Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May 31, 2024 | Jul. 05, 2024 | |
Cover Page | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | May 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 000-08814 | |
Entity Registrant Name | PURE CYCLE CORPORATION | |
Entity Incorporation, State or Country Code | CO | |
Entity Tax Identification Number | 84-0705083 | |
Entity Address, Address Line One | 34501 E. Quincy Avenue, Bldg. 65, Suite A | |
Entity Address, City or Town | Watkins | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80137 | |
City Area Code | 303 | |
Local Phone Number | 292 – 3456 | |
Title of 12(b) Security | Common Stock 1/3 of $.01 par value | |
Trading Symbol | PCYO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 24,075,342 | |
Entity Central Index Key | 0000276720 | |
Current Fiscal Year End Date | --08-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2024 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | May 31, 2024 | Aug. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 20,360 | $ 26,012 |
Short term investments | 171 | |
Trade accounts receivable, net | 2,303 | 1,092 |
Land under development | 5,183 | 1,726 |
Income taxes receivable | 551 | |
Prepaid expenses and other assets | 580 | 346 |
Total current assets | 28,597 | 29,727 |
Restricted cash | 2,881 | 2,475 |
Investments in water and water systems, net | 59,078 | 57,798 |
Construction in progress | 4,243 | 5,457 |
Single-family rental units | 5,115 | 4,490 |
Land and mineral rights: | ||
Held for development | 3,714 | 4,652 |
Held for investment purposes | 451 | 451 |
Other assets | 1,167 | 1,359 |
Operating leases - right of use assets | 176 | 357 |
Total assets | 140,404 | 133,216 |
Current liabilities: | ||
Accounts payable | 3,311 | 1,960 |
Income taxes payable | 1,383 | |
Deferred lot sale revenues | 1,548 | 1,661 |
Deferred water sales revenues | 13 | 69 |
Debt, current portion | 34 | 31 |
Total current liabilities | 9,026 | 6,503 |
Debt, less current portion | 6,859 | 6,885 |
Deferred tax liability, net | 1,230 | 1,352 |
Lease obligations - operating leases, less current portion | 106 | 242 |
Total liabilities | 17,221 | 14,982 |
Commitments and contingencies | ||
SHAREHOLDERS' EQUITY: | ||
Series B preferred shares: par value $0.001 per share, 25 million authorized; 432,513 issued and outstanding (liquidation preference of $432,513) | ||
Common shares: par value 1/3 of $.01 per share, 40.0 million authorized; 24,075,342 and 24,078,720 outstanding, respectively | 80 | 80 |
Additional paid-in capital | 175,069 | 174,689 |
Accumulated deficit | (51,966) | (56,535) |
Total shareholders' equity | 123,183 | 118,234 |
Total liabilities and shareholders' equity | 140,404 | 133,216 |
Related Party | ||
Current liabilities: | ||
Accrued liabilities | 1,357 | 1,021 |
Nonrelated Party [Member] | ||
Current liabilities: | ||
Accrued liabilities | 1,380 | 1,761 |
Reimbursable public improvements and project management fees [Member] | Related Party | ||
Land and mineral rights: | ||
Notes receivable - related parties, including accrued interest: | 33,541 | 24,999 |
Other [Member] | Related Party | ||
Land and mineral rights: | ||
Notes receivable - related parties, including accrued interest: | $ 1,441 | $ 1,451 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | May 31, 2024 | Aug. 31, 2023 |
SHAREHOLDERS' EQUITY: | ||
Common stock, par value (in dollars per share) | $ 0.003 | $ 0.003 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares outstanding (in shares) | 24,075,342 | 24,078,720 |
Series B Preferred Stock [Member] | ||
SHAREHOLDERS' EQUITY: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 432,513 | 432,513 |
Preferred stock, shares outstanding (in shares) | 432,513 | 432,513 |
Liquidation preference | $ 432,513 | $ 432,513 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | |
Revenues: | ||||
Total revenues | $ 7,604 | $ 6,879 | $ 16,187 | $ 11,218 |
Cost of revenues: | ||||
Depletion and depreciation | 410 | 407 | 1,132 | 1,246 |
Other | 174 | 71 | 406 | 318 |
Total cost of revenues | 2,738 | 2,206 | 6,202 | 4,942 |
General and administrative expenses | 1,647 | 805 | 5,082 | 3,900 |
Depreciation | 151 | 111 | 447 | 348 |
Operating income | 3,068 | 3,757 | 4,456 | 2,028 |
Other income (expense): | ||||
Interest income - Investments | 279 | 281 | 873 | 727 |
Oil and gas royalty income, net | 392 | 44 | 479 | 227 |
Oil and gas lease income, net | 18 | 18 | 56 | 56 |
Interest expense, net | (109) | (52) | (328) | (149) |
Income from operations before income taxes | 3,852 | 4,419 | 6,813 | 4,987 |
Income tax expense | (1,027) | (1,124) | (1,805) | (1,344) |
Net income | $ 2,825 | $ 3,295 | $ 5,008 | $ 3,643 |
Earnings per common share - basic and diluted | ||||
Basic (in dollars per share) | $ 0.12 | $ 0.14 | $ 0.21 | $ 0.15 |
Diluted (in dollars per share) | $ 0.12 | $ 0.14 | $ 0.21 | $ 0.15 |
Weighted average common shares outstanding: | ||||
Weighted average common shares outstanding, Basic (in shares) | 24,087,170 | 24,054,843 | 24,085,578 | 24,021,582 |
Weighted average common shares outstanding, Diluted (in shares) | 24,143,039 | 24,166,344 | 24,146,361 | 24,131,621 |
Related Party | ||||
Other income (expense): | ||||
Other, net | $ 217 | $ 331 | $ 1,156 | $ 841 |
Nonrelated Party [Member] | ||||
Other income (expense): | ||||
Other, net | (13) | 40 | 121 | 1,257 |
Water Service Operations [Member] | ||||
Cost of revenues: | ||||
Expenses | 564 | 576 | 1,628 | 1,457 |
Metered Water Usage - Municipal Customers [Member] | ||||
Revenues: | ||||
Total revenues | 145 | 145 | 458 | 349 |
Metered Water Usage-Commercial Customers [Member] | ||||
Revenues: | ||||
Total revenues | 1,432 | 2,145 | 5,045 | 2,596 |
Wastewater Service Operations [Member] | ||||
Cost of revenues: | ||||
Expenses | 173 | 96 | 513 | 350 |
Wastewater Treatment Fees [Member] | ||||
Revenues: | ||||
Total revenues | 85 | 75 | 258 | 216 |
Land Development Construction Costs [Member] | ||||
Cost of revenues: | ||||
Expenses | 1,192 | 951 | 1,961 | 1,291 |
Water and Wastewater Tap Fees | ||||
Revenues: | ||||
Total revenues | 581 | 1,256 | 1,162 | 2,400 |
Lot Sales | ||||
Revenues: | ||||
Total revenues | 4,795 | 3,160 | 7,906 | 5,064 |
Project Management Fees - Recognized | ||||
Revenues: | ||||
Total revenues | 221 | 42 | 362 | 173 |
Single Family Rentals [Member] | ||||
Revenues: | ||||
Total revenues | 123 | 34 | 357 | 90 |
Cost of revenues: | ||||
Expenses | 71 | 24 | 161 | 53 |
Special Facility Projects and Other [Member] | ||||
Revenues: | ||||
Total revenues | 222 | 22 | 639 | 330 |
Project Management Costs [Member] | ||||
Cost of revenues: | ||||
Expenses | $ 154 | $ 81 | $ 401 | $ 227 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Aug. 31, 2022 | $ 80 | $ 174,150 | $ (61,234) | $ 112,996 | |
Balance (in shares) at Aug. 31, 2022 | 432,513 | 23,980,645 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock grants | 111 | $ 111 | |||
Restricted stock grants (in shares) | 56,000 | ||||
Stock option exercises (in shares) | 0 | ||||
Stock granted for services | 180 | $ 180 | |||
Stock granted for services (in shares) | 18,198 | ||||
Share-based compensation | 268 | 268 | |||
Net income | 3,643 | 3,643 | |||
Balance at May. 31, 2023 | $ 80 | 174,709 | (57,591) | 117,198 | |
Balance (in shares) at May. 31, 2023 | 432,513 | 24,054,843 | |||
Balance at Feb. 28, 2023 | $ 80 | 174,611 | (60,886) | $ 113,805 | |
Balance (in shares) at Feb. 28, 2023 | 432,513 | 24,054,843 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock option exercises (in shares) | 0 | ||||
Share-based compensation | 98 | $ 98 | |||
Net income | 3,295 | 3,295 | |||
Balance at May. 31, 2023 | $ 80 | 174,709 | (57,591) | 117,198 | |
Balance (in shares) at May. 31, 2023 | 432,513 | 24,054,843 | |||
Balance at Aug. 31, 2023 | $ 80 | 174,689 | (56,535) | 118,234 | |
Balance (in shares) at Aug. 31, 2023 | 432,513 | 24,078,720 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock grants | 37 | $ 37 | |||
Restricted stock grants (in shares) | 8,000 | ||||
Stock option exercises (in shares) | 13,978 | 13,978 | |||
Stock granted for services | 195 | $ 195 | |||
Stock granted for services (in shares) | 19,644 | ||||
Share-based compensation | 148 | 148 | |||
Repurchases of common stock | (439) | (439) | |||
Repurchases of common stock (in shares) | (45,000) | ||||
Net income | 5,008 | 5,008 | |||
Balance at May. 31, 2024 | $ 80 | 175,069 | (51,966) | 123,183 | |
Balance (in shares) at May. 31, 2024 | 432,513 | 24,075,342 | |||
Balance at Feb. 29, 2024 | $ 80 | 175,014 | (54,650) | $ 120,444 | |
Balance (in shares) at Feb. 29, 2024 | 432,513 | 24,088,734 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock option exercises (in shares) | 0 | ||||
Stock granted for services | 15 | $ 15 | |||
Stock granted for services (in shares) | 1,608 | ||||
Share-based compensation | 40 | 40 | |||
Repurchases of common stock | (141) | (141) | |||
Repurchases of common stock (in shares) | (15,000) | ||||
Net income | 2,825 | 2,825 | |||
Balance at May. 31, 2024 | $ 80 | $ 175,069 | $ (51,966) | $ 123,183 | |
Balance (in shares) at May. 31, 2024 | 432,513 | 24,075,342 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
May 31, 2024 | May 31, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 5,008 | $ 3,643 |
Adjustments to reconcile net income to net cash used by operating activities: | ||
Depreciation and depletion | 1,579 | 1,594 |
Trade accounts receivable | (1,211) | (246) |
Accounts payable and accrued liabilities | 1,353 | (788) |
Other assets and liabilities | 315 | 922 |
Share-based compensation expense | 380 | 559 |
Deferred income taxes | (122) | (202) |
Prepaid expenses | (234) | 75 |
Amortized discount on U.S. Treasury Bills | (256) | |
Deferred water sales revenue | (56) | (557) |
Land under development | (6,550) | (249) |
Deferred lot sale revenues | (113) | (800) |
Taxes payable / receivable | 1,934 | (2,720) |
Net cash used by operating activities | (793) | (2,970) |
Cash flows from investing activities: | ||
Maturity of held-to-maturity investments in U.S. Treasury Bills | 15,256 | |
Purchase of property and equipment | (409) | (275) |
Investments in future development phases at Sky Ranch | (1,994) | (937) |
Construction costs of single-family rentals | (291) | (3,471) |
Investments in water and water systems | (1,226) | (1,374) |
Payments on note receivable - related party, other | 100 | |
Purchase of held-to-maturity investments in U.S. Treasury Bills | (171) | (15,000) |
Net cash used in investing activities | (3,991) | (5,801) |
Cash flows from financing activities: | ||
Payments on notes payable | (23) | (8) |
Repurchases of common stock | (439) | |
Payments to contingent liability holders | (111) | |
Net cash used in financing activities | (462) | (119) |
Net change in cash, cash equivalents and restricted cash | (5,246) | (8,890) |
Cash, cash equivalents and restricted cash - beginning of period | 28,487 | 37,222 |
Cash, cash equivalents and restricted cash - end of period | 23,241 | 28,332 |
Cash and cash equivalents | 20,360 | 26,000 |
Restricted cash | 2,881 | 2,332 |
Total cash, cash equivalents and restricted cash | 23,241 | 28,332 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash paid for income taxes | 65 | 4,265 |
Cash paid for interest | 312 | 142 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Change in reimbursable public improvements included in accounts payable and accrued liabilities | 205 | 569 |
Change in investments in water and water systems included in accounts payable and accrued liabilities | 84 | 85 |
Issuance of stock for compensation | 211 | 111 |
Related Party | Sky Ranch CAB | ||
Adjustments to reconcile net income to net cash used by operating activities: | ||
Net activity for notes receivable - related party, reimbursable public improvements, other | (2,986) | (3,668) |
Related Party | Rangeview District [Member] | ||
Adjustments to reconcile net income to net cash used by operating activities: | ||
Net activity for notes receivable - related party, reimbursable public improvements, other | $ (90) | $ (277) |
PRESENTATION OF INTERIM INFORMA
PRESENTATION OF INTERIM INFORMATION | 9 Months Ended |
May 31, 2024 | |
PRESENTATION OF INTERIM INFORMATION | |
PRESENTATION OF INTERIM INFORMATION | NOTE 1 – PRESENTATION OF INTERIM INFORMATION The accompanying unaudited consolidated financial statements have been prepared by Pure Cycle Corporation (the “Company” or “Pure Cycle”) and include all adjustments that are of a normal recurring nature and are in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company as of and for the three and nine months ended May 31, 2024 and 2023. The August 31, 2023 balance sheet was derived from the Company’s audited consolidated financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. It is suggested the accompanying consolidated financial statements and notes be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2023 (“2023 Annual Report”) filed with the Securities and Exchange Commission (“SEC”) on November 15, 2023. The results of operations for interim periods presented are not necessarily indicative of the operating results expected for the full fiscal year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used to account for certain items such as revenue recognition, dollar amount of reimbursable costs and collectability of reimbursable costs, costs of revenue for lot sales, share-based compensation, and the useful lives and recoverability of long-lived assets. Actual results could differ from those estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses: Measurement of Credit Losses on Financial Instruments On September 1, 2023, the Company adopted the guidance on a modified retrospective basis. The Company has not restated comparative information for the three and nine months ended May 31, 2023, and, therefore, the comparative information for the three and nine months ended May 31, 2023, is reported under previous guidance and is not comparable to the information presented for the three and nine months ended May 31, 2024. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. Reclassifications The Company has reclassified certain prior year information to conform to the current year presentation. |
REIMBURSABLE PUBLIC IMPROVEMENT
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD | 9 Months Ended |
May 31, 2024 | |
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD | |
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD | NOTE 2 – REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD The Sky Ranch Community Authority Board (“Sky Ranch CAB”) and the Company’s agreements with the Sky Ranch CAB are described in greater detail in Notes 5 and 15 to the 2023 Annual Report. The notes receivable – related party, reimbursable public improvements and project management fees are due to the Company from the Sky Ranch CAB and reports the balances owed by the Sky Ranch CAB to Pure Cycle for public improvements paid for by Pure Cycle which are reimbursable from the Sky Ranch CAB and include project management fees related to the Company’s management of the construction of the public improvements, and interest accrued on the unpaid balances related to the ongoing development of the Sky Ranch master planned community (Sky Ranch). Pure Cycle has advanced funds to the Sky Ranch CAB for the cost of constructing certain public improvements at Sky Ranch which are the ultimate responsibility of the Sky Ranch CAB. During the three and nine months ended May 31, 2024, Pure Cycle spent $4.1 million and $7.6 million on public improvements which are payable by the Sky Ranch CAB to Pure Cycle. Since Pure Cycle believes the amounts are probable of collection, they have been added to the note receivable from the Sky Ranch CAB. Additionally, for the three and nine months ended May 31, 2024, project management fees of $0.2 million and $0.4 million and interest income on the outstanding note receivable of $0.2 million and $1.2 million were also added to the note receivable. During the three and nine months ended May 31, 2024, the Sky Ranch CAB paid Pure Cycle $0 and $0.3 million pursuant to the note. Pursuant to the agreements with the Sky Ranch CAB, any payments received are initially applied to interest. During the three and nine months ended May 31, 2023, Pure Cycle spent $2.6 million and $5.4 million on public improvements which are payable by the Sky Ranch CAB to Pure Cycle. Since Pure Cycle believes the amounts are probable of collection, they have been added to the note receivable from the Sky Ranch CAB. Additionally, for the three and nine months ended May 31, 2023, project management fees of less than $0.1 million and $0.2 million and interest income on the outstanding note receivable of $0.3 million and $0.8 million were also added to the note receivable. During the three and nine months ended May 31, 2023, the Sky Ranch CAB paid Pure Cycle $0.5 million and $0.5 million, respectively. Pursuant to the agreements with the Sky Ranch CAB, any payments received are initially applied to interest. The following table summarizes the activity and balances associated with the note receivable from the Sky Ranch CAB: Three Months Ended May 31, 2024 May 31, 2023 Beginning balance $ 28,915 $ 20,609 Additions 4,626 2,996 Payments received — (487) Ending balance $ 33,541 $ 23,118 Nine Months Ended May 31, 2024 May 31, 2023 Beginning balance $ 24,999 $ 17,208 Additions 8,828 6,397 Payments received (286) (487) Ending balance $ 33,541 $ 23,118 The note receivable from the Sky Ranch CAB accrues interest at 6% per annum. Public improvements which are not probable of reimbursement at the time of being incurred are considered contract fulfillment costs and are recorded as land development construction costs as incurred. If public improvement costs are deemed probable of collection, the costs are recognized as notes receivable - related party. The Company assesses the collectability of the note receivable from the Sky Ranch CAB, which includes reimbursable public improvements, project management fees and the related interest income, at each reporting period. The Sky Ranch CAB has an obligation to repay the Company, but the ability of the Sky Ranch CAB to do so before the contractual termination dates is dependent upon the establishment of a tax base or other fee generating activities sufficient to fund reimbursable costs incurred. |
REVENUES, FEES AND OTHER INCOME
REVENUES, FEES AND OTHER INCOME ITEMS | 9 Months Ended |
May 31, 2024 | |
REVENUES, FEES AND OTHER INCOME ITEMS | |
REVENUES, FEES AND OTHER INCOME ITEMS | NOTE 3 – REVENUES, FEES AND OTHER INCOME ITEMS The Company’s revenue is primarily generated from sales of water and wastewater taps, metered water and wastewater usage, the sale of lots to homebuilders, and rent collected from its single-family homes. Detailed descriptions of the policies related to revenue recognition are included in Note 2 to the 2023 Annual Report. The following describes significant components of revenue for the three and nine months ended May 31, 2024 and 2023. Water and wastewater tap fees Metered water and wastewater usage fees – Sale of finished lots 2024 Project management services Single-family rental revenue In November 2021, Pure Cycle began constructing and renting single-family homes on lots it retained at Sky Ranch. Pure Cycle began recognizing lease income related to these rental units in November 2021. Pure Cycle generally rents its single-family properties under non-cancelable one year lease agreements. Pure Cycle will begin construction on 17 additional rental homes in Phase 2B, all of which the Company believes will be available for rent in fiscal 2025. As of May 31, 2024, the Company had reserved 83 lots in Phases 2B, 2C and 2D of Sky Ranch for future rental units. When combined with the 14 units already built and rented, these additions will bring the total single-family rentals to 97. The Company expects to take approximately three Special facility projects and other revenue Pure Cycle receives fees from customers including municipalities and area water providers for contract operations services. These fees are recognized as earned, typically monthly, plus charges for additional work performed. Additionally, the Company performs certain construction activities at Sky Ranch. The activities performed include construction and maintenance services. The revenue for both types of services are invoiced and recognized as special facility projects revenue. For the three months ended May 31, 2024 and 2023, the Company recognized $0.2 million and less than $0.1 million of special facility projects and other revenue, an immaterial amount of which is from work performed for the Sky Ranch CAB, a related party. For the nine months ended May 31, 2024 and 2023, the Company recognized $0.6 million and $0.3 million of special facility projects and other revenue, an immaterial amount of which is from work performed for the Sky Ranch CAB, a related party. Deferred revenue Changes and balances of the Company’s deferred revenue accounts by segment are as follows: Three Months Ended May 31, 2024 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at February 29, 2024 $ 31 $ 2,605 $ 2,636 Revenue recognized (18) (4,881) (4,899) Revenue deferred - 3,824 3,824 Balance at May 31, 2024 $ 13 $ 1,548 $ 1,561 Three Months Ended May 31, 2023 Water and Wastewater Resource Development Land Development Total Balance at February 28, 2023 $ 533 $ 3,473 $ 4,006 Revenue recognized (520) (3,160) (3,680) Revenue deferred - 3,162 3,162 Balance at May 31, 2023 $ 13 $ 3,475 $ 3,488 Nine Months Ended May 31, 2024 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at August 31, 2023 $ 69 $ 1,661 $ 1,730 Revenue recognized (164) (8,058) (8,222) Revenue deferred 108 7,945 8,053 Balance at May 31, 2024 $ 13 $ 1,548 $ 1,561 Nine Months Ended May 31, 2023 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at August 31, 2022 $ 570 $ 4,275 $ 4,845 Revenue recognized (557) (5,057) (5,614) Revenue deferred - 4,257 4,257 Balance at May 31, 2023 $ 13 $ 3,475 $ 3,488 The Company receives deposits or pre-payments from oil and gas operators to reserve water for use in future well drilling and fracking operations. When the operators use the water, the Company recognizes the revenue for these payments in the metered water usage from the commercial customers’ line on the statement of income. The Company recognizes lot sales over time as construction activities progress and not necessarily when payment is received. For example, the Company may receive milestone payments before revenue can be recognized (i.e., prior to the Company completing cumulative progress which faithfully represents the transfer of goods and services to the customer) which results in the Company recording deferred revenue. The Company recognizes this revenue into income as construction activities progress, measured based on costs incurred compared to total estimated costs of the project, which management believes is a faithful representation of the transfer of goods and services to the customer. Revenue allocated to remaining performance obligations such as described above represents contracted revenue that has not yet been recognized, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
May 31, 2024 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 4 – FAIR VALUE MEASUREMENTS Fair value accounting guidance includes a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 inputs) and the lowest priority to unobservable inputs (Level 3 inputs). The carrying value for certain of the Company’s financial instruments (i.e., cash, restricted cash, short term investments, accounts receivable, accounts payable, accrued liabilities, the SFR Notes and the Lost Creek Note, each as defined in Note 6 below) materially approximate their fair value because of their short-term nature and generally negligible credit losses. As of May 31, 2024 and August 31, 2023, the Company had no assets or liabilities measured at fair value on a recurring basis. As of May 31, 2024 and August 31, 2023, the Company had one Level 3 asset (notes receivable – related party), for which the Company did not record any impairment charges. There were no transfers between Level 1, 2 or 3 categories during the three and nine months ended May 31, 2024 and 2023. |
WATER, LAND AND OTHER FIXED ASS
WATER, LAND AND OTHER FIXED ASSETS | 9 Months Ended |
May 31, 2024 | |
WATER, LAND AND OTHER FIXED ASSETS | |
WATER, LAND AND OTHER FIXED ASSETS | NOTE 5 – WATER, LAND AND OTHER FIXED ASSETS The Company’s water rights and current water and wastewater service agreements, including capitalized terms not defined herein, are more fully described in Note 4 to the 2023 Annual Report. Investment in Water and Water Systems The Company’s Investments in water and water systems consist of the following costs and accumulated depreciation and depletion: May 31, 2024 August 31, 2023 Accumulated Accumulated Depreciation Depreciation (In thousands) Costs and Depletion Costs and Depletion Rangeview water system $ 22,067 $ (3,378) $ 20,020 $ (2,813) Rangeview water supply 15,423 (19) 15,084 (18) Water supply – Other 7,588 (2,242) 7,612 (2,064) Sky Ranch water rights and other costs 7,764 (1,605) 7,764 (1,487) Sky Ranch pipeline 5,740 (1,319) 5,740 (1,175) Lost Creek water supply 7,357 — 7,328 — Fairgrounds water and water system 2,900 (1,569) 2,900 (1,503) Wild Pointe service rights 1,632 (1,261) 1,632 (1,222) Totals 70,471 (11,393) 68,080 (10,282) Net investments in water and water systems $ 59,078 $ 57,798 Construction in Progress The construction in progress account represents costs incurred on various construction projects currently underway that as of the balance sheet date have not been completed and placed into service. The construction in progress account consists primarily of costs incurred relating to water facilities and Sky Ranch infrastructure being constructed, which Pure Cycle anticipates will be placed in service during the next 12 months. During the three and nine months ended May 31, 2024, the Company incurred $0.4 million and $2.3 million of costs related to construction in Sky Ranch and water and wastewater construction projects. The Company capitalized $2.5 million and $3.7 million of costs as projects were completed and placed into service during the three and nine months ended May 31, 2024. Single-Family Rental Homes During the year ended August 31, 2023, the Company completed 11 additional rental homes to be used in the rental business. The Company began construction on one single-family detached unit in March 2022 which was completed in December 2022 and rented effective December 15, 2022. For the remaining 10 units, comprised of single-family detached houses and paired homes, construction began in the summer of 2022 and was completed during the fourth quarter of fiscal 2023. At May 31, 2024, the Company has reserved approximately 93 lots in Phase 2 of Sky Ranch (10 of which are in Phase 2A and completed) to build additional rental units. |
DEBT AND OTHER LONG-TERM OBLIGA
DEBT AND OTHER LONG-TERM OBLIGATIONS | 9 Months Ended |
May 31, 2024 | |
DEBT AND OTHER LONG-TERM OBLIGATIONS | |
DEBT AND OTHER LONG-TERM OBLIGATIONS | NOTE 6 – DEBT AND OTHER LONG-TERM OBLIGATIONS As of May 31, 2024, the outstanding principal and deferred financing costs of the Company’s loans are as follows: (In thousands) May 31, 2024 Single-Family Rental Home Note Payable $ 3,953 Lost Creek Note Payable 3,000 Total outstanding principal 6,953 Deferred financing costs (60) Less current maturities, net of current deferred financing costs (34) Debt, less current portion $ 6,859 As of May 31, 2024, the scheduled maturities (i.e., principal payments) of the Company’s loans are as follows: (In thousands) Scheduled principal payments Within 1 year $ 44 Year 2 383 Year 3 1,363 Year 4 319 Year 5 3,135 Thereafter 1,709 Total principal payments $ 6,953 SFR Note 1 On November 29, 2021, PCY Holdings, LLC, a wholly owned subsidiary of the Company, entered a Promissory Note (“SFR Note 1”) with its primary bank to reimburse amounts expended for the construction of the first three single-family rental units. The SFR Note 1 has the following terms: ● Floating per annum interest rate equal to the Western Edition of the “Wall Street Journal” Prime Rate plus 0.5% , which has a floor of 3.75% and a ceiling of 4.25% ( 4.25% as of May 31, 2024). In the event of default, the interest rate on the SFR Note would be increased by adding an additional 2.0% ● Maturity date of December 1, 2026 ● Six interest only payments from January 1, 2022 through June 1, 2022 ● Fifty-three principal and interest payments each month which began July 1, 2022 in the amount of $4,600 each ● Estimated final principal and interest balloon payment of $0.9 million payable on December 1, 2026 ● Secured by three single-family rental homes ● Required minimum debt service coverage ratio of 1.10 , measured annually based on audited financial statements (which the Company satisfied as of August 31, 2023), calculated as net operating income less distributions divided by required principal and interest payments, with net operating income defined as net income plus interest, depreciation, and amortization. SFR Note 2 On August 30, 2023, PCY Holdings, LLC, a wholly owned subsidiary of the Company, entered a Promissory Note (“SFR Note 2”) with its primary bank to reimburse amounts expended for the construction of the next 11 single-family rental homes. The SFR Note 2 has the following terms: ● Initial principal amount of $3.0 million ● An interest rate of 7.51% . In the event of default, the interest rate on the SFR Note 2 would be increased by adding an additional 5.0% ● Maturity date of August 30, 2028 ● Fifty-nine principal and interest payments each month beginning September 30, 2023 in the amount of $21,200 each ● Estimated final principal and interest balloon payment of $2.9 million payable on August 30, 2028 ● Secured by 11 single-family rental homes ● Required minimum EBITDA of $3.0 million, measured annually at each fiscal year end (which the Company satisfied as of August 31, 2023). Lost Creek Note On June 28, 2022, the Company entered a loan with its primary bank to fund the acquisition of 370 acre-feet of water rights the Company acquired on June 27, 2022, in the Lost Creek Designated Groundwater Basin area of Colorado (the “Lost Creek Note”). The Lost Creek Note has an original principal balance of $3.0 million, a ten-year maturity, monthly interest only payments averaging $12,000 per month for thirty-six months which began on July 28, 2022, twenty-four monthly principal and interest payments of $42,000 beginning on July 28, 2025, fifty-nine monthly principal and interest payments of $32,000 beginning on July 28, 2027, and a balloon payment of less than $0.8 million plus unpaid and accrued interest due on June 28, 2032. The Lost Creek Note has a thirty-year amortization period and a fixed per annum interest rate equal to 4.90%. The Lost Creek Note is secured by the Lost Creek Water rights acquired with the note and any fees derived from the use of the Lost Creek Water rights. The Lost Creek Note does not contain any financial covenants. Working Capital Line of Credit On January 31, 2024, the Company entered a Business Loan Agreement (“Working Capital LOC”) with its primary bank to provide a $5.0 million operating line of credit. The Working Capital LOC has a two-year maturity, monthly interest only payments if the line is drawn upon with unpaid principal and interest due at maturity, and a floating per annum interest rate equal to the Wall Street Journal Prime Rate (8.5% as of May 31, 2024), which has a floor of 5.00%. In the event of default, the interest rate on the Working Capital LOC would be increased by an additional 2.0%. As of May 31, 2024, the Company has not drawn on the Working Capital LOC. Letters of Credit At May 31, 2024, the Company has seven Irrevocable Letters of Credit (“LOCs”) outstanding. The LOCs are to guarantee the Company’s performance related to certain construction projects at Sky Ranch. The Company has the full intent and ability to perform on the contracts, after which, the LOC’s will expire at various dates from June 2024 through March 2025. As of May 31, 2024, the LOCs totaled $2.9 million, which are secured by cash balances maintained in restricted cash accounts at the Company’s bank, renew annually at various dates and have a 1% annual fee. |
EMPLOYEE STOCK PLANS
EMPLOYEE STOCK PLANS | 9 Months Ended |
May 31, 2024 | |
EMPLOYEE STOCK PLANS | |
EMPLOYEE STOCK PLANS | NOTE 7 – EMPLOYEE STOCK PLANS The Company reserved 2.0 million shares of common stock for issuance to employees and directors pursuant to the Company’s 2024 Equity Incentive Plan (the “2024 Equity Plan”). As of May 31, 2024 there were 1,998,392 shares available for grant under the 2024 Equity Plan. Prior to the effective date of the 2024 Equity Plan, the Company granted options and stock awards to eligible participants under its 2014 Equity Plan (the “2014 Equity Plan”), which expired on April 12, 2024. As of August 31, 2023 there were 964,378 shares available to grant under the 2014 Equity Plan. No additional awards may be granted pursuant to the 2014 Equity Plan as of May 31, 2024. The following table summarizes the combined stock option activity for the 2014 Equity Plan and 2024 Equity Plan for the periods noted: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Approximate Aggregate Intrinsic Value (in thousands) Outstanding at August 31, 2023 563,000 $ 9.15 5.5 $ 1,221 Granted — $ — Net settlement exercised (32,000) $ — Forfeited / Expired — $ — Outstanding at May 31, 2024 531,000 $ 9.36 4.9 $ 472 Options exercisable at May 31, 2024 472,000 $ 9.18 4.7 $ 465 Outstanding at August 31, 2022 712,500 $ 8.75 5.7 $ 1,489 Granted — $ — Net settlement exercised — $ — Forfeited / Expired — $ — Outstanding at May 31, 2023 712,500 $ 8.75 5.0 $ 1,226 During the nine months ended May 31, 2024, the Company had net settlement exercises of stock options, whereby the optionee did not pay cash for the options exercised but instead received the number of shares equal to the difference between the exercise price and the market price on the date of exercise. During the three months ended May 31, 2024, there were no net settlement exercises. During the nine months ended May 31, 2024, net settlement exercises resulted in 13,978 shares being issued and 18,022 options being cancelled in settlement of the shares issued. There were no options exercised during the three and nine months ended May 31, 2023. The following table summarizes the activity and value of non-vested options under the 2014 Equity Plan and 2024 Equity Plan for the periods presented: Number of Options Weighted Average Grant Date Fair Value Non-vested options outstanding at August 31, 2023 111,000 $ 4.43 Granted — $ — Vested (52,000) $ 4.41 Forfeited / Expired — $ — Non-vested options outstanding at May 31, 2024 59,000 $ 4.45 Non-vested options outstanding at August 31, 2022 232,998 $ 4.47 Granted — $ — Vested (101,998) $ 4.40 Forfeited — $ — Non-vested options outstanding at May 31, 2023 131,000 $ 4.54 All non-vested options are expected to vest. On May 22, 2024, the Company issued a non-employee Board member 1,608 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.33. There is no vesting requirement for the unrestricted stock grants. On January 17, 2024, the Company’s six non-employee Board members were each granted 3,006 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.98. There is no vesting requirement for the unrestricted stock grants. On September 19, 2023, the Company issued certain employees 8,000 shares of restricted stock. These shares vested 20% at the September 19, 2023 grant date, and 20% vest each anniversary of the grant date for four years. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company. On January 11, 2023, the Company’s six non-employee Board members were each granted 3,033 shares of unrestricted stock. The fair market value of the unrestricted shares for share-based compensation expense is equal to the closing price of the Company's common stock on the date of grant of $9.89. There is no vesting requirement for the unrestricted stock grants. Additionally, on January 11, 2023, the Company’s board awarded an executive officer 50,000 shares of restricted stock. Of which 10,000 shares fully vested in fiscal 2023 and the remaining 40,000 restricted stock unit awards were forfeited upon the executive officer’s departure. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company. On September 14, 2022, the Company issued certain employees 6,000 shares of restricted stock. These shares vested 20% at the September 14, 2022 grant date, and 20% vest each anniversary of the grant date for four years. The shares are eligible to vote and participate in any dividend or stock splits approved by the Company. For the three and nine months ended May 31, 2024, the Company recognized $0.1 million and $0.4 million of stock-based compensation expense. For the three and nine months ended May 31, 2023, the Company recognized $0.1 million and $0.6 million of stock-based compensation expense. At May 31, 2024, the Company had unrecognized compensation expenses totaling $0.2 million relating to non-vested options and restricted stock that are expected to vest. The weighted-average period over which these options are expected to vest is approximately two years. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
May 31, 2024 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 8 – RELATED PARTY TRANSACTIONS The Rangeview Metropolitan District The Rangeview Metropolitan District (“Rangeview District”) and the Company’s agreements with the Rangeview District are described in greater detail in Note 15 to the 2023 Annual Report. The Rangeview District and the Company have entered into two loan agreements. In 1995, the Company extended a loan to the Rangeview District for borrowings of up to $0.25 million, which is unsecured, and bears interest based on the prevailing prime rate Additionally, the Company provides funding to the Rangeview District for the Rangeview District’s participation in the “Wise Partnership.” The WISE Partnership and capitalized terms related to WISE not defined herein are defined in Note 8 to the 2023 Annual Report. During the three months ended May 31, 2024 and 2023, the Company, through the Rangeview District, received metered water deliveries of 32 acre-feet and 87 acre-feet of WISE water, paying $0.1 million and $0.2 million for this water. During the nine months ended May 31, 2024 and 2023, the Company, through the Rangeview District, received metered water deliveries of 98 acre-feet and 199 acre-feet of WISE water, paying $0.3 million and $0.4 million for this water. The cost of WISE water to the members is based on the water rates charged by Aurora Water and can be adjusted each January 1. As of January 1, 2024, WISE water was approximately $6.55 per thousand gallons and such rate will remain in effect through calendar 2024. Sky Ranch Community Authority Board The Sky Ranch CAB and the Company’s agreements with the Sky Ranch CAB are described in greater detail in Note 15 to the 2023 Annual Report. The Sky Ranch Districts and the Sky Ranch CAB are quasi-municipal corporations and political subdivisions of Colorado formed for the purpose of providing service to Sky Ranch. The Sky Ranch CAB was formed to, among other things, design, construct, finance, operate and maintain certain public improvements for the benefit of the property within the boundaries and/or service area of the Sky Ranch Districts. For the public improvements to be constructed and/or acquired, it is necessary for each Sky Ranch District, directly or through the Sky Ranch CAB, to be able to fund the improvements and pay its ongoing operations and maintenance expenses related to the provision of services that benefit the property. To fund these improvements, the Company and the Sky Ranch CAB entered into various funding agreements obligating the Company to advance funds to the Sky Ranch CAB for specified public improvements constructed from 2018 to 2024. All amounts owed under the agreements bear interest at a rate of 6% per annum. Any advances not paid or reimbursed by the Sky Ranch CAB by December 31, 2058 for the first phase and December 31, 2060 for the second phase shall be deemed forever discharged and satisfied in full. The Company has received cumulative, project-to-date payments of $35.8 million from the Sky Ranch CAB for payments on the note receivable including both principal and interest payments. As of May 31, 2024, the balance of the Company’s advances to the Sky Ranch CAB for improvements, including interest, net of reimbursements from the Sky Ranch CAB total $33.5 million. The advances have been used by the Sky Ranch CAB to pay for construction of public improvements. The Company submits specific costs for reimbursement to the Sky Ranch CAB that have been certified by an independent third-party. The Company anticipates providing additional funding of approximately $4.7 million for construction of public improvements to the Sky Ranch CAB during the remainder of fiscal 2024 related to Phase 2A, Phase 2B and Phase 2C of the Sky Ranch development. Payments from Sky Ranch CAB are made based on available cashflow from operations or from proceeds from the issuance of bonds. In fiscal 2022, through a competitive bidding process, the Sky Ranch CAB awarded the Company a contract to construct fencing around Phase 2A of the Sky Ranch Master Planned Community. The contracted bid price is $0.4 million, which is being recognized as revenue as the construction of the fence progresses. Through the same process, the Sky Ranch CAB awarded the Company in fiscal 2024, a contract to construct fencing around Phase 2B of the Sky Ranch Master Planned Community. The contracted bid price is $0.2 million, which is being recognized as revenue as the construction of the fence progresses. During the three months ended May 31, 2024 and 2023, the Company recognized $0.1 and less than $0.1 million of revenue related to these contracts. During the nine months ended May 31, 2024 and 2023, the Company recognized $0.2 million and $0.1 million of revenue related to these contracts. Nelson Pipeline Constructors LLC Through a competitive bidding process, the Sky Ranch CAB awarded Nelson Pipeline Constructors, LLC (“Nelson”), a contract to construct the wet utility pipelines in Phase 2A of Sky Ranch. During the three months ended May 31, 2024 and 2023, the Sky Ranch CAB paid Nelson $0 and $0.2 million related to this contract. During the nine months ended May 31, 2024 and 2023, the Sky Ranch CAB paid Nelson $0.1 million and $1.1 million related to this contract Nelson is majority owned by the chair of the Company’s Board of Directors. |
SIGNIFICANT CUSTOMERS
SIGNIFICANT CUSTOMERS | 9 Months Ended |
May 31, 2024 | |
SIGNIFICANT CUSTOMERS. | |
SIGNIFICANT CUSTOMERS | NOTE 9 – SIGNIFICANT CUSTOMERS The Company has significant customers in its operations. The tables below present the percentage of total revenue for the reported customers for the nine months ended May 31, 2024 and 2023. For water and wastewater customers, the Company provides services on behalf of the Rangeview District for which the significant end users include Sky Ranch CAB and two oil & gas operators. The home builders at Sky Ranch account for lot purchase revenue but also for water and wastewater tap fee revenues. Nine Months Ended % of Total Revenue Generated From: May 31, 2024 May 31, 2023 Two oil & gas operators 30 % 20 % Lennar 24 % 17 % KB Home 12 % 12 % Challenger 10 % 17 % Sky Ranch CAB 7 % 3 % Melody (DR Horton) 6 % - % As of May 31, 2024, 83% of the reported trade accounts receivable balance is owed to Pure Cycle by the Rangeview District for tap fees, water usage and wastewater treatment fees. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 9 Months Ended |
May 31, 2024 | |
ACCRUED LIABILITIES. | |
ACCRUED LIABILITIES | NOTE 10 – ACCRUED LIABILITIES (In thousands) May 31, 2024 August 31, 2023 Accrued compensation $ 841 $ 985 Other operating payables 389 406 Property taxes 36 148 Operating lease obligation, current 71 118 Professional fees — 70 Rental deposits 43 34 Total accrued liabilities $ 1,380 $ 1,761 Land development costs due to the Sky Ranch CAB $ 1,067 $ 727 Due to Rangeview Metropolitan District 290 294 Total accrued liabilities - related parties $ 1,357 $ 1,021 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
May 31, 2024 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | NOTE 11 – SEGMENT INFORMATION The Company reports two operating segments which meet segment disclosure requirements, the water and wastewater resource development segment and the land development segment. The single-family rentals, although not currently material to operations and not a required segment disclosure, is presented within the operating segment information below for informational purposes. The water and wastewater resource development segment includes providing water and wastewater services to customers, which water is provided by the Company using water rights owned or controlled by the Company, and developing, operating, and maintaining infrastructure to divert, treat and distribute that water and collect, treat and reuse reclaimed wastewater. The land development segment includes all activities necessary to develop and sell finished lots, which for the three and nine months ended May 31, 2024 and 2023, was done exclusively at the Company’s Sky Ranch Master Planned Community. The single-family rental business includes the monthly rental fees received from the renters under the non-cancellable annual leases. The tables below present the measure of profit and assets used to assess the performance of the two required segments and the single-family rentals that the Company believes will become a segment for the periods presented: Three Months Ended May 31, 2024 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 2,465 $ 5,016 $ 123 $ 7,604 Cost of revenue 911 1,346 71 2,328 Depreciation and depletion 410 — — 410 Total cost of revenue 1,321 1,346 71 2,738 Segment profit $ 1,144 $ 3,670 $ 52 $ 4,866 Three Months Ended May 31, 2023 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 3,643 $ 3,202 $ 34 $ 6,879 Cost of revenue 743 1,032 24 1,799 Depreciation and depletion 407 — — 407 Total cost of revenue 1,150 1,032 24 2,206 Segment profit $ 2,493 $ 2,170 $ 10 $ 4,673 Nine Months Ended May 31, 2024 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 7,562 $ 8,268 $ 357 $ 16,187 Cost of revenue 2,547 2,362 161 5,070 Depreciation and depletion 1,132 — — 1,132 Total cost of revenue 3,679 2,362 161 6,202 Segment (loss) profit $ 3,883 $ 5,906 $ 196 $ 9,985 Nine Months Ended May 31, 2023 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 5,891 $ 5,237 $ 90 $ 11,218 Cost of revenue 2,125 1,518 53 3,696 Depreciation and depletion 1,246 — — 1,246 Total cost of revenue 3,371 1,518 53 4,942 Segment profit $ 2,520 $ 3,719 $ 37 $ 6,276 The following table summarizes the Company’s total assets by segment. The assets consist of water rights and water and wastewater systems in the Company’s water and wastewater resource development segment; land, land development costs and deposits in the Company’s land development segment; and the cost of the homes in the single-family rental line. The Company’s other assets (Corporate) primarily consist of cash, short term investments, restricted cash, equipment, and related party notes receivable. Related party notes receivable were not previously presented as Corporate assets and the totals listed as of August 31, 2023 have been updated to reflect the Company’s new presentation. (In thousands) May 31, 2024 August 31, 2023 Water and wastewater resource development $ 64,217 $ 63,129 Land development 11,043 7,710 Single-family rental 5,257 5,128 Corporate 59,887 57,249 Total assets $ 140,404 $ 133,216 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
May 31, 2024 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 12 – EARNINGS PER SHARE Earnings per share (“EPS”) is calculated by dividing net income attributable to common shareholders by the weighted-average shares of common stock outstanding during the period. Certain outstanding options are excluded from the diluted EPS calculation because they are anti-dilutive (i.e., their assumed conversion into common stock would increase rather than decrease EPS). For the three months ended May 31, 2024 and 2023, the Company excluded 475,130 options and 600,999 options because their impact was anti-dilutive. For the nine months ended May 31, 2024 and 2023, the Company excluded 470,217 options and 602,461 options because their impact was anti-dilutive. Three Months Ended Nine Months Ended (In thousands, except share and per share amounts) May 31, 2024 May 31, 2023 May 31, 2024 May 31, 2023 Net income $ 2,825 $ 3,295 $ 5,008 $ 3,643 Basic weighted average common shares 24,087,170 24,054,843 24,085,578 24,021,582 Effect of dilutive securities 55,869 111,501 60,783 110,039 Weighted average shares applicable to diluted earnings per share 24,143,039 24,166,344 24,146,361 24,131,621 Earnings per share - basic $ 0.12 $ 0.14 $ 0.21 $ 0.15 Earnings per share - diluted $ 0.12 $ 0.14 $ 0.21 $ 0.15 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
May 31, 2024 | |
INCOME TAXES | |
INCOME TAXES | NOTE 13 – INCOME TAXES The income tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items. As of May 31, 2024, the Company is estimating an annual effective tax rate of approximately 25%. Each quarter, the estimate of the annual effective tax rate is updated, and if the estimated effective tax rate changes, a cumulative adjustment is made. There is a potential for volatility of the effective tax rate due to various factors. The provision for income taxes is recorded at the end of each interim period based on the Company’s best estimate of its effective income tax rate expected to be applicable for the full fiscal year considering any items requiring discrete recognition. The effective income tax rate for the three and nine months ended May 31, 2024, was impacted by adjustments related to reconciling items between the Company’s books and tax returns. |
PRESENTATION OF INTERIM INFOR_2
PRESENTATION OF INTERIM INFORMATION (Policies) | 9 Months Ended |
May 31, 2024 | |
PRESENTATION OF INTERIM INFORMATION | |
Basis of Presentation | The accompanying unaudited consolidated financial statements have been prepared by Pure Cycle Corporation (the “Company” or “Pure Cycle”) and include all adjustments that are of a normal recurring nature and are in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company as of and for the three and nine months ended May 31, 2024 and 2023. The August 31, 2023 balance sheet was derived from the Company’s audited consolidated financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. It is suggested the accompanying consolidated financial statements and notes be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2023 (“2023 Annual Report”) filed with the Securities and Exchange Commission (“SEC”) on November 15, 2023. The results of operations for interim periods presented are not necessarily indicative of the operating results expected for the full fiscal year. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used to account for certain items such as revenue recognition, dollar amount of reimbursable costs and collectability of reimbursable costs, costs of revenue for lot sales, share-based compensation, and the useful lives and recoverability of long-lived assets. Actual results could differ from those estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses: Measurement of Credit Losses on Financial Instruments On September 1, 2023, the Company adopted the guidance on a modified retrospective basis. The Company has not restated comparative information for the three and nine months ended May 31, 2023, and, therefore, the comparative information for the three and nine months ended May 31, 2023, is reported under previous guidance and is not comparable to the information presented for the three and nine months ended May 31, 2024. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. |
Reclassifications | Reclassifications The Company has reclassified certain prior year information to conform to the current year presentation. |
REIMBURSABLE PUBLIC IMPROVEME_2
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD (Tables) | 9 Months Ended |
May 31, 2024 | |
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD | |
Summary of activity and balances associated with note receivable | Three Months Ended May 31, 2024 May 31, 2023 Beginning balance $ 28,915 $ 20,609 Additions 4,626 2,996 Payments received — (487) Ending balance $ 33,541 $ 23,118 Nine Months Ended May 31, 2024 May 31, 2023 Beginning balance $ 24,999 $ 17,208 Additions 8,828 6,397 Payments received (286) (487) Ending balance $ 33,541 $ 23,118 |
REVENUES, FEES AND OTHER INCO_2
REVENUES, FEES AND OTHER INCOME ITEMS (Tables) | 9 Months Ended |
May 31, 2024 | |
REVENUES, FEES AND OTHER INCOME ITEMS | |
Deferred Revenue and Changes in Deferred Revenue | Three Months Ended May 31, 2024 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at February 29, 2024 $ 31 $ 2,605 $ 2,636 Revenue recognized (18) (4,881) (4,899) Revenue deferred - 3,824 3,824 Balance at May 31, 2024 $ 13 $ 1,548 $ 1,561 Three Months Ended May 31, 2023 Water and Wastewater Resource Development Land Development Total Balance at February 28, 2023 $ 533 $ 3,473 $ 4,006 Revenue recognized (520) (3,160) (3,680) Revenue deferred - 3,162 3,162 Balance at May 31, 2023 $ 13 $ 3,475 $ 3,488 Nine Months Ended May 31, 2024 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at August 31, 2023 $ 69 $ 1,661 $ 1,730 Revenue recognized (164) (8,058) (8,222) Revenue deferred 108 7,945 8,053 Balance at May 31, 2024 $ 13 $ 1,548 $ 1,561 Nine Months Ended May 31, 2023 (In thousands) Water and Wastewater Resource Development Land Development Total Balance at August 31, 2022 $ 570 $ 4,275 $ 4,845 Revenue recognized (557) (5,057) (5,614) Revenue deferred - 4,257 4,257 Balance at May 31, 2023 $ 13 $ 3,475 $ 3,488 |
WATER, LAND AND OTHER FIXED A_2
WATER, LAND AND OTHER FIXED ASSETS (Tables) | 9 Months Ended |
May 31, 2024 | |
WATER, LAND AND OTHER FIXED ASSETS | |
Investments in Water and Water Systems | May 31, 2024 August 31, 2023 Accumulated Accumulated Depreciation Depreciation (In thousands) Costs and Depletion Costs and Depletion Rangeview water system $ 22,067 $ (3,378) $ 20,020 $ (2,813) Rangeview water supply 15,423 (19) 15,084 (18) Water supply – Other 7,588 (2,242) 7,612 (2,064) Sky Ranch water rights and other costs 7,764 (1,605) 7,764 (1,487) Sky Ranch pipeline 5,740 (1,319) 5,740 (1,175) Lost Creek water supply 7,357 — 7,328 — Fairgrounds water and water system 2,900 (1,569) 2,900 (1,503) Wild Pointe service rights 1,632 (1,261) 1,632 (1,222) Totals 70,471 (11,393) 68,080 (10,282) Net investments in water and water systems $ 59,078 $ 57,798 |
DEBT AND OTHER LONG-TERM OBLI_2
DEBT AND OTHER LONG-TERM OBLIGATIONS (Tables) | 9 Months Ended |
May 31, 2024 | |
DEBT AND OTHER LONG-TERM OBLIGATIONS | |
Schedule of long-term debt | (In thousands) May 31, 2024 Single-Family Rental Home Note Payable $ 3,953 Lost Creek Note Payable 3,000 Total outstanding principal 6,953 Deferred financing costs (60) Less current maturities, net of current deferred financing costs (34) Debt, less current portion $ 6,859 |
Schedule of maturities of notes payable | (In thousands) Scheduled principal payments Within 1 year $ 44 Year 2 383 Year 3 1,363 Year 4 319 Year 5 3,135 Thereafter 1,709 Total principal payments $ 6,953 |
EMPLOYEE STOCK PLANS (Tables)
EMPLOYEE STOCK PLANS (Tables) | 9 Months Ended |
May 31, 2024 | |
EMPLOYEE STOCK PLANS | |
Stock Option Activity | Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Approximate Aggregate Intrinsic Value (in thousands) Outstanding at August 31, 2023 563,000 $ 9.15 5.5 $ 1,221 Granted — $ — Net settlement exercised (32,000) $ — Forfeited / Expired — $ — Outstanding at May 31, 2024 531,000 $ 9.36 4.9 $ 472 Options exercisable at May 31, 2024 472,000 $ 9.18 4.7 $ 465 Outstanding at August 31, 2022 712,500 $ 8.75 5.7 $ 1,489 Granted — $ — Net settlement exercised — $ — Forfeited / Expired — $ — Outstanding at May 31, 2023 712,500 $ 8.75 5.0 $ 1,226 |
Non-Vested Options | Number of Options Weighted Average Grant Date Fair Value Non-vested options outstanding at August 31, 2023 111,000 $ 4.43 Granted — $ — Vested (52,000) $ 4.41 Forfeited / Expired — $ — Non-vested options outstanding at May 31, 2024 59,000 $ 4.45 Non-vested options outstanding at August 31, 2022 232,998 $ 4.47 Granted — $ — Vested (101,998) $ 4.40 Forfeited — $ — Non-vested options outstanding at May 31, 2023 131,000 $ 4.54 |
SIGNIFICANT CUSTOMERS (Tables)
SIGNIFICANT CUSTOMERS (Tables) | 9 Months Ended |
May 31, 2024 | |
SIGNIFICANT CUSTOMERS. | |
Significant Customers | Nine Months Ended % of Total Revenue Generated From: May 31, 2024 May 31, 2023 Two oil & gas operators 30 % 20 % Lennar 24 % 17 % KB Home 12 % 12 % Challenger 10 % 17 % Sky Ranch CAB 7 % 3 % Melody (DR Horton) 6 % - % |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 9 Months Ended |
May 31, 2024 | |
ACCRUED LIABILITIES. | |
Accrued Liabilities | (In thousands) May 31, 2024 August 31, 2023 Accrued compensation $ 841 $ 985 Other operating payables 389 406 Property taxes 36 148 Operating lease obligation, current 71 118 Professional fees — 70 Rental deposits 43 34 Total accrued liabilities $ 1,380 $ 1,761 Land development costs due to the Sky Ranch CAB $ 1,067 $ 727 Due to Rangeview Metropolitan District 290 294 Total accrued liabilities - related parties $ 1,357 $ 1,021 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
May 31, 2024 | |
SEGMENT INFORMATION | |
Segment Reporting | Three Months Ended May 31, 2024 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 2,465 $ 5,016 $ 123 $ 7,604 Cost of revenue 911 1,346 71 2,328 Depreciation and depletion 410 — — 410 Total cost of revenue 1,321 1,346 71 2,738 Segment profit $ 1,144 $ 3,670 $ 52 $ 4,866 Three Months Ended May 31, 2023 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 3,643 $ 3,202 $ 34 $ 6,879 Cost of revenue 743 1,032 24 1,799 Depreciation and depletion 407 — — 407 Total cost of revenue 1,150 1,032 24 2,206 Segment profit $ 2,493 $ 2,170 $ 10 $ 4,673 Nine Months Ended May 31, 2024 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 7,562 $ 8,268 $ 357 $ 16,187 Cost of revenue 2,547 2,362 161 5,070 Depreciation and depletion 1,132 — — 1,132 Total cost of revenue 3,679 2,362 161 6,202 Segment (loss) profit $ 3,883 $ 5,906 $ 196 $ 9,985 Nine Months Ended May 31, 2023 (In thousands) Water and wastewater resource development Land development Single-family rental Total Total revenue $ 5,891 $ 5,237 $ 90 $ 11,218 Cost of revenue 2,125 1,518 53 3,696 Depreciation and depletion 1,246 — — 1,246 Total cost of revenue 3,371 1,518 53 4,942 Segment profit $ 2,520 $ 3,719 $ 37 $ 6,276 (In thousands) May 31, 2024 August 31, 2023 Water and wastewater resource development $ 64,217 $ 63,129 Land development 11,043 7,710 Single-family rental 5,257 5,128 Corporate 59,887 57,249 Total assets $ 140,404 $ 133,216 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
May 31, 2024 | |
EARNINGS PER SHARE | |
Earnings Per Share | Three Months Ended Nine Months Ended (In thousands, except share and per share amounts) May 31, 2024 May 31, 2023 May 31, 2024 May 31, 2023 Net income $ 2,825 $ 3,295 $ 5,008 $ 3,643 Basic weighted average common shares 24,087,170 24,054,843 24,085,578 24,021,582 Effect of dilutive securities 55,869 111,501 60,783 110,039 Weighted average shares applicable to diluted earnings per share 24,143,039 24,166,344 24,146,361 24,131,621 Earnings per share - basic $ 0.12 $ 0.14 $ 0.21 $ 0.15 Earnings per share - diluted $ 0.12 $ 0.14 $ 0.21 $ 0.15 |
REIMBURSABLE PUBLIC IMPROVEME_3
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD (Details) - Related Party - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | |
Related Party Transaction [Line Items] | ||||
Other Nonoperating Income (Expense) | $ 217 | $ 331 | $ 1,156 | $ 841 |
Sky Ranch CAB | ||||
Related Party Transaction [Line Items] | ||||
Interest rate | 6% | |||
Reimbursable public improvement costs | 4,100 | 2,600 | $ 7,600 | 5,400 |
Project Management Fees Receivable, Related Party | 200 | 400 | 200 | |
Other Nonoperating Income (Expense) | 200 | 300 | 1,200 | 800 |
Proceeds from Interest Received | $ 0 | 500 | $ 300 | $ 500 |
Sky Ranch CAB | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Project Management Fees Receivable, Related Party | $ 100 |
REIMBURSABLE PUBLIC IMPROVEME_4
REIMBURSABLE PUBLIC IMPROVEMENTS AND NOTE RECEIVABLE FROM THE SKY RANCH COMMUNITY AUTHORITY BOARD - Note Receivable (Details) - Related Party - Sky Ranch CAB - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | |
Related Party Transaction [Line Items] | ||||
Beginning balance | $ 28,915 | $ 20,609 | $ 24,999 | $ 17,208 |
Additions | 4,626 | 2,996 | 8,828 | 6,397 |
Payments received | (487) | (286) | (487) | |
Ending balance | $ 33,541 | $ 23,118 | $ 33,541 | $ 23,118 |
REVENUES, FEES AND OTHER INCO_3
REVENUES, FEES AND OTHER INCOME ITEMS (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 USD ($) home item | May 31, 2023 USD ($) item | May 31, 2024 USD ($) item home | May 31, 2023 USD ($) item | |
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | $ 7,604 | $ 6,879 | $ 16,187 | $ 11,218 |
Lot Sales | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | 4,795 | 3,160 | 7,906 | 5,064 |
Finished Lot | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | 4,800 | 3,200 | 7,900 | 5,100 |
Water and Wastewater Tap Fees | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | 581 | 1,256 | 1,162 | 2,400 |
Water Tap Fees | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | $ 500 | $ 1,100 | $ 900 | $ 2,000 |
Number of water and wastewater taps sold | 20 | 44 | 35 | 85 |
Wastewater Tap Fees | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | $ 100 | $ 200 | $ 200 | $ 400 |
Number of water and wastewater taps sold | 18 | 43 | 33 | 79 |
Metered water and wastewater usage fees | ||||
Revenue Recognition and Reimbursable Costs | ||||
Water usage, service fee, per single family equivalent number of persons in single family house | 4 | 4 | ||
Total revenue | $ | $ 1,700 | $ 2,400 | $ 5,800 | $ 3,200 |
Number of water and wastewater taps sold | 394 | 564 | 1,422 | 806 |
Project Management Fees - Recognized | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | $ 221 | $ 42 | $ 362 | $ 173 |
Project Management Fees - Recognized | Maximum | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | 100 | |||
Single Family Rentals | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | $ 123 | 34 | $ 357 | 90 |
Number of additional rental homes constructed | home | 17 | 17 | ||
Number of lots | 97 | |||
Expected delivery period for lots sold | 3 years | |||
Lease term | 1 year | |||
Number of rented single family detached homes | home | 14 | 14 | ||
Number of rental units built and rented | 14 | |||
Single Family Rentals | Maximum | ||||
Revenue Recognition and Reimbursable Costs | ||||
Total revenue | $ | 100 | 100 | ||
Phase 1 Development | ||||
Revenue Recognition and Reimbursable Costs | ||||
Number of lots | 509 | |||
Phase 2 Development | ||||
Revenue Recognition and Reimbursable Costs | ||||
Number of lots | 874 | |||
Number of sub-phases for second phase of development of Sky Ranch | 4 | |||
Phase 2A | ||||
Revenue Recognition and Reimbursable Costs | ||||
Completion Of Sub Phase | 98% | 98% | ||
Number of lots to be constructed in a subphase | 229 | |||
Phase 2B | ||||
Revenue Recognition and Reimbursable Costs | ||||
Completion Of Sub Phase | 70% | 70% | ||
Number of lots to be constructed in a subphase | 211 | |||
Expected delivery period for lots sold | 3 months | |||
Phase 2C | ||||
Revenue Recognition and Reimbursable Costs | ||||
Completion Of Sub Phase | 22% | 22% | ||
Number of lots to be constructed in a subphase | 228 | |||
Phase 2D | ||||
Revenue Recognition and Reimbursable Costs | ||||
Number of lots to be constructed in a subphase | 206 | |||
Related Party | Sky Ranch CAB | Single Family Rentals | ||||
Revenue Recognition and Reimbursable Costs | ||||
Number of lots reserved for single family rental units | 83 | |||
Related Party | Sky Ranch CAB | Special Facility Projects and Other Revenue | ||||
Revenue Recognition and Reimbursable Costs | ||||
Special facility projects and other revenue from related parties | $ | $ 200 | $ 600 | $ 300 | |
Related Party | Sky Ranch CAB | Special Facility Projects and Other Revenue | Maximum | ||||
Revenue Recognition and Reimbursable Costs | ||||
Special facility projects and other revenue from related parties | $ | $ 100 |
REVENUES, FEES AND OTHER INCO_4
REVENUES, FEES AND OTHER INCOME ITEMS - Changes in Deferred Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | |
Deferred Revenue | ||||
Balance | $ 2,636 | $ 4,006 | $ 1,730 | $ 4,845 |
Revenue recognized | (4,899) | (3,680) | (8,222) | (5,614) |
Revenue deferred | 3,824 | 3,162 | 8,053 | 4,257 |
Balance | 1,561 | 3,488 | 1,561 | 3,488 |
Water and Wastewater Resource Development Segment | ||||
Deferred Revenue | ||||
Balance | 31 | 533 | 69 | 570 |
Revenue recognized | (18) | (520) | (164) | (557) |
Revenue deferred | 108 | |||
Balance | 13 | 13 | 13 | 13 |
Land Development Segment | ||||
Deferred Revenue | ||||
Balance | 2,605 | 3,473 | 1,661 | 4,275 |
Revenue recognized | (4,881) | (3,160) | (8,058) | (5,057) |
Revenue deferred | 3,824 | 3,162 | 7,945 | 4,257 |
Balance | $ 1,548 | $ 3,475 | $ 1,548 | $ 3,475 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - item | May 31, 2024 | Aug. 31, 2023 |
Fair Value, Recurring | ||
Fair Value Measurements [Abstract] | ||
Number of assets | 0 | 0 |
Number of liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value Measurements [Abstract] | ||
Number of assets | 1 | 1 |
WATER, LAND AND OTHER FIXED A_3
WATER, LAND AND OTHER FIXED ASSETS - Schedule of investment in water and water systems (Details) - USD ($) $ in Thousands | May 31, 2024 | Aug. 31, 2023 |
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | $ 70,471 | $ 68,080 |
Accumulated depreciation and depletion | (11,393) | (10,282) |
Net investments in water and water systems | 59,078 | 57,798 |
Rangeview water system | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 22,067 | 20,020 |
Accumulated depreciation and depletion | (3,378) | (2,813) |
Rangeview water supply | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 15,423 | 15,084 |
Accumulated depreciation and depletion | (19) | (18) |
Water supply - Other | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 7,588 | 7,612 |
Accumulated depreciation and depletion | (2,242) | (2,064) |
Sky Ranch water rights and other costs | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 7,764 | 7,764 |
Accumulated depreciation and depletion | (1,605) | (1,487) |
Sky Ranch pipeline | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 5,740 | 5,740 |
Accumulated depreciation and depletion | (1,319) | (1,175) |
Lost Creek water supply | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 7,357 | 7,328 |
Fairgrounds water and water system | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 2,900 | 2,900 |
Accumulated depreciation and depletion | (1,569) | (1,503) |
Wild Pointe service rights | ||
Investment in Water and Water Systems [Abstract] | ||
Water And Water Systems, Gross | 1,632 | 1,632 |
Accumulated depreciation and depletion | $ (1,261) | $ (1,222) |
WATER AND LAND ASSETS (Details)
WATER AND LAND ASSETS (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2022 home | May 31, 2024 USD ($) | Aug. 31, 2023 home | May 31, 2024 USD ($) item | |
Sky Ranch, Water and Wastewater Construction Projects | ||||
Investment in Water and Water Systems [Abstract] | ||||
Construction cost incurred for construction in progress | $ | $ 0.4 | $ 2.3 | ||
Construction cost capitalized | $ | $ 2.5 | $ 3.7 | ||
Single Family Rental Homes | ||||
Investment in Water and Water Systems [Abstract] | ||||
Number of additional rental homes constructed | 11 | |||
Single family houses construction completed | 10 | |||
Number of Units of Single Family Rental House Construction Commenced | 1 | |||
Phase 2 Development | Single Family Rental Homes | ||||
Investment in Water and Water Systems [Abstract] | ||||
Number of Lots Reserved for Single Family Rental Units | item | 93 | |||
Phase 2A | Single Family Rental Homes | ||||
Investment in Water and Water Systems [Abstract] | ||||
Single family houses construction completed | item | 10 |
DEBT AND OTHER LONG-TERM OBLI_3
DEBT AND OTHER LONG-TERM OBLIGATIONS - Outstanding principal and deferred financing costs (Details) $ in Thousands | May 31, 2024 USD ($) |
Debt Instrument [Line Items] | |
Total outstanding principal | $ 6,953 |
Deferred financing costs | (60) |
Less current maturities, net of current deferred financing costs | (34) |
Debt, less current portion | 6,859 |
Single-Family Rental Home Note Payable | |
Debt Instrument [Line Items] | |
Total outstanding principal | 3,953 |
Lost Creek Note Payable | |
Debt Instrument [Line Items] | |
Total outstanding principal | $ 3,000 |
DEBT AND OTHER LONG-TERM OBLI_4
DEBT AND OTHER LONG-TERM OBLIGATIONS - Maturities (Details) $ in Thousands | May 31, 2024 USD ($) |
DEBT AND OTHER LONG-TERM OBLIGATIONS | |
Within 1 year | $ 44 |
Year 2 | 383 |
Year 3 | 1,363 |
Year 4 | 319 |
Year 5 | 3,135 |
Thereafter | 1,709 |
Total outstanding principal | $ 6,953 |
DEBT AND OTHER LONG-TERM OBLI_5
DEBT AND OTHER LONG-TERM OBLIGATIONS (Details) | 9 Months Ended | |||
Jan. 31, 2024 USD ($) | Aug. 30, 2023 USD ($) home installment | Nov. 29, 2021 USD ($) installment item | May 31, 2024 USD ($) LetterOfCredit | |
Debt Instrument [Line Items] | ||||
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] | us-gaap:PrimeRateMember | us-gaap:PrimeRateMember | ||
Number Of Letters Of Credit | LetterOfCredit | 7 | |||
Letters of Credit Outstanding, Amount | $ 2,900,000 | |||
Annual fee percentage | 1% | |||
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Effective interest rate | 8.50% | |||
Floor interest rate | 5% | |||
Debt Instrument, Term | 2 years | |||
Debt Instrument , Percentage of Default Interest Rate | 2% | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000,000 | |||
SFR Note | ||||
Debt Instrument [Line Items] | ||||
Number of single family homes being constructed | item | 3 | |||
Basis spread on variable rate | 0.50% | |||
Effective interest rate | 4.25% | |||
Floor interest rate | 3.75% | |||
Ceiling interest rate | 4.25% | |||
Debt Instrument, Number of Interest Only Payments | installment | 6 | |||
Debt Instrument, Number of Principal and Interest Payments | installment | 53 | |||
Debt Instrument, Periodic Payment | $ 4,600 | |||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 900,000 | |||
Single family rental homes secured for debt | item | 3 | |||
Debt service coverage ratio | 1.10 | |||
Debt Instrument , Percentage of Default Interest Rate | 2% | |||
SFR Note 2 | ||||
Debt Instrument [Line Items] | ||||
Number of single family homes being constructed | home | 11 | |||
Principal amount | $ 3,000,000 | |||
Basis spread on variable rate | 7.51% | |||
Debt Instrument, Number of Principal and Interest Payments | installment | 59 | |||
Debt Instrument, Periodic Payment | $ 21,200 | |||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 2,900,000 | |||
Single family rental homes secured for debt | home | 11 | |||
Minimum EBITDA | $ 3,000,000 | |||
Debt Instrument , Percentage of Default Interest Rate | 5% |
DEBT AND OTHER LONG-TERM OBLI_6
DEBT AND OTHER LONG-TERM OBLIGATIONS - Lost Creek Loan (Details) - Lost Creek Note Payable | Jun. 28, 2022 USD ($) M acre ft |
Debt Instrument [Line Items] | |
Water Rights Acquired In Volume | acre ft | 370 |
Debt Instrument, Face Amount | $ 3,000,000 |
Debt Instrument, Term | 10 years |
Monthly interest only payments | $ 12,000 |
Debt Instrument, Number of Interest Only Payments | M | 36 |
Debt Instrument, Amortization Period | 30 years |
Debt Instrument, Interest Rate, Stated Percentage | 4.90% |
Maximum | |
Debt Instrument [Line Items] | |
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 800,000 |
Payment Beginning on July 28, 2025 | |
Debt Instrument [Line Items] | |
Debt Instrument, Number of Principal and Interest Payments | M | 24 |
Debt Instrument, Periodic Payment | $ 42,000 |
Payment Beginning on July 28, 2027 | |
Debt Instrument [Line Items] | |
Monthly interest only payments | $ 32,000 |
Debt Instrument, Number of Principal and Interest Payments | M | 59 |
EMPLOYEE STOCK PLANS - Stock Op
EMPLOYEE STOCK PLANS - Stock Option Activity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | Aug. 31, 2023 | Aug. 31, 2022 | |
Stock Options [Abstract] | ||||||
Exercised (in shares) | 0 | 0 | 13,978 | 0 | ||
Options cancelled (in shares) | 18,022 | |||||
2014 Equity Plan | ||||||
Shareholders' Equity [Abstract] | ||||||
Shares available for grant (in shares) | 964,378 | |||||
2024 Equity Plan | ||||||
Shareholders' Equity [Abstract] | ||||||
Shares reserved for issuance (in shares) | 2,000,000 | 2,000,000 | ||||
Shares available for grant (in shares) | 1,998,392 | 1,998,392 | ||||
2014 and 2024 Equity Plan | ||||||
Number of Options [Roll Forward] | ||||||
Outstanding, beginning of period (in shares) | 563,000 | 712,500 | 712,500 | |||
Net settlement exercised (in shares) | (32,000) | |||||
Outstanding, end of period (in shares) | 531,000 | 712,500 | 531,000 | 712,500 | 563,000 | 712,500 |
Options exercisable (in shares) | 472,000 | 472,000 | ||||
Weighted Average Exercise Price [Roll Forward] | ||||||
Outstanding, beginning of period (in dollars per share) | $ 9.15 | $ 8.75 | $ 8.75 | |||
Outstanding, end of period (in dollars per share) | $ 9.36 | $ 8.75 | 9.36 | $ 8.75 | $ 9.15 | $ 8.75 |
Options exercisable (in dollars per share) | $ 9.18 | $ 9.18 | ||||
Stock Options [Abstract] | ||||||
Weighted average remaining contractual term | 4 years 10 months 24 days | 5 years | 5 years 6 months | 5 years 8 months 12 days | ||
Weighted average remaining contractual term, options exercisable | 4 years 8 months 12 days | |||||
Approximate aggregate intrinsic value, outstanding | $ 472,000 | $ 1,226,000 | $ 472,000 | $ 1,226,000 | $ 1,221,000 | $ 1,489,000 |
Approximate aggregate intrinsic value, options exercisable | $ 465,000 | $ 465,000 |
EMPLOYEE STOCK PLANS - Non-Vest
EMPLOYEE STOCK PLANS - Non-Vested Options (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
May 22, 2024 $ / shares shares | Jan. 17, 2024 item $ / shares shares | Sep. 19, 2023 shares | Jan. 11, 2023 item $ / shares shares | Sep. 14, 2022 shares | May 31, 2024 USD ($) $ / shares shares | May 31, 2023 USD ($) $ / shares shares | May 31, 2024 USD ($) $ / shares shares | May 31, 2023 USD ($) $ / shares shares | Aug. 31, 2023 $ / shares shares | |
Stock Options [Abstract] | ||||||||||
Share-based compensation expense | $ | $ 380 | $ 559 | ||||||||
2014 and 2024 Equity Plan | ||||||||||
Number of Options [Roll Forward] | ||||||||||
Non-vested options outstanding, beginning of period (in shares) | 111,000 | 232,998 | 232,998 | |||||||
Vested (in shares) | (52,000) | (101,998) | ||||||||
Non-vested options outstanding, end of period (in shares) | 59,000 | 131,000 | 59,000 | 131,000 | 111,000 | |||||
Weighted Average Grant Date Fair Value [Abstract] | ||||||||||
Non-vested options outstanding, beginning of period (in dollars per share) | $ / shares | $ 4.43 | $ 4.47 | $ 4.47 | |||||||
Vested (in dollars per share) | $ / shares | 4.41 | 4.40 | ||||||||
Non-vested options outstanding, end of period (in dollars per share) | $ / shares | $ 4.45 | $ 4.54 | $ 4.45 | $ 4.54 | $ 4.43 | |||||
Stock Options [Abstract] | ||||||||||
Share-based compensation expense | $ | $ 100 | $ 100 | $ 400 | $ 600 | ||||||
Unrecognized compensation expenses | $ | $ 200 | $ 200 | ||||||||
Weighted-average period for options expected to vest | 2 years | |||||||||
2014 and 2024 Equity Plan | Employees | ||||||||||
Stock Options [Abstract] | ||||||||||
Restricted shares | 6,000 | |||||||||
2014 and 2024 Equity Plan | Employees | Vesting at grant date | ||||||||||
Stock Options [Abstract] | ||||||||||
Vesting rights percentage | 20% | |||||||||
2014 and 2024 Equity Plan | Employees | Vesting at anniversary | ||||||||||
Stock Options [Abstract] | ||||||||||
Restricted shares | 8,000 | |||||||||
Vesting rights percentage | 20% | 20% | ||||||||
Vesting period | 4 years | 4 years | ||||||||
2014 and 2024 Equity Plan | Non-Employee Board Members | ||||||||||
Number of Options [Roll Forward] | ||||||||||
Granted (in shares) | 1,608 | 3,006 | 3,033 | |||||||
Stock Options [Abstract] | ||||||||||
Number of Board Members | item | 6 | 6 | ||||||||
Stock price (in dollars per share) | $ / shares | $ 9.33 | $ 9.98 | $ 9.89 | |||||||
2014 and 2024 Equity Plan | Executive Officer | ||||||||||
Stock Options [Abstract] | ||||||||||
Restricted shares | 50,000 | |||||||||
Fully vested restricted stock | 10,000 | |||||||||
Restricted stock units, Forfeited | 40,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Nov. 29, 2021 | May 31, 2024 USD ($) agreement acre ft | May 31, 2023 USD ($) acre ft | May 31, 2024 USD ($) agreement acre ft | May 31, 2023 USD ($) acre ft | Aug. 31, 2022 USD ($) | Jan. 01, 2024 $ / gal | Aug. 31, 2023 USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Investments in the WISE infrastructure | $ 59,078 | $ 59,078 | $ 57,798 | |||||
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] | us-gaap:PrimeRateMember | us-gaap:PrimeRateMember | ||||||
Payments on note receivable - related party, other | $ 100 | |||||||
Related Party | Sky Ranch CAB | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate | 6% | |||||||
Related Party | WISE Partnership | Rangeview District | ||||||||
Related Party Transaction [Line Items] | ||||||||
Volume of received metered water | acre ft | 32 | 87 | 98 | 199 | ||||
Payments for water | $ 100 | $ 200 | $ 300 | $ 400 | ||||
Water Rate | $ / gal | 6.55 | |||||||
Related Party | Loan Receivable | Rangeview District | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number Of Loan Agreements | agreement | 2 | 2 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.50% | 10.50% | ||||||
Basis spread on variable rate | 2% | |||||||
Related Party | Loan Receivable | Rangeview District | Maximum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Loan extended, Maximum Capacity | $ 250 | $ 250 | ||||||
Related Party | Note Receivable | Rangeview District | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | ||||||
Notes receivable | $ 1,400 | $ 1,400 | 1,500 | |||||
Borrowings under notes receivable | 1,300 | 1,300 | 1,400 | |||||
Accrued interest on notes receivable | 100 | 100 | ||||||
Payments on note receivable - related party, other | 0 | 0 | $ 100 | 0 | ||||
Related Party | Note Receivable | Rangeview District | Maximum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accrued interest on notes receivable | $ 100 | |||||||
Related Party | Facilities Funding and Acquisition Agreement | Sky Ranch CAB | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate | 6% | |||||||
Note Receivable, Cumulative Payments Received | 35,800 | $ 35,800 | ||||||
Notes receivable | 33,500 | 33,500 | ||||||
Related Party | Facilities Funding and Acquisition Agreement | Sky Ranch CAB | Scenario, Plan | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fund for construction of public improvements | 4,700 | 4,700 | ||||||
Related Party | Contract to Construct Fencing Around Phase 2A | Sky Ranch CAB | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue recognized for contracted bid price | $ 400 | |||||||
Revenue | 100 | 200 | 100 | |||||
Related Party | Contract to Construct Fencing Around Phase 2A | Sky Ranch CAB | Maximum | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue | 100 | |||||||
Related Party | Contract To Construct Fencing Around Phase2B | Sky Ranch CAB | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue recognized for contracted bid price | $ 200 | |||||||
Related Party | Contract To Construct Wet Utility Pipelines | Nelson Pipeline Constructors, LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Amount of payment to construct utility pipelines | $ 0 | $ 200 | $ 100 | $ 1,100 |
SIGNIFICANT CUSTOMERS (Details)
SIGNIFICANT CUSTOMERS (Details) - Customer Concentration Risk - customer | 9 Months Ended | |
May 31, 2024 | May 31, 2023 | |
Revenue | Oil & gas operators | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 30% | 20% |
Revenue | Lennar | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 24% | 17% |
Revenue | KB Home | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 12% | 12% |
Revenue | Challenger | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 10% | 17% |
Revenue | Sky Ranch CAB | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 7% | 3% |
Revenue | Melody (DR Horton) | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 6% | |
Revenue | Water and Wastewater Resource Development Segment | Oil & gas operators | ||
Concentration Risk [Line Items] | ||
Number of customers | 2 | 2 |
Accounts Receivable | Rangeview District | Related Party | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 83% |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | May 31, 2024 | Aug. 31, 2023 |
Related Party | ||
Accrued Liabilities, Current [Line Items] | ||
Total accrued liabilities | $ 1,357 | $ 1,021 |
Related Party | Sky Ranch CAB | ||
Accrued Liabilities, Current [Line Items] | ||
Total accrued liabilities | 1,067 | 727 |
Related Party | Rangeview District | ||
Accrued Liabilities, Current [Line Items] | ||
Total accrued liabilities | 290 | 294 |
Nonrelated Party | ||
Accrued Liabilities, Current [Line Items] | ||
Accrued compensation | 841 | 985 |
Other operating payables | 389 | 406 |
Property taxes | 36 | 148 |
Operating lease obligations | $ 71 | $ 118 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Total accrued liabilities | Total accrued liabilities |
Professional fees | $ 70 | |
Rental deposits | $ 43 | 34 |
Total accrued liabilities | $ 1,380 | $ 1,761 |
SEGMENT INFORMATION - Revenue b
SEGMENT INFORMATION - Revenue by Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 USD ($) | May 31, 2023 USD ($) | May 31, 2024 USD ($) segment | May 31, 2023 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of operating segments | segment | 2 | |||
Segment Information Abstract | ||||
Total revenue | $ 7,604 | $ 6,879 | $ 16,187 | $ 11,218 |
Cost of revenue | 2,328 | 1,799 | 5,070 | 3,696 |
Depreciation and depletion | 410 | 407 | 1,132 | 1,246 |
Total cost of revenues | 2,738 | 2,206 | 6,202 | 4,942 |
Segment profit | 4,866 | 4,673 | 9,985 | 6,276 |
Water and Wastewater Resource Development Segment | Operating Segments | ||||
Segment Information Abstract | ||||
Total revenue | 2,465 | 3,643 | 7,562 | 5,891 |
Cost of revenue | 911 | 743 | 2,547 | 2,125 |
Depreciation and depletion | 410 | 407 | 1,132 | 1,246 |
Total cost of revenues | 1,321 | 1,150 | 3,679 | 3,371 |
Segment profit | 1,144 | 2,493 | 3,883 | 2,520 |
Land Development Segment | Operating Segments | ||||
Segment Information Abstract | ||||
Total revenue | 5,016 | 3,202 | 8,268 | 5,237 |
Cost of revenue | 1,346 | 1,032 | 2,362 | 1,518 |
Total cost of revenues | 1,346 | 1,032 | 2,362 | 1,518 |
Segment profit | 3,670 | 2,170 | 5,906 | 3,719 |
Single Family Rentals | Operating Segments | ||||
Segment Information Abstract | ||||
Total revenue | 123 | 34 | 357 | 90 |
Cost of revenue | 71 | 24 | 161 | 53 |
Total cost of revenues | 71 | 24 | 161 | 53 |
Segment profit | $ 52 | $ 10 | $ 196 | $ 37 |
SEGMENT INFORMATION - Corporate
SEGMENT INFORMATION - Corporate Assets (Details) - USD ($) $ in Thousands | May 31, 2024 | Aug. 31, 2023 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 140,404 | $ 133,216 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total assets | 59,887 | 57,249 |
Water and Wastewater Resource Development Segment | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total assets | 64,217 | 63,129 |
Land Development Segment | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total assets | 11,043 | 7,710 |
Single Family Rentals | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 5,257 | $ 5,128 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 31, 2024 | May 31, 2023 | May 31, 2024 | May 31, 2023 | |
EARNINGS PER SHARE | ||||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 475,130 | 600,999 | 470,217 | 602,461 |
Earnings Per Share [Abstract] | ||||
Net income | $ 2,825 | $ 3,295 | $ 5,008 | $ 3,643 |
Weighted average common shares outstanding, Basic (in shares) | 24,087,170 | 24,054,843 | 24,085,578 | 24,021,582 |
Effect of dilutive securities (in shares) | 55,869 | 111,501 | 60,783 | 110,039 |
Weighted average common shares outstanding, Diluted (in shares) | 24,143,039 | 24,166,344 | 24,146,361 | 24,131,621 |
Earnings per share - basic (in dollars per share) | $ 0.12 | $ 0.14 | $ 0.21 | $ 0.15 |
Earnings per share - diluted (in dollars per share) | $ 0.12 | $ 0.14 | $ 0.21 | $ 0.15 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 9 Months Ended |
May 31, 2024 | |
Federal | |
Income Taxes [Abstract] | |
Effective income tax rate | 25% |