100 | $ 100 | |||||||||||
Alpine Income Property OP, LP Limited Partnership Units | |||||||||||||
Real Estate | |||||||||||||
Number of contributed properties | property | 5 | ||||||||||||
Aggregate of OP units | shares | 1,223,854 | ||||||||||||
Initial value | $ 23,300 | ||||||||||||
Share purchased | shares | 1,223,854 | ||||||||||||
Investment ownership percentage (as a percent) | 8.20% | 8.20% | 8.20% | ||||||||||
Investment in Alpine Income Property Trust, Inc. | $ 19,043 | $ 19,043 | 20,695 | $ 19,043 | |||||||||
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | |||||||||||||
Real Estate | |||||||||||||
Investment ownership percentage (as a percent) | 15.80% | 15.80% | 15.80% | ||||||||||
Investment in Alpine Income Property Trust, Inc. | $ 36,561 | $ 36,561 | 39,445 | $ 36,561 | |||||||||
Common Stock | |||||||||||||
Real Estate | |||||||||||||
Share purchased | shares | 421,053 | 16,983 | 129,271 | 155,665 | 8,088 | 1,125,797 | |||||||
Purchase price of shares | $ 8,000 | $ 300 | $ 2,100 | $ 2,700 | $ 100 | ||||||||
Investment ownership percentage (as a percent) | 7.60% | 7.60% | 7.60% | ||||||||||
Investment in Alpine Income Property Trust, Inc. | $ 17,518 | $ 17,518 | 18,750 | $ 17,518 | |||||||||
Private placement | |||||||||||||
Real Estate | |||||||||||||
Share purchased | shares | 394,737 | ||||||||||||
Purchase price of shares | $ 7,500 | ||||||||||||
Management Agreement PINE | |||||||||||||
Real Estate | |||||||||||||
Percentage of base management fee | 0.375% | ||||||||||||
Management fee (as a percent) | 1.50% | ||||||||||||
Percentage of cumulative annual hurdle rate | 8% | ||||||||||||
Amount of threshold incentive fee | $ 0 | ||||||||||||
Percentage of multiply factor | 15% | ||||||||||||
Management fee revenue earned | 1,000 | $ 1,100 | $ 2,100 | 2,200 | |||||||||
Dividends received | 600 | 1,300 | $ 1,200 | ||||||||||
Alpine | |||||||||||||
Real Estate | |||||||||||||
Number of properties sold | property | 15 | ||||||||||||
Aggregate cash consideration | $ 125,900 | ||||||||||||
Amount of shares authorized for purchase by the board | $ 0 | $ 0 | 0 | $ 0 | $ 2,000 | $ 2,100 | $ 5,000 | ||||||
Average price per share | $ / shares | $ 14.95 | $ 16.21 | $ 17.57 | $ 17.65 | |||||||||
Investee | Alpine Income Property Trust, Inc. | |||||||||||||
Real Estate | |||||||||||||
Incentive fee income | $ 0 |
MANAGEMENT SERVICES BUSINESS _2
MANAGEMENT SERVICES BUSINESS - Summary of Amounts Due (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Related Party [Member] | ||
Related Party Transaction | ||
Other receivables | $ 1,284 | $ 1,395 |
Investee | Alpine Income Property Trust, Inc. | ||
Related Party Transaction | ||
Other receivables | 1,284 | 1,395 |
Investee | Management Services Fee | Alpine Income Property Trust, Inc. | ||
Related Party Transaction | ||
Other receivables | 1,045 | 1,062 |
Investee | Dividend Receivable | Alpine Income Property Trust, Inc. | ||
Related Party Transaction | ||
Other receivables | 337 | 337 |
Investee | Other | Alpine Income Property Trust, Inc. | ||
Related Party Transaction | ||
Other liability | $ (98) | $ (4) |
REAL ESTATE OPERATIONS - Land a
REAL ESTATE OPERATIONS - Land and Development Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
REAL ESTATE OPERATIONS | ||
Land and Development Costs | $ 300 | $ 358 |
Subsurface Interests | 373 | |
Total Land and Development Costs | $ 300 | $ 731 |
REAL ESTATE OPERATIONS - Subsur
REAL ESTATE OPERATIONS - Subsurface Interests (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) a | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) a | Dec. 31, 2023 a | |
Surface land over subsurface interests | ||||
Subsurface interests | ||||
Area of land (in acres) | a | 352,000 | |||
Revenue recognized for cash payments for the release of surface entry rights | $ 0.1 | $ 0.2 | ||
Real Estate Operations | Subsurface Revenue, Land Sales | ||||
Subsurface interests | ||||
Area of land sold (in acres) | a | 604 | 3,016 | ||
Revenue from contract with customer, including assessed tax | $ 0.1 | 0 | $ 0.4 | |
Real Estate Operations | Surface land over subsurface interests | Subsurface Revenue, Land Sales | ||||
Subsurface interests | ||||
Revenue from contract with customer, including assessed tax | 5 | |||
Gain on Sale | $ 4.5 |
REAL ESTATE OPERATIONS - Mitiga
REAL ESTATE OPERATIONS - Mitigation Credits (Details) $ in Millions | 6 Months Ended | ||
Jun. 30, 2024 USD ($) item | Jun. 30, 2023 USD ($) item | Dec. 31, 2023 USD ($) | |
Mitigation Bank | |||
Real Estate Properties | |||
Mitigation credit and mitigation credit rights | $ 0.4 | $ 1 | |
Mitigation Credit Sales | Real Estate Operations | |||
Real Estate Properties | |||
Number of mitigation credits sold | item | 10.14 | 8.41 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 1.3 | $ 1 | |
Aggregate cost of sales | $ 0.3 | $ 0.3 |
INVESTMENT SECURITIES - General
INVESTMENT SECURITIES - General Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 9 Months Ended | 12 Months Ended | 55 Months Ended | |||
Nov. 26, 2019 | Jun. 30, 2024 | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2024 | Dec. 31, 2023 | |
Marketable Securities [Line Items] | |||||||
Investment in Alpine Income Property Trust, Inc. | $ 36,561 | $ 36,561 | $ 39,445 | ||||
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | |||||||
Marketable Securities [Line Items] | |||||||
Number of shares owned | 2,350,000 | 2,350,000 | |||||
Investment in Alpine Income Property Trust, Inc. | $ 36,561 | $ 36,561 | 39,445 | ||||
Investment ownership percentage (as a percent) | 15.80% | 15.80% | |||||
Common Stock | |||||||
Marketable Securities [Line Items] | |||||||
Share purchased | 421,053 | 16,983 | 129,271 | 155,665 | 8,088 | 1,125,797 | |
Investment in Alpine Income Property Trust, Inc. | $ 17,518 | $ 17,518 | 18,750 | ||||
Investment ownership percentage (as a percent) | 7.60% | 7.60% | |||||
Alpine Income Property OP, LP Limited Partnership Units | |||||||
Marketable Securities [Line Items] | |||||||
Share purchased | 1,223,854 | ||||||
Investment in Alpine Income Property Trust, Inc. | $ 19,043 | $ 19,043 | $ 20,695 | ||||
Investment ownership percentage (as a percent) | 8.20% | 8.20% |
INVESTMENT SECURITIES - Tabular
INVESTMENT SECURITIES - Tabular Disclosure (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | $ 43,990 | $ 43,735 |
Unrealized Losses in Investment Income | (7,429) | (4,290) |
Investment Securities | 36,561 | 39,445 |
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 43,990 | 43,735 |
Unrealized Losses in Investment Income | (7,429) | (4,290) |
Investment Securities | 36,561 | 39,445 |
Common Stock | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 20,737 | 20,482 |
Unrealized Losses in Investment Income | (3,219) | (1,732) |
Investment Securities | 17,518 | 18,750 |
Alpine Income Property OP, LP Limited Partnership Units | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 23,253 | 23,253 |
Unrealized Losses in Investment Income | (4,210) | (2,558) |
Investment Securities | $ 19,043 | $ 20,695 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
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 | $ 4,794 | $ 10,214 |
Restricted Cash | 1,363 | 7,605 |
Carrying Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loans and Investments | 50,323 | 61,849 |
Long-Term Debt | 482,661 | 495,370 |
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 | 4,794 | 10,214 |
Restricted Cash | 1,363 | 7,605 |
Estimated Fair Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loans and Investments | 52,704 | 63,261 |
Long-Term Debt | $ 466,301 | $ 473,807 |
FAIR VALUE OF FINANCIAL INSTR_4
FAIR VALUE OF FINANCIAL INSTRUMENTS - Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | $ 16,052 | $ 11,770 |
Investment Securities | 36,561 | 39,445 |
Recurring basis | ||
Fair value of assets | ||
Investment Securities | 36,561 | 39,445 |
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair value of assets | ||
Investment Securities | 36,561 | 39,445 |
Recurring basis | 2026 Term Loan One | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 3,365 | 2,813 |
Recurring basis | 2026 Term Loan One | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 3,365 | 2,813 |
Recurring basis | 2027 Term loan | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 7,125 | 5,759 |
Recurring basis | 2027 Term loan | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 7,125 | 5,759 |
Recurring basis | 2028 Term Loan | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 992 | (1,994) |
Recurring basis | 2028 Term Loan | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 992 | (1,994) |
Recurring basis | Credit Facility Interest Rate Swap | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 3,904 | 313 |
Recurring basis | Credit Facility Interest Rate Swap | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | $ 3,904 | $ 313 |
INTANGIBLE ASSETS AND LIABILI_3
INTANGIBLE ASSETS AND LIABILITIES - Components (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 154,109 | $ 146,753 |
Accumulated Amortization | (59,055) | (49,644) |
Total | 95,054 | 97,109 |
Intangible Lease Liabilities (Included in Accrued and Other Liabilities): | ||
Value of Below Market In-Place Leases | (19,373) | (14,848) |
Sub-total Intangible Lease Liabilities | (19,373) | (14,848) |
Accumulated Amortization | 5,952 | 4,407 |
Total | (13,421) | (10,441) |
Total Intangible Assets and Liabilities-Net | 81,633 | 86,668 |
Value of In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 96,388 | 90,246 |
Value of Above Market In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 30,993 | 31,533 |
Value of Intangible Leasing Costs | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 26,728 | $ 24,974 |
INTANGIBLE ASSETS AND LIABILI_4
INTANGIBLE ASSETS AND LIABILITIES - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
INTANGIBLE ASSETS AND LIABILITIES | ||||
Amortization Expense | $ 4,811 | $ 4,496 | $ 9,344 | $ 8,887 |
Accretion to Income Properties Revenue | 244 | 627 | 718 | 1,306 |
Net Amortization of Intangible Assets and Liabilities | $ 5,055 | $ 5,123 | $ 10,062 | $ 10,193 |
INTANGIBLE ASSETS AND LIABILI_5
INTANGIBLE ASSETS AND LIABILITIES - Summary of Estimated Amortization and Accretion (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Future Amortization Amount | ||
Total | $ 95,054 | $ 97,109 |
Future Accretion to Income Property Revenue | ||
Total | (13,421) | $ (10,441) |
Net Future Amortization of Intangible Assets and Liabilities | ||
Remainder of 2024 | 10,112 | |
2025 | 18,454 | |
2026 | 17,544 | |
2027 | 14,113 | |
2028 | 10,234 | |
2029 | 4,231 | |
2030 and Thereafter | 6,945 | |
Total | 81,633 | |
Future Amortization | ||
Future Amortization Amount | ||
Remainder of 2024 | 9,622 | |
2025 | 17,407 | |
2026 | 16,536 | |
2027 | 13,786 | |
2028 | 9,925 | |
2029 | 3,836 | |
2030 and Thereafter | 5,910 | |
Total | 77,022 | |
Future Accretion to Income Property Revenue | ||
Future Accretion to Income Property Revenue | ||
Remainder of 2024 | 490 | |
2025 | 1,047 | |
2026 | 1,008 | |
2027 | 327 | |
2028 | 309 | |
2029 | 395 | |
2030 and Thereafter | 1,035 | |
Total | $ 4,611 |
INTANGIBLE ASSETS AND LIABILI_6
INTANGIBLE ASSETS AND LIABILITIES - Weighted Average Amortization Period (Details) | 6 Months Ended |
Jun. 30, 2024 | |
INTANGIBLE ASSETS AND LIABILITIES | |
Weighted average amortization period of intangible assets | 6 years |
Weighted average amortization period of intangible liabilities | 5 years 8 months 12 days |
PROVISION FOR IMPAIRMENT (Detai
PROVISION FOR IMPAIRMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Apr. 18, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Impairment of Long-Lived Assets | |||||
Impairment Charges | $ 67 | $ 115 | $ 479 | ||
Mortgage Note - Sabal Pavilion - Tampa, FL | |||||
Impairment of Long-Lived Assets | |||||
Comprised charges related to the discount | $ 200 | 200 | |||
Income Properties | |||||
Impairment of Long-Lived Assets | |||||
Impairment Charges | $ 0 | $ 0 | 0 | 0 | |
Interest Income From Commercial Loans and Investments | |||||
Impairment of Long-Lived Assets | |||||
Impairment Charges | 100 | $ 500 | |||
Reduction allowance due to a net decrease in principle outstanding | 100 | ||||
Interest Income From Commercial Loans and Investments | Mortgage Note - Sabal Pavilion - Tampa, FL | |||||
Impairment of Long-Lived Assets | |||||
Comprised charges related to the discount | $ 200 |
OTHER ASSETS (Details)
OTHER ASSETS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Other Assets | ||
Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts | $ 4,331 | $ 4,568 |
Income Property Straight-line Rent Adjustment | 6,951 | 6,033 |
Income Property Leasing Commissions and Costs, Net | 6,175 | 4,943 |
Operating Leases - Right-of-Use Asset | 354 | 422 |
Golf Rounds Surcharge | 29 | 102 |
Cash Flow Hedge - Interest Rate Swap | 16,052 | 11,770 |
Infrastructure Reimbursement Receivables | 582 | 568 |
Prepaid Expenses, Deposits, and Other | 1,739 | 3,514 |
Financing Costs, Net of Accumulated Amortization | 1,349 | 1,638 |
Total Other Assets | $ 38,846 | $ 34,953 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position | Total Other Assets | Total Other Assets |
Allowance for doubtful accounts | $ 1,900 | $ 1,700 |
Related Party | ||
Other Assets | ||
Other receivables | $ 1,284 | $ 1,395 |
EQUITY - General Information (D
EQUITY - General Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |||||||||||
Apr. 11, 2024 | Apr. 09, 2024 | Apr. 04, 2024 | Dec. 05, 2022 | Jul. 06, 2021 | Jun. 28, 2021 | Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Oct. 28, 2022 | Oct. 11, 2022 | Apr. 30, 2021 | Apr. 01, 2021 | |
Class of Stock | |||||||||||||
Aggregate offering price | $ 500,000 | $ 350,000 | |||||||||||
Dividend rate (as a percent) | 6.375% | 6.375% | |||||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 | |||||||||||
Gross Proceeds | $ 32,996 | ||||||||||||
At Market Offering Program | |||||||||||||
Class of Stock | |||||||||||||
Authorized share value | $ 150,000 | ||||||||||||
Units issued | 961,261 | ||||||||||||
Gross proceeds from issuance of common stock | $ 21,100 | ||||||||||||
Total net proceeds | $ 20,800 | ||||||||||||
Shares issued during period, weighted-average price per share (in dollars per share) | $ 21.99 | ||||||||||||
Transaction fees | $ 300 | ||||||||||||
At Market Offering Program 2022 | |||||||||||||
Class of Stock | |||||||||||||
Authorized share value | $ 150,000 | ||||||||||||
Units issued | 374,817 | 604,765 | |||||||||||
Gross proceeds from issuance of common stock | $ 6,500 | $ 12,300 | |||||||||||
Total net proceeds | $ 6,400 | $ 12,100 | |||||||||||
Shares issued during period, weighted-average price per share (in dollars per share) | $ 17.43 | $ 20.29 | |||||||||||
Transaction fees | $ 100 | $ 200 | |||||||||||
Remaining authorized share value | $ 131,200 | ||||||||||||
Follow on Public Offering | |||||||||||||
Class of Stock | |||||||||||||
Share price (in dollars per share) | $ 25 | ||||||||||||
Units issued | 3,450,000 | 3,000,000 | |||||||||||
Dividend rate (as a percent) | 6.375% | ||||||||||||
Total net proceeds | $ 62,400 | $ 72,400 | |||||||||||
Preferred stock, redemption price per share | $ 25 | ||||||||||||
Preferred Stock, Capital Shares Reserved for Future Issuance | 1,500,000 | ||||||||||||
Follow on Public Offering | Series A preferred stock | |||||||||||||
Class of Stock | |||||||||||||
Units issued | 1,718,417 | ||||||||||||
Public Offering | |||||||||||||
Class of Stock | |||||||||||||
Shares issued price per share | $ 20 | ||||||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 25 | ||||||||||||
Gross Proceeds | $ 33,100 | ||||||||||||
Over-Allotment option | |||||||||||||
Class of Stock | |||||||||||||
Units issued | 450,000 | ||||||||||||
Underwriters Option Period to Exercise the Grant | 30 days | ||||||||||||
Over-Allotment option | Series A preferred stock | |||||||||||||
Class of Stock | |||||||||||||
Units issued | 218,417 | 218,417 | |||||||||||
Over-Allotment option | Maximum | |||||||||||||
Class of Stock | |||||||||||||
Preferred Stock, Capital Shares Reserved for Future Issuance | 225,000 |
EQUITY - Dividends (Details)
EQUITY - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Class of Stock | ||||
Dividends, Preferred Stock | $ 1,871 | $ 1,195 | $ 3,058 | $ 2,390 |
Series A preferred stock | ||||
Class of Stock | ||||
Dividends, Preferred Stock | $ 1,871 | $ 1,195 | $ 3,058 | $ 2,390 |
Cash dividends paid and declared (in dollars per share) | $ 0.40 | $ 0.40 | $ 0.80 | $ 0.80 |
Common Stock | ||||
Class of Stock | ||||
Dividends, Common Stock | $ 8,709 | $ 8,542 | $ 17,309 | $ 17,200 |
Cash dividends paid and declared (in dollars per share) | $ 0.38 | $ 0.38 | $ 0.76 | $ 0.76 |
COMMON STOCK AND EARNINGS PER_3
COMMON STOCK AND EARNINGS PER SHARE - Summary of Common Stock and Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
COMMON STOCK AND EARNINGS PER SHARE | ||||
Net Income (Loss) Attributable to Common Stockholders, Used in Basic EPS | $ (688) | $ 605 | $ 3,967 | $ (6,583) |
Net Income (Loss) Attributable to Common Stockholders, Used in Diluted EPS | $ (688) | $ 605 | $ 3,967 | $ (6,583) |
Weighted Average Shares Outstanding, Basic (in shares) | 22,787,252 | 22,482,957 | 22,669,246 | 22,593,280 |
Common Shares Applicable to Unvested Restricted Stock Using the Treasury Stock Method | 40,896 | 5,550 | ||
Common Shares Applicable to Dilutive Effect of 2025 Notes | 5,550 | |||
Weighted Average Shares Outstanding, Diluted (in shares) | 22,828,148 | 22,482,957 | 22,674,796 | 22,593,280 |
Per Share Information: | ||||
Basic Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.03) | $ 0.03 | $ 0.17 | $ (0.29) |
Diluted Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.03) | $ 0.03 | $ 0.17 | $ (0.29) |
COMMON STOCK AND EARNINGS PER_4
COMMON STOCK AND EARNINGS PER SHARE - Anti-dilutive Securities and Convertible Notes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Mar. 15, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||
Shares excluded from computation of diluted net income (loss) | 5,550 | |||||
Dilutive securities | 40,896 | 0 | ||||
Anti-dilutive securities (in shares) | 33,582 | |||||
3.875% Convertible Senior Notes due 2025 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | 3.875% | ||
2025 Notes | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||||||
Dilutive convertible securities excluded | $ 0.5 | $ 1.1 | $ 0.5 | $ 1.1 | ||
Shares excluded from computation of diluted net income (loss) | 3,600,000 | 3,300,000 | 3,600,000 | 3,300,000 |
SHARE REPURCHASES (Details)
SHARE REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 12, 2023 | Apr. 25, 2023 | Feb. 16, 2023 | Feb. 29, 2020 | |
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 10,000 | $ 10,000 | ||||||||||
Shares repurchased (in shares) | 0 | |||||||||||
Stock repurchased | $ 76 | $ 664 | $ 5,085 | |||||||||
Common Stock Repurchase Program, February 2020 | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 10,000 | |||||||||||
Shares repurchased (in shares) | 145,724 | 121,659 | 265,695 | |||||||||
Stock repurchased | $ 2,800 | $ 2,200 | $ 4,100 | |||||||||
Average share price (in dollars per share) | $ 19.15 | $ 18.16 | $ 15.43 | |||||||||
Common Stock Repurchase Program, February 2023 | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 5,000 | 5,000 | ||||||||||
Shares repurchased (in shares) | 303,354 | |||||||||||
Stock repurchased | $ 5,000 | |||||||||||
Average share price (in dollars per share) | $ 16.48 | |||||||||||
Remaining authorized repurchase amount | $ 0 | |||||||||||
Common Stock Repurchase Program, April 2023 | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 5,000 | $ 5,000 | ||||||||||
Shares repurchased (in shares) | 62,015 | |||||||||||
Average share price (in dollars per share) | $ 15.72 | |||||||||||
Common Stock Repurchase Program, April 2023 | Maximum | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchased | $ 1,000 | |||||||||||
Common Stock Repurchase Program, December 2023 | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 5,000 | |||||||||||
Shares repurchased (in shares) | 40,726 | |||||||||||
Stock repurchased | $ 700 | |||||||||||
Average share price (in dollars per share) | $ 16.28 | |||||||||||
Remaining authorized repurchase amount | $ 4,300 | |||||||||||
Series A Preferred Stock Repurchase Program, February 2023 | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchase program authorized amount | $ 3,000 | |||||||||||
Shares repurchased (in shares) | 746 | |||||||||||
Average share price (in dollars per share) | $ 18.82 | |||||||||||
Series A Preferred Stock Repurchase Program, February 2023 | Maximum | ||||||||||||
Stock Repurchases | ||||||||||||
Stock repurchased | $ 100 |
LONG-TERM DEBT - Outstanding In
LONG-TERM DEBT - Outstanding Indebtedness (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2024 | Dec. 31, 2023 | Nov. 05, 2021 | Mar. 10, 2021 | Mar. 15, 2020 | |
Long-term debt | |||||
Face Value of Debt | $ 483,834 | ||||
Weighted average fixed interest rate | 4.23% | ||||
Credit Facility | |||||
Long-term debt | |||||
Face Value of Debt | $ 150,000 | ||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | ||||
Debt Instrument, Variable Interest Rate, Type | us-gaap:SecuredOvernightFinancingRateSofrMember | ||||
Weighted average fixed interest rate | 5.07% | ||||
Credit Facility | Minimum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 1.25% | ||||
Credit Facility | Maximum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 2.20% | ||||
2026 Term Loan | |||||
Long-term debt | |||||
Face Value of Debt | $ 65,000 | $ 50,000 | |||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | ||||
Weighted average fixed interest rate | 2.87% | ||||
2026 Term Loan | Minimum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 1.25% | ||||
2026 Term Loan | Maximum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 2.20% | ||||
2027 Term loan | |||||
Long-term debt | |||||
Face Value of Debt | $ 100,000 | $ 100,000 | |||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | ||||
Weighted average fixed interest rate | 2.95% | ||||
2027 Term loan | Minimum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 1.25% | ||||
2027 Term loan | Maximum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 2.20% | ||||
2028 Term Loan | |||||
Long-term debt | |||||
Face Value of Debt | $ 100,000 | ||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | ||||
Weighted average fixed interest rate | 5.33% | ||||
2028 Term Loan | Minimum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 1.20% | ||||
2028 Term Loan | Maximum | |||||
Long-term debt | |||||
Margin added to variable rate basis (as a percent) | 2.15% | ||||
3.875% Convertible Senior Notes due 2025 | |||||
Long-term debt | |||||
Face Value of Debt | $ 51,034 | ||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | ||
Weighted average fixed interest rate | 3.88% | ||||
Mortgage Note Payable | |||||
Long-term debt | |||||
Face Value of Debt | $ 17,800 | ||||
Interest rate (as a percent) | 4.06% | ||||
Weighted average fixed interest rate | 4.06% |
LONG-TERM DEBT - Interest Rate
LONG-TERM DEBT - Interest Rate Swaps (Details) - Designated as a hedge - Interest Rate Swap $ in Thousands | Jun. 30, 2024 USD ($) |
Credit Facility | |
Derivative [Line Items] | |
Notional amount | $ 150,000 |
Derivative basis spread rate (as a percent) | 0.10% |
Credit Facility | Weighted Average | |
Derivative [Line Items] | |
Derivative fixed interest rate (as a percent) | 3.47% |
2026 Team Loans | |
Derivative [Line Items] | |
Notional amount | $ 65,000 |
Derivative basis spread rate (as a percent) | 0.10% |
2026 Team Loans | Weighted Average | |
Derivative [Line Items] | |
Derivative fixed interest rate (as a percent) | 1.27% |
2027 Term loan | |
Derivative [Line Items] | |
Notional amount | $ 100,000 |
Derivative fixed interest rate (as a percent) | 1.35% |
Derivative basis spread rate (as a percent) | 0.10% |
2028 Team Loans | |
Derivative [Line Items] | |
Notional amount | $ 100,000 |
Derivative basis spread rate (as a percent) | 0.10% |
2028 Team Loans | Weighted Average | |
Derivative [Line Items] | |
Derivative fixed interest rate (as a percent) | 3.78% |
LONG-TERM DEBT - Credit Facilit
LONG-TERM DEBT - Credit Facility (Details) - USD ($) $ in Thousands | 6 Months Ended | |||||||
Jun. 30, 2024 | Jun. 30, 2021 | Sep. 21, 2022 | Sep. 20, 2022 | Nov. 05, 2021 | Mar. 10, 2021 | Mar. 09, 2021 | Sep. 07, 2017 | |
Long-term debt | ||||||||
Outstanding Principal | $ 483,834 | |||||||
Credit Facility | ||||||||
Long-term debt | ||||||||
Extension term | 1 year | |||||||
Maximum borrowing capacity | $ 200,000 | |||||||
Maximum borrowing capacity, after possible increase | $ 300,000 | |||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||||
Debt Instrument, Variable Interest Rate, Type | us-gaap:SecuredOvernightFinancingRateSofrMember | |||||||
Unused portion of the borrowing capacity fee percentage condition | 50% | |||||||
Available borrowing capacity | $ 150,000 | |||||||
Amount outstanding | 150,000 | |||||||
Borrowing capacity | 300,000 | |||||||
Outstanding Principal | $ 150,000 | |||||||
Credit Facility | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
Commitment fee percentage on unused portion of the borrowing capacity | 0.15% | |||||||
Credit Facility | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||||
Commitment fee percentage on unused portion of the borrowing capacity | 0.25% | |||||||
New Term Loan | ||||||||
Long-term debt | ||||||||
Outstanding Principal | $ 100,000 | |||||||
Debt instrument face amount after accordion option | 750,000 | |||||||
Eighth Amendment to Revolving Credit Facility | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 300,000 | 210,000 | ||||||
Debt instrument face amount after accordion option | $ 500,000 | |||||||
Credit Revolver Amendment 2021 | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 210,000 | $ 200,000 | ||||||
Aggregate borrowing capacity, additional commitments | 300,000 | |||||||
2026 Term Loan | ||||||||
Long-term debt | ||||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||||
Proceeds from Lines of Credit | $ 15,000 | |||||||
Outstanding Principal | $ 65,000 | 50,000 | ||||||
Aggregate borrowing capacity, additional commitments | $ 65,000 | $ 150,000 | ||||||
2026 Term Loan | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
2026 Term Loan | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||||
2027 Term loan | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 400,000 | |||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||||
Outstanding Principal | $ 100,000 | $ 100,000 | ||||||
2027 Term loan | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
2027 Term loan | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% |
LONG-TERM DEBT - Mortgage Notes
LONG-TERM DEBT - Mortgage Notes Payable (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 03, 2022 |
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 483,834 | |
Fixed-Rate Mortgage Note | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 17,800 | |
Interest rate (as a percent) | 4.06% |
LONG-TERM DEBT - Convertible No
LONG-TERM DEBT - Convertible Notes (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||||||
Apr. 15, 2020 USD ($) $ / shares | Jan. 29, 2020 $ / shares | Jun. 30, 2024 USD ($) $ / shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2023 USD ($) | Feb. 16, 2023 USD ($) | Mar. 15, 2020 USD ($) | |
Long-term debt | ||||||||
Unamortized debt discount of notes | $ 125 | |||||||
Outstanding amount | $ 482,661 | $ 495,370 | ||||||
3.875% Convertible Senior Notes due 2025 | ||||||||
Long-term debt | ||||||||
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% | |||||
Outstanding amount | $ 50,909 | $ 50,830 | $ 75,000 | |||||
2025 Notes maturing on April 15, 2025 | ||||||||
Long-term debt | ||||||||
Debt instrument conversion ratio | 12.7910 | 70.0257 | ||||||
Threshold principal amount for adjusted conversion price | $ 1 | $ 1,000 | ||||||
Conversion price per share (in dollars per share) | $ / shares | $ 78.18 | $ 14.28 | ||||||
Repurchase of notes | $ 11,400 | $ 12,500 | ||||||
Unamortized debt discount of notes | 1,600 | 2,600 | ||||||
Loss on Extinguishment of Debt | $ 2,900 | $ 1,100 | ||||||
Premium initial conversion price | 20% | |||||||
Closing share price (in dollars per share) | $ / shares | $ 65.15 | |||||||
Sinking fund provided | $ 0 | |||||||
Dividend Declared and Paid - Common Stock (in dollars per share) | $ / shares | $ 0.13 | |||||||
2025 Notes Repurchase Program | Maximum | ||||||||
Long-term debt | ||||||||
Repurchase of notes | $ 4,740 | |||||||
Convertible Debt | 2025 Notes maturing on April 15, 2025 | ||||||||
Long-term debt | ||||||||
Threshold principal amount for adjusted conversion price | $ 1 | |||||||
Unamortized debt discount of notes | 100 | |||||||
Outstanding amount | $ 51,000 |
LONG-TERM DEBT - Components (De
LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Mar. 15, 2020 |
Long-term debt | |||
Long-term debt | $ 482,661 | $ 495,370 | |
Financing Costs, net of Accumulated Amortization | (1,048) | (1,260) | |
Credit Facility | |||
Long-term debt | |||
Long-term debt | 150,000 | 163,000 | |
2026 Term Loan | |||
Long-term debt | |||
Long-term debt | 65,000 | 65,000 | |
2027 Term loan | |||
Long-term debt | |||
Long-term debt | 100,000 | 100,000 | |
2028 Term Loan | |||
Long-term debt | |||
Long-term debt | 100,000 | 100,000 | |
3.875% Convertible Senior Notes due 2025 | |||
Long-term debt | |||
Long-term debt | $ 50,909 | $ 50,830 | $ 75,000 |
Interest rate (as a percent) | 3.875% | 3.875% | 3.875% |
Mortgage Note Payable | |||
Long-term debt | |||
Long-term debt | $ 17,800 | $ 17,800 | |
Interest rate (as a percent) | 4.06% |
LONG-TERM DEBT - Payments Appli
LONG-TERM DEBT - Payments Applicable to Reduction of Principal (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Payments applicable to reduction of principal amounts | |
2025 | $ 51,034 |
2026 | 82,800 |
2027 | 250,000 |
2028 | 100,000 |
Total Long-Term Debt - Face Value | $ 483,834 |
LONG-TERM DEBT - Carrying Value
LONG-TERM DEBT - Carrying Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
LONG-TERM DEBT | ||
Current Face Amount | $ 483,834 | |
Unamortized Discount on Convertible Debt | (125) | |
Financing Costs, net of Accumulated Amortization | (1,048) | $ (1,260) |
Total Long-Term Debt | $ 482,661 | $ 495,370 |
LONG-TERM DEBT - Financing Cost
LONG-TERM DEBT - Financing Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
LONG-TERM DEBT | ||
Deferred financing costs, net | $ 1,048 | $ 1,260 |
Financing Costs, Net of Accumulated Amortization | $ 1,349 | $ 1,638 |
LONG-TERM DEBT - Interest Expen
LONG-TERM DEBT - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
LONG-TERM DEBT | ||||
Interest expense | $ 5,307 | $ 4,930 | $ 10,540 | $ 9,282 |
Amortization of Deferred Financing Costs | 257 | 241 | 513 | 482 |
Amortization of Discount on Convertible Notes | 40 | 40 | 80 | 79 |
Total Interest Expense | 5,604 | 5,211 | 11,133 | 9,843 |
Total Interest Paid | $ 5,903 | $ 5,321 | $ 10,654 | $ 9,589 |
LONG-TERM DEBT - Capitalized In
LONG-TERM DEBT - Capitalized Interest (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Capitalized interest | ||||
Interest capitalized | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
INTEREST RATE SWAPS (Details)
INTEREST RATE SWAPS (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative [Line Items] | ||
Derivative Asset, Statement of Financial Position | Other Assets-See Note 11 | |
Derivative Liability, Statement of Financial Position | Accrued and Other Liabilities-See Note 17 | |
Interest Rate Swap | ||
Derivative [Line Items] | ||
Effectiveness of interest rate cash flow hedge (as a percent) | 100% | 100% |
Designated as a hedge | Interest Rate Swap | 2026 Term Loan | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 1.44% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 50,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (2,605) | |
Designated as a hedge | Interest Rate Swap | 2026 Term Loan One | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 0.70% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 15,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (963) | |
Designated as a hedge | Interest Rate Swap | 2026 Term Loan Two | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.80% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 40,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (203) | |
Designated as a hedge | Interest Rate Swap | 2027 Term loan | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 1.35% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 100,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (7,346) | |
Designated as a hedge | Interest Rate Swap | 2027 Term Loan One | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.75% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 60,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (221) | |
Designated as a hedge | Interest Rate Swap | 2028 Term Loan | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.78% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 50,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (621) | |
Designated as a hedge | Interest Rate Swap | 2028 Term Loan One | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.78% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 50,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (613) | |
Designated as a hedge | Interest Rate Swap | 2028 Term Loan Two | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.81% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 60,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (242) | |
Designated as a hedge | Interest Rate Swap | Credit Facility | ||
Derivative [Line Items] | ||
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 150,000 | |
Designated as a hedge | Interest Rate Swap | Credit Facility One | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.27% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 50,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (1,728) | |
Designated as a hedge | Interest Rate Swap | Credit Facility Two | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.26% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 33,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (1,160) | |
Designated as a hedge | Interest Rate Swap | Credit Facility Three | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.36% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 17,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (518) | |
Designated as a hedge | Interest Rate Swap | Credit Facility Four | ||
Derivative [Line Items] | ||
Derivative fixed interest rate (as a percent) | 3.85% | |
Derivative basis spread rate (as a percent) | 0.10% | |
Notional amount | $ 50,000 | |
Fair value of interest rate swap agreement to hedge cash flows, assets | $ (498) |
ACCRUED AND OTHER LIABILITIES -
ACCRUED AND OTHER LIABILITIES - Components (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
ACCRUED AND OTHER LIABILITIES | ||
Accrued Property Taxes | $ 5,153 | $ 2,090 |
Reserve for Tenant Improvements | 1,212 | 1,168 |
Tenant Security Deposits | 2,516 | 2,301 |
Accrued Construction Costs | 484 | 1,170 |
Accrued Interest | 734 | 773 |
Environmental Reserve | 47 | 54 |
Cash Flow Hedge - Interest Rate Swaps | 666 | 4,879 |
Operating Leases - Liability | 344 | 417 |
Other | 3,557 | 5,521 |
Total Accrued and Other Liabilities | $ 14,713 | $ 18,373 |
Operating Lease, Liability, Statement of Financial Position | Total Accrued and Other Liabilities | Total Accrued and Other Liabilities |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES - Reserve for Tenant Improvements (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Tenant Improvement Allowances and Leasing Commissions | $ 5.8 |
Income Property, Multi-tenant, Shops at Legacy, Plano, Texas | |
Payment of tenant improvement allowances and leasing commissions | 4.6 |
Remaining reserve for tenant improvements | $ 1.2 |
DEFERRED REVENUE (Details)
DEFERRED REVENUE (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
DEFERRED REVENUE | ||
Prepaid Rent | $ 3,526 | $ 3,723 |
Interest Reserve from Commercial Loans and Investments | 1,138 | 744 |
Tenant Contributions | 707 | 733 |
Total Deferred Revenue | $ 5,371 | $ 5,200 |
STOCK-BASED COMPENSATION - All
STOCK-BASED COMPENSATION - All Equity and Liability Classified Award Activity (Details) | 6 Months Ended |
Jun. 30, 2024 shares | |
Shares | |
Outstanding (in shares) | 453,732 |
Granted (in shares) | 207,582 |
Vested / Exercised (in shares) | (161,372) |
Forfeited (in shares) | (94,870) |
Outstanding (in shares) | 405,072 |
January 28, 2017 | Performance Shares | |
Shares | |
Nonvested (in shares) | 237,375 |
Granted (in shares) | 100,391 |
Vested / Exercised (in shares) | (85,938) |
Forfeited (in shares) | (43,825) |
Nonvested (in shares) | 208,003 |
Three-Year Vesting | Restricted Shares | |
Shares | |
Nonvested (in shares) | 216,357 |
Granted (in shares) | 107,191 |
Vested / Exercised (in shares) | (75,434) |
Forfeited (in shares) | (51,045) |
Nonvested (in shares) | 197,069 |
STOCK-BASED COMPENSATION - Reco
STOCK-BASED COMPENSATION - Recognized in Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
STOCK-BASED COMPENSATION | ||||
Total Cost of Share-Based Plans Charged Against Income | $ 750 | $ 862 | $ 2,137 | $ 1,934 |
STOCK-BASED COMPENSATION - Perf
STOCK-BASED COMPENSATION - Performance Share Awards - Peer Group Market Condition Vesting (Details) - Performance Shares - January 28, 2017 $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
STOCK-BASED COMPENSATION | |
Performance period | 3 years |
Shares | |
Nonvested (in shares) | shares | 237,375 |
Granted (in shares) | shares | 100,391 |
Vested (in shares) | shares | (85,938) |
Forfeited (in shares) | shares | (43,825) |
Nonvested (in shares) | shares | 208,003 |
Weighted Average Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 18.08 |
Granted (in dollars per share) | $ / shares | 15.28 |
Vested (in dollars per share) | $ / shares | 15.99 |
Forfeited (in dollars per share) | $ / shares | 17.67 |
Nonvested (in dollars per share) | $ / shares | $ 17.68 |
Compensation cost | |
Unrecognized compensation cost | $ | $ 2.3 |
Weighted average period of recognition of unrecognized compensation cost | 2 years |
Minimum | |
STOCK-BASED COMPENSATION | |
Vesting percentage | 0% |
Maximum | |
STOCK-BASED COMPENSATION | |
Vesting percentage | 150% |
STOCK-BASED COMPENSATION - Thre
STOCK-BASED COMPENSATION - Three Year Vest Restricted Shares (Details) - Three-Year Vesting - Restricted Shares $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Shares | |
Nonvested (in shares) | shares | 216,357 |
Granted (in shares) | shares | 107,191 |
Vested (in shares) | shares | (75,434) |
Forfeited (in shares) | shares | (51,045) |
Nonvested (in shares) | shares | 197,069 |
Weighted Average Fair Value | |
Nonvested (in dollars per share) | $ / shares | $ 19.07 |
Granted (in dollars per share) | $ / shares | 16.31 |
Vested (in dollars per share) | $ / shares | 17.80 |
Forfeited (in dollars per share) | $ / shares | 18.77 |
Nonvested (in dollars per share) | $ / shares | $ 18.12 |
Compensation cost | |
Unrecognized compensation cost | $ | $ 2.5 |
Weighted average period of recognition of unrecognized compensation cost | 1 year 10 months 24 days |
STOCK-BASED COMPENSATION - Non-
STOCK-BASED COMPENSATION - Non-Employee Director Stock Compensation (Details) - Share-based Payment Arrangement, Nonemployee - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
STOCK-BASED COMPENSATION | ||
Trailing Day On Behalf Of Company's Common Stock To Be Sell | 20 days | |
Annual award | $ 62,500 | $ 35,000 |
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 | $ 500,000 | $ 300,000 |
Expense recognized (in shares) | 29,014 | 17,203 |
Annual award received | $ 300,000 | $ 200,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jan. 01, 2024 subsidiary | Jun. 30, 2024 subsidiary | Dec. 31, 2023 subsidiary | Dec. 31, 2020 USD ($) | |
INCOME TAXES | ||||
Number of taxable REIT subsidiaries | subsidiary | 1 | 1 | 2 | |
Deferred tax benefit | $ | $ 82.5 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
COMMITMENTS AND CONTINGENCIES | |
Total Commitment | $ 16,472 |
Less Amount Funded | (2,095) |
Remaining Commitment | $ 14,377 |
BUSINESS SEGMENT DATA - Descrip
BUSINESS SEGMENT DATA - Description (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 segment loan | Jun. 30, 2023 | Dec. 31, 2023 | |
BUSINESS SEGMENT DATA | |||
Number of operating segment | segment | 4 | ||
Number of commercial loan investment | 3 | ||
Commercial Real Estate Portfolio Segment | |||
BUSINESS SEGMENT DATA | |||
Number of commercial loan investment | 3 | ||
Number of preferred equity investments | 1 | ||
Product concentration | Identifiable Assets | Income Properties | |||
BUSINESS SEGMENT DATA | |||
Percentage of total | 92.10% | 90% | |
Product concentration | Base Rent Revenues | Income Properties | |||
BUSINESS SEGMENT DATA | |||
Percentage of total | 88.60% | 89% |
BUSINESS SEGMENT DATA - Summary
BUSINESS SEGMENT DATA - Summary of Operations in Different Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
BUSINESS SEGMENT DATA | ||||
Total Revenues | $ 28,845 | $ 26,047 | $ 56,972 | $ 50,764 |
Provision for Impairment | (67) | (115) | (479) | |
Gain (Loss) on Disposition of Assets | 1,101 | 9,163 | 1,101 | |
Total Operating Income | 5,431 | 5,683 | 19,954 | 8,640 |
Depreciation and Amortization | 11,549 | 10,829 | 22,480 | 21,145 |
Capital Expenditures | 5,177 | 83,142 | 85,164 | 107,001 |
Operating Segments | ||||
BUSINESS SEGMENT DATA | ||||
Provision for Impairment | (67) | (115) | (479) | |
Gain (Loss) on Disposition of Assets | 1,101 | 9,163 | 1,101 | |
General and Corporate Expense | ||||
BUSINESS SEGMENT DATA | ||||
Total Operating Income | (15,008) | (14,156) | (30,155) | (28,199) |
Depreciation and Amortization | 17 | 13 | 33 | 27 |
Capital Expenditures | 6 | 226 | 15 | 251 |
Income Properties | ||||
BUSINESS SEGMENT DATA | ||||
Total Revenues | 25,878 | 22,758 | 50,501 | 45,190 |
Provision for Impairment | 0 | 0 | 0 | 0 |
Income Properties | Operating Segments | ||||
BUSINESS SEGMENT DATA | ||||
Total Operating Income | 17,798 | 16,088 | 35,668 | 31,367 |
Depreciation and Amortization | 11,532 | 10,816 | 22,447 | 21,118 |
Capital Expenditures | 4,716 | 81,550 | 78,119 | 89,323 |
Management Fee Income | ||||
BUSINESS SEGMENT DATA | ||||
Total Revenues | 1,131 | 1,102 | 2,236 | 2,200 |
Management Fee Income | Operating Segments | ||||
BUSINESS SEGMENT DATA | ||||
Total Operating Income | 1,131 | 1,102 | 2,236 | 2,200 |
Capital Expenditures | 0 | 0 | ||
Interest Income From Commercial Loans and Investments | ||||
BUSINESS SEGMENT DATA | ||||
Total Revenues | 1,441 | 1,056 | 2,792 | 1,851 |
Provision for Impairment | (100) | (500) | ||
Interest Income From Commercial Loans and Investments | Operating Segments | ||||
BUSINESS SEGMENT DATA | ||||
Total Operating Income | 1,441 | 1,056 | 2,792 | 1,851 |
Capital Expenditures | 455 | 1,366 | 7,030 | 17,427 |
Real Estate Operations | ||||
BUSINESS SEGMENT DATA | ||||
Total Revenues | 395 | 1,131 | 1,443 | 1,523 |
Real Estate Operations | Operating Segments | ||||
BUSINESS SEGMENT DATA | ||||
Total Operating Income | $ 136 | $ 492 | $ 365 | $ 799 |
BUSINESS SEGMENT DATA - Identif
BUSINESS SEGMENT DATA - Identifiable Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
BUSINESS SEGMENT DATA | ||
Total Assets | $ 1,009,768 | $ 989,668 |
Operating Segments | Income Properties | ||
BUSINESS SEGMENT DATA | ||
Total Assets | 929,795 | 887,345 |
Operating Segments | Management Services | ||
BUSINESS SEGMENT DATA | ||
Total Assets | 1,403 | 1,395 |
Operating Segments | Commercial Loans and Investments | ||
BUSINESS SEGMENT DATA | ||
Total Assets | 50,749 | 62,099 |
Operating Segments | Real Estate Operations | ||
BUSINESS SEGMENT DATA | ||
Total Assets | 1,236 | 2,343 |
Corporate and Other | ||
BUSINESS SEGMENT DATA | ||
Total Assets | $ 26,585 | $ 36,486 |