Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jan. 31, 2019 | Mar. 08, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | AMREP CORP. | |
Entity Central Index Key | 0000006207 | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | AXR | |
Entity Common Stock, Shares Outstanding | 8,127,904 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 14,233 | $ 14,041 |
Receivables, net | 5,661 | 5,901 |
Real estate inventory | 58,749 | 58,874 |
Investment assets | 9,706 | 9,714 |
Property, plant and equipment, net | 8,965 | 9,745 |
Other assets, net | 2,347 | 2,321 |
Taxes receivable, net | 3 | 209 |
Deferred income taxes, net | 4,846 | 4,865 |
TOTAL ASSETS | 104,510 | 105,670 |
LIABILITIES: | ||
Accounts payable and accrued expenses | 7,019 | 7,497 |
Notes payable, net | 2,554 | 1,843 |
Other liabilities and deferred revenue | 37 | 149 |
Accrued pension costs | 6,929 | 9,051 |
TOTAL LIABILITIES | 16,539 | 18,540 |
SHAREHOLDERS' EQUITY: | ||
Common stock, $.10 par value; shares authorized – 20,000,000; shares issued – 8,353,154 at January 31, 2019 and 8,323,954 at April 30, 2018 | 835 | 832 |
Capital contributed in excess of par value | 51,205 | 50,922 |
Retained earnings | 47,609 | 47,525 |
Accumulated other comprehensive loss, net | (7,463) | (7,934) |
Treasury stock, at cost; 225,250 shares at January 31, 2019 and April 30, 2018 | (4,215) | (4,215) |
TOTAL SHAREHOLDERS' EQUITY | 87,971 | 87,130 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 104,510 | $ 105,670 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - $ / shares | Jan. 31, 2019 | Apr. 30, 2018 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 8,353,154 | 8,323,954 |
Treasury stock, shares | 225,250 | 225,250 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Retained Earnings - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
REVENUES: | ||||
Fulfillment services | $ 6,916 | $ 7,676 | $ 21,302 | $ 22,592 |
Real estate land sales | 2,376 | 2,510 | 8,924 | 6,603 |
Other | 48 | 193 | 437 | 1,685 |
Revenues | 9,340 | 10,379 | 30,663 | 30,880 |
COSTS AND EXPENSES: | ||||
Real estate land sales | 1,962 | 2,109 | 7,855 | 4,471 |
Operating and selling expenses: | ||||
Fulfillment services | 6,168 | 6,338 | 18,480 | 18,415 |
Real estate | 258 | 470 | 779 | 1,563 |
General and administrative expenses: | ||||
Fulfillment services | 346 | 313 | 1,026 | 970 |
Real estate operations | 111 | 156 | 415 | 356 |
Corporate operations | 705 | 690 | 2,289 | 2,194 |
Interest expense | 8 | 18 | 20 | 49 |
Costs and Expenses | 9,558 | 10,094 | 30,864 | 28,018 |
(Loss) Income before income taxes | (218) | 285 | (201) | 2,862 |
(Benefit) provision for income taxes | (186) | 3,136 | (285) | 3,987 |
Net income (loss) | (32) | (2,851) | 84 | (1,125) |
Retained earnings, beginning of period (Revised) | 47,641 | 49,013 | 47,525 | 47,287 |
Retained earnings, end of period (2018 Revised) | $ 47,609 | $ 46,162 | $ 47,609 | $ 46,162 |
Earnings (loss) per share – basic and diluted | $ 0 | $ (0.35) | $ 0.01 | $ (0.14) |
Weighted average number of common shares outstanding – basic | 8,103 | 8,075 | 8,095 | 8,070 |
Weighted average number of common shares outstanding – diluted | 8,103 | 8,075 | 8,140 | 8,070 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Net income (loss) | $ (32) | $ (2,851) | $ 84 | $ (1,125) |
Other comprehensive income, net of tax: | ||||
Decrease in pension liability, net of tax | 157 | 225 | 471 | 674 |
Other comprehensive income | 157 | 225 | 471 | 674 |
Total comprehensive income (loss) | $ 125 | $ (2,626) | $ 555 | $ (451) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) [Parenthetical] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax, Attributable to Parent | $ 69 | $ 98 | $ 207 | $ 296 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 31, 2019 | Jan. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 84 | $ (1,125) |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||
Depreciation | 842 | 954 |
Amortization of debt issuance costs | 18 | 0 |
Non-cash credits and charges: | ||
Non-cash gain on settlement | 0 | (1,318) |
Non-cash deferred revenue recognized | 0 | (61) |
Provision for (recovery of) doubtful accounts | (1) | 28 |
Stock-based compensation | 184 | 136 |
Net periodic pension cost | 556 | 750 |
Changes in assets and liabilities: | ||
Receivables | 241 | (567) |
Real estate inventory and investment assets | 133 | (2,180) |
Other assets | (29) | 146 |
Accounts payable and accrued expenses | (458) | 2,172 |
Taxes receivable (payable) | 206 | (424) |
Other liabilities and deferred revenue | (112) | (344) |
Deferred income taxes | (188) | 4,408 |
Accrued pension costs | (2,000) | (1,040) |
Total adjustments | (608) | 2,660 |
Net cash (used in) provided by operating activities | (524) | 1,535 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from corporate-owned life insurance policy | 85 | 0 |
Capital expenditures - property, plant and equipment | (62) | (130) |
Net cash provided by (used in) investing activities | 23 | (130) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from debt financing | 2,814 | 638 |
Principal debt payments | (2,075) | 0 |
Payments for debt issuance costs | (46) | 0 |
Net cash provided by financing activities | 693 | 638 |
Increase in cash and cash equivalents | 192 | 2,043 |
Cash and cash equivalents, beginning of period | 14,041 | 11,811 |
Cash and cash equivalents, end of period | 14,233 | 13,854 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid, net of amounts capitalized | 2 | 42 |
Income taxes (refunded) paid, net | $ (249) | $ 7 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | (1) SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES The accompanying unaudited consolidated financial statements have been prepared by AMREP Corporation (the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information, and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The Company, through its subsidiaries, is primarily engaged in two business segments: the real estate business operated by AMREP Southwest Inc. (“AMREP Southwest”) and its subsidiaries and the fulfillment services business operated by Palm Coast Data LLC (“Palm Coast”) and its affiliates. The Company’s foreign sales are insignificant. All significant intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, these unaudited consolidated financial statements include all adjustments, which are of a normal recurring nature, considered necessary to reflect a fair presentation of the results for the interim periods presented. The results of operations for such interim periods are not necessarily indicative of what may occur in future periods. Unless the context otherwise indicates, all references to 2019 and 2018 are to the fiscal years ending April 30, 2019 and 2018 and all references to the third quarter and first nine months of 2019 and 2018 mean the fiscal three month and nine month periods ended January 31, 2019 and 2018. The unaudited consolidated financial statements herein should be read in conjunction with the Company’s annual report on Form 10-K for the year ended April 30, 2018, which was filed with the SEC on July 20, 2018 (the “2018 Form 10-K”). Certain 2018 balances in these financial statements have been reclassified to conform to the current year presentation with no effect on either net income or shareholders’ equity. Summary of Significant Accounting Policies The significant accounting policies used in preparing these consolidated financial statements are consistent with the accounting policies described in the 2018 Form 10-K, except for those effective May 1, 2018 as described below. Recently Adopted Accounting Pronouncements Revenue Recognition In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers . Since that date, the FASB has issued additional ASUs providing further revenue recognition guidance (collectively, “Topic 606”). Topic 606 clarifies the principles for recognizing revenues and costs related to obtaining and fulfilling customer contracts, with the objective of improving financial reporting. The core principle of Topic 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. Topic 606 defines a five-step process to achieve this core principle, and more judgment and estimates are required under Topic 606 than were required under the prior generally accepted accounting principles of Topic 605, Revenue Recognition (“Topic 605”). In accordance with Topic 606, fulfillment services revenues are recognized as the services are performed in proportion to the transfer of control to the customer and real estate revenues are recognized at the time of sale when consideration has been exchanged and title has been conveyed to the buyer. Topic 606 was effective for the Company’s fiscal year beginning May 1, 2018. The Company adopted Topic 606 using the modified retrospective method. Results for reporting periods beginning after May 1, 2018 are presented under Topic 606, while prior period amounts were not adjusted and continue to be reported in accordance with Topic 605. The adoption of Topic 606 had no impact on the Company’s results of operations. Statements of Cash Flows In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 reduces the diversity in practice regarding how certain cash receipts and cash payments are presented and classified in the statement of cash flows, including classifying proceeds from company-owned life insurance proceeds as an investing activity. ASU 2016-15 was effective for the Company’s fiscal year beginning May 1, 2018. The Company received life insurance proceeds of $85,000 during the three months ended July 31, 2018, which is reflected in the accompanying Consolidated Statement of Cash Flows as an investing activity. The income associated with the life insurance proceeds was recognized in various years prior to 2019. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases In January 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which permits the reclassification to retained earnings of certain tax effects resulting from the U.S. Tax Cuts and Jobs Act related to items in accumulated other comprehensive income. ASU 2018-02 may be applied retrospectively to each period in which the effect of the U.S. Tax Cuts and Jobs Act is recognized or may be applied in the period of adoption. ASU 2018-02 will be effective for the Company’s fiscal year 2020 beginning May 1, 2019. The Company has not determined whether it will elect to reclassify such tax effects. The adoption of ASU 2018-02 by the Company is not expected to have a material effect on its consolidated financial statements. In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-based Payment Accounting . ASU 2018-07 addresses several aspects of the accounting for nonemployee share-based payment transactions, including share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 will be effective for the Company’s fiscal year 2020 beginning May 1, 2019. The adoption of ASU 2018-07 by the Company is not expected to have a material effect on its consolidated financial statements. |
RECEIVABLES
RECEIVABLES | 9 Months Ended |
Jan. 31, 2019 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | (2) RECEIVABLES Receivables, net consist of: January 31, 2019 April 30, 2018 (in thousands) Fulfillment services $ 5,769 $ 6,189 Real estate operations 179 10 Corporate operations 26 16 5,974 6,215 Less allowance for doubtful accounts (313 ) (314 ) $ 5,661 $ 5,901 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Jan. 31, 2019 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Property, Plant and Equipment [Text Block] | (3) PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net consist of: January 31, April 30, 2019 2018 (in thousands) Land, buildings and improvements $ 15,956 $ 15,932 Furniture and equipment 17,936 18,239 33,892 34,171 Less accumulated depreciation (24,927 ) (24,426 ) $ 8,965 $ 9,745 Depreciation of property, plant and equipment charged to operations was $269,000 and $842,000 for the third quarter and first nine months of 2019 and $319,000 and $954,000 for the third quarter and first nine months of 2018. |
OTHER ASSETS
OTHER ASSETS | 9 Months Ended |
Jan. 31, 2019 | |
Other Assets [Abstract] | |
Other Assets Disclosure [Text Block] | (4) OTHER ASSETS Other assets consist of: January 31, April 30, 2019 2018 (in thousands) Prepaid expenses $ 1,455 $ 1,561 Deferred order entry costs 686 513 Other 206 247 $ 2,347 $ 2,321 Deferred order entry costs represent costs incurred in connection with the data entry of customer subscription information to database files and are charged directly to operations generally over a twelve month period. |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9 Months Ended |
Jan. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | (5) ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of: January 31, April 30, 2019 2018 (in thousands) (Revised) Fulfillment services $ 4,619 $ 4,730 Real estate operations 2,081 2,425 Corporate operations 319 342 $ 7,019 $ 7,497 As of January 31, 2019, accounts payable and accrued expenses for the Company’s fulfillment services business included customer postage deposits of $2,559,000, accrued expenses of $302,000, trade payables of $559,000 and other of $1,199,000. As of April 30, 2018, accounts payable and accrued expenses (revised) for the Company’s fulfillment services business included customer postage deposits of $2,505,000, accrued expenses of $515,000, trade payables of $388,000 and other of $1,322,000. As of January 31, 2019, accounts payable and accrued expenses for the Company’s real estate business included accrued expenses of $436,000, trade payables of $447,000, and customer deposits of $1,198,000. As of April 30, 2018, accounts payable and accrued expenses for the Company’s real estate business included accrued expenses of $746,000, trade payables of $773,000, customer deposits of $897,000 and other of $9,000. |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Jan. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | (6) NOTES PAYABLE Notes payable, net consist of: January 31, April 30, 2019 2018 (in thousands) Real estate notes payable $ 2,626 $ 1,887 Unamortized debt issuance costs (72 ) (44 ) Notes payable, net $ 2,554 $ 1,843 Lomas Encantadas Subdivision – Refer to Note 8 to the consolidated financial statements contained in the 2018 Form 10-K for detail about the loan agreement and related documentation entered into with BOKF, NA dba Bank of Albuquerque in December 2017 with respect to the development of certain planned residential lots within the Lomas Encantadas subdivision located in Rio Rancho, New Mexico. Pursuant to such loan documentation, BOKF, NA agrees to lend up to $4,750,000 to the borrower on a non-revolving line of credit basis to partially fund the development of certain planned residential lots within the Lomas Encantadas subdivision. Interest on the outstanding principal amount of the loan is payable monthly at the annual rate equal to the London Interbank Offered Rate for a thirty-day interest period plus a spread of 3.0%, adjusted monthly. The outstanding principal amount of the loan as of January 31, 2019 was $1,340,000 and the borrower made principal repayments of $2,075,000 during the first nine months of 2019. The loan is scheduled to mature in December 2021. The total book value of the property within the Lomas Encantadas subdivision mortgaged to BOKF, NA was $10,618,000 as of January 31, 2019. The Company capitalized $18,000 and $69,000 of interest related to this loan in the third quarter and first nine months of 2019. At January 31, 2019, both the borrower and AMREP Southwest were in compliance with the covenants contained within the loan documentation. Hawk Site Subdivision – In July 2018, Hawksite 27 Development Company, LLC (“HDC”), a subsidiary of AMREP Southwest, entered into a Business Loan Agreement with Main Bank. The loan under the Business Loan Agreement is evidenced by a Promissory Note and is secured by a Mortgage, between HDC and Main Bank with respect to certain planned residential lots within the Hawk Site subdivision located in Rio Rancho, New Mexico. Pursuant to a Commercial Guaranty entered into by AMREP Southwest in favor of Main Bank, AMREP Southwest has guaranteed HDC’s obligations under each of the above agreements. The Business Loan Agreement, Promissory Note, Mortgage, Commercial Guaranty and other related transaction documents are collectively referred to as the “HS Loan Documentation.” Pursuant to the HS Loan Documentation, Main Bank agrees to lend up to $1,800,000 to HDC on a non-revolving line of credit basis to partially fund the development of certain planned residential lots within the Hawk Site subdivision. Interest on the outstanding principal amount of the loan is payable monthly at the annual rate equal to the Wall Street Journal Prime Rate plus a spread of 2.38%, adjusted annually. Main Bank is required to release the lien of its mortgage on any lot upon HDC making a principal payment equal to the greater of $30,000 or 55% of the sales price of the lot. HDC is required to reduce the principal balance of the loan to a maximum of $1,700,000 in July 2020. The outstanding principal amount of the loan may be prepaid at any time without penalty. The loan is scheduled to mature in July 2021. HDC incurred customary costs and expenses and paid fees to Main Bank in connection with the loan. The outstanding principal amount of the loan as of January 31, 2019 was $1,286,000 and HDC made no principal repayments during the first nine months of 2019. The total book value of the property within the Hawk Site subdivision mortgaged to Main Bank was $4,762,000 as of January 31, 2019. The Company capitalized $9,000 and $10,000 of interest related to this loan in the third quarter and first nine months of 2019. HDC and AMREP Southwest have made certain representations and warranties in the HS Loan Documentation and are required to comply with various covenants, reporting requirements and other customary requirements for similar loans. The HS Loan Documentation contains customary events of default for similar financing transactions, including: HDC’s failure to make principal, interest or other payments when due; the failure of HDC or AMREP Southwest to observe or perform their respective covenants under the HS Loan Documentation; the representations and warranties of HDC or AMREP Southwest being false; and the insolvency or bankruptcy of HDC or AMREP Southwest. Upon the occurrence and during the continuance of an event of default, Main Bank may declare the outstanding principal amount and all other obligations under the HS Loan Documentation immediately due and payable. At January 31, 2019, both HDC and AMREP Southwest were in compliance with the covenants contained within the HS Loan Documentation. |
OTHER REVENUES
OTHER REVENUES | 9 Months Ended |
Jan. 31, 2019 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Other Liabilities Disclosure [Text Block] | (7) OTHER REVENUES Other revenues for the third quarter and first nine months of 2019 and 2018 consist of: Three Months Ended January 31, 2019 2018 (in thousands) Amortization of deferred revenue and other $ 48 $ 193 $ 48 $ 193 Nine Months Ended January 31, 2019 2018 (in thousands) Amortization of deferred revenue and other $ 437 $ 367 Settlement gain - 1,318 $ 437 $ 1,685 Amortization of deferred revenue and other includes the recognition of deferred revenue related to an oil and gas lease noted below, as well as fees and forfeited deposits from customers earned by AMREP Southwest, together with miscellaneous other income items. Refer to Note 9 to the consolidated financial statements contained in the 2018 Form 10-K for detail about the settlement agreement entered into between Palm Coast and the State of Florida during the three months ended July 31, 2017. As a result of this settlement agreement, the Company’s fulfillment services business recognized a gain of $1,318,000 during the three months ended July 31, 2017. In addition, refer to Note 9 to the consolidated financial statements contained in the 2018 Form 10-K for detail about an oil and gas lease with respect to all minerals and mineral rights owned by the Company or for which the Company has executive rights in and under approximately 55,000 surface acres of land in Sandoval County, New Mexico. No royalties under the lease were received during the third quarter or first nine months of 2019. Revenue from this transaction was recorded over the lease term ending September 8, 2018. As such, there was no revenue recorded for the third quarter of 2019, $76,000 for the first nine months of 2019 and $57,000 and $171,000 for the third quarter and first nine months of 2018. In September 2018, the oil and gas lease was amended pursuant to a lease extension agreement. The lease extension agreement extends the expiration date of the initial term of the lease from September 2018 to September 2020. No fee was paid by the lessee to the Company with respect to such extension. If lessee or any of its affiliates provides any consideration to obtain, enter into, option, extend or renew an interest in any minerals or mineral rights within Sandoval County, Bernalillo County, Santa Fe County or Valencia County in New Mexico at any time from September 2017 through September 2020, lessee shall pay the Company an amount equal to the amount of such consideration paid per acre multiplied by 54,793.24. The lease extension agreement further provides that the lessee shall assign, or shall cause their affiliate to assign, to the Company an overriding royalty interest of 1% with respect to the proceeds derived from any minerals or minerals rights presently or hereinafter owned by, leased by, optioned by or otherwise subject to the control of lessee or any of its affiliates in any part of Sandoval County, Bernalillo County, Santa Fe County or Valencia County in New Mexico. The Company did not record any revenue related to the lease extension agreement. |
BENEFIT PLANS
BENEFIT PLANS | 9 Months Ended |
Jan. 31, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | (8) BENEFIT PLANS Pension Plan The Company has a defined benefit pension plan for which accumulated benefits were frozen and future service credits were curtailed as of March 1, 2004. Refer to Note 11 to the consolidated financial statements contained in the 2018 Form 10-K for additional detail regarding the Company’s agreements with the Pension Benefit Guaranty Corporation (the “PBGC”). The agreements with the PBGC terminated by their terms in August 2018 with the PBGC being deemed to have released and discharged the Company and all other members of its controlled group from any claims under such agreements. The Company recognizes the known changes in the funded status of the pension plan in the period in which the changes occur through other comprehensive income, net of the related deferred income tax effect. The Company recognized other comprehensive income of $157,000 and $471,000 for the third quarter and first nine months of 2019 and $225,000 and $674,000 for the third quarter and first nine months of 2018, related to the amortization of the plan’s unrecognized net loss included in Accumulated other comprehensive loss, net in the accompanying financial statements. The Company funds the pension plan in compliance with IRS funding requirements. The Company made contributions of $2,000,000 and $1,040,000 to the pension plan during first nine months of 2019 and 2018. Equity Compensation Plan Refer to Note 11 to the consolidated financial statements contained in the 2018 Form 10-K for additional detail regarding the AMREP Corporation 2016 Equity Compensation Plan (the “2016 Equity Plan”) and the AMREP Corporation 2006 Equity Compensation Plan (together with the 2016 Equity Plan, the “Equity Plans”). The Company issued 29,200 shares of restricted common stock under the 2016 Equity Plan during the first nine months of 2019. During the first nine months of 2019, 16,583 shares of restricted common stock previously issued under the Equity Plans vested leaving 47,367 restricted shares issued under the Equity Plans that had not vested as of January 31, 2019. For the third quarter and first nine months of 2019, the Company recognized $43,000 and $124,000 of non-cash compensation expense related to the vesting of restricted shares of common stock, and $31,000 and $76,000 for the same periods of 2018. As of January 31, 2019, there was $178,000 of unrecognized compensation expense related to restricted shares of common stock issued under the Equity Plans which had not vested as of that date, which is expected to be recognized over the remaining vesting term not to exceed three years. On the last trading day of calendar year 2018, each non-employee member of the Company’s Board of Directors was issued the number of deferred common share units of the Company under the 2016 Equity Plan equal to $20,000 divided by the closing price per share of common stock reported on the New York Stock Exchange on such date. Based on the closing price per share of $5.95 on December 31, 2018, the Company issued a total of 13,444 deferred common share units to members of the Company’s Board of Directors. Director compensation expense is recognized for the annual grant of deferred common share units ratably over the director’s service in office during the calendar year. The Company recognized $20,000 and $60,000 of non-cash director fee compensation during the third quarter and first nine months of 2019 related to deferred common share units issued to non-employee members of the Company’s Board of Directors on December 31, 2018 and expected to be issued to non-employee members of the Company’s Board of Directors in December 2019. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Jan. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | (9) INCOME TAXES The U.S. Tax Cuts and Jobs Act (the “Act”) was signed into law in December 2017. The Act significantly revised the future ongoing U.S. corporate income tax by, among other things, lowering U.S. corporate income tax rates. The Act reduced the federal corporate tax rate to 21.0% effective January 1, 2018. As the Company has an April 30 fiscal year-end, the lower corporate income tax rate was phased in, resulting in the Company having a blended federal tax rate of 29.7% for 2018. Effective May 1, 2018, the Company’s federal corporate tax rate is 21.0%. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), which addresses how a company recognizes provisional amounts when a company does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete its accounting for the effect of the changes in the Act. SAB 118 provides for a measurement period that should not extend beyond one year from the Act enactment date for companies to complete the accounting under Accounting Standards Codification Topic 740, Income Taxes. The Company completed its accounting for the tax effects of the Act during the three months ended January 31, 2019 and adjusted its deferred tax balances in accordance with the Act As a result of the lapse of the statute of limitations, the Company’s total tax effect of gross unrecognized tax benefits in the accompanying financial statements of $ 58,000 The Company had a benefit for income taxes of $186,000 and $285,000 for the third quarter and first nine months of 2019 compared to a provision for income taxes of $3,136,000 and $3,987,000 for the same of $3,057,000 related to accounting for the tax effects of the Act. |
PRIOR PERIOD REVISIONS
PRIOR PERIOD REVISIONS | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Changes and Error Corrections [Text Block] | (10) PRIOR PERIOD REVISIONS Deferred income taxes, net, accounts payable and accrued expenses and retained earnings of the Company at May 1, 2017 have been revised to reduce the carrying value of certain liabilities. Management has determined that the revisions as shown below are not material to the Company’s consolidated financial statements. Revised Balance Adjustment Balance April 30, 2017 Increase May 1, 2017 Revisions to the consolidated financial statements: Retained earnings $ 46,764 $ 523 $ 47,287 Revised Balance Adjustment Balance October 31, 2017 Increase November 1, 2017 Revisions to the consolidated financial statements: Retained earnings $ 48,490 $ 523 $ 49,013 Revised Balance Adjustment Balance January 31, 2018 Increase February 1, 2018 Revisions to the consolidated financial statements: Retained earnings $ 45,639 $ 523 $ 46,162 Adjustment Revised Balance Increase Balance April 30, 2018 (Decrease) April 30, 2018 Revisions to the consolidated financial statements: Deferred income taxes, net $ 5,060 $ (195 ) $ 4,865 Accounts payable and accrued expenses $ 8,215 $ (718 ) $ 7,497 Retained earnings $ 47,002 $ 523 $ 47,525 |
INFORMATION ABOUT THE COMPANY'S
INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS | 9 Months Ended |
Jan. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | (11) INFORMATION ABOUT THE COMPANY’S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS The following tables set forth summarized data relative to the industry segments in which the Company operated for the periods indicated (in thousands): Real Estate Fulfillment Services (d) Corporate and Other Consolidated Three months ended January 31, 2019 (a): Revenues $ 2,391 $ 6,916 $ 33 $ 9,340 Net (loss) income $ (944 ) $ 634 $ 278 $ (32 ) Provision (benefit) for income taxes 263 (751 ) 302 (186 ) Interest expense (income), net (b) 591 298 (881 ) 8 Depreciation 22 247 - 269 EBITDA (c) $ (68 ) $ 428 $ (301 ) $ 59 Capital expenditures $ 5 $ 23 $ - $ 28 Three months ended January 31, 2018 (a): Revenues $ 2,671 $ 7,676 $ 32 $ 10,379 Net loss $ (727 ) $ (2,043 ) $ (81 ) $ (2,851 ) Provision for income taxes 29 2,539 568 3,136 Interest expense (income), net (b) 575 288 (845 ) 18 Depreciation 30 289 - 319 EBITDA (c) $ (93 ) $ 1,073 $ (358 ) $ 622 Capital expenditures $ 52 $ 49 $ - $ 101 Nine months ended January 31, 2019 (a): Revenues $ 9,266 $ 21,302 $ 95 $ 30,663 Net (loss) income $ (1,921 ) $ 922 $ 1,083 $ 84 (Benefit) provision for income taxes (80 ) (670 ) 465 (285 ) Interest expense (income), net (b) 1,768 885 (2,633 ) 20 Depreciation 66 776 - 842 EBITDA (c) $ (167 ) $ 1,913 $ (1,085 ) $ 661 Capital expenditures $ 5 $ 57 $ - $ 62 Total assets as of January 31, 2019 $ 78,572 $ 21,584 $ 4,354 $ 104,510 Nine months ended January 31, 2018 (a): Revenues $ 6,894 $ 23,910 $ 76 $ 30,880 Net (loss) income $ (1,124 ) $ (443 ) $ 442 $ (1,125 ) (Benefit) provision for income taxes (175 ) 3,364 798 3,987 Interest expense (income), net (b) 1,623 884 (2,458 ) 49 Depreciation 65 889 - 954 EBITDA (c) $ 389 $ 4,694 $ (1,218 ) $ 3,865 Capital expenditures $ 52 $ 78 $ - $ 130 Total assets as of January 31, 2018 $ 74,519 $ 22,312 $ 9,007 $ 105,838 (a) Revenue information provided for each segment includes amounts grouped as Other in the accompanying consolidated statements of operations. Corporate and Other is net of intercompany eliminations. (b) Interest expense (income), net includes inter-segment interest expense (income) that is eliminated in consolidation. (c) The Company uses EBITDA (which the Company defines as net (loss) income before net interest expense (income), income taxes, and depreciation and amortization), in addition to net (loss) income as a key measure of profit or loss for segment performance and evaluation purposes. (d) Fulfillment services revenues and EBITDA for the first nine months of 2018 included a pre-tax gain of $1,318,000 resulting from the settlement agreement with the State of Florida (see Note 7). Disaggregation of Revenues The Company presents revenues disaggregated by business segment and, in the case of fulfillment services, by service provided, and, in the case of real estate, by type of lots sold. The Company believes this disaggregation best depicts how its various business segments perform and are affected by economic factors. The following table presents the Company’s revenues disaggregated by revenue source (in thousands): Three Months Ended January 31, 2019 2018 Fulfillment revenues: Subscription services $ 4,234 $ 4,335 Membership fulfillment 1,116 1,936 Contact center 1,343 1,220 Other revenues 223 185 Total fulfillment revenues 6,916 7,676 Real estate revenues: Developed land sales Residential land sales 2,220 2,450 Commercial land sales - - Undeveloped land sales 156 60 Total real estate revenues 2,376 2,510 Total corporate and other revenues 48 193 Total revenues $ 9,340 $ 10,379 Nine Months Ended January 31, 2019 2018 Fulfillment revenues: Subscription services $ 13,106 $ 13,263 Membership fulfillment 4,235 5,575 Contact center 3,407 3,187 Other revenues 554 567 Total fulfillment revenues 21,302 22,592 Real estate revenues: Developed land sales Residential land sales 8,737 6,503 Commercial land sales - - Undeveloped land sales 187 100 Total real estate revenues 8,924 6,603 Total corporate and other revenues 437 1,685 Total revenues $ 30,663 $ 30,880 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES (Policies) | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements Revenue Recognition In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers . Since that date, the FASB has issued additional ASUs providing further revenue recognition guidance (collectively, “Topic 606”). Topic 606 clarifies the principles for recognizing revenues and costs related to obtaining and fulfilling customer contracts, with the objective of improving financial reporting. The core principle of Topic 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. Topic 606 defines a five-step process to achieve this core principle, and more judgment and estimates are required under Topic 606 than were required under the prior generally accepted accounting principles of Topic 605, Revenue Recognition (“Topic 605”). In accordance with Topic 606, fulfillment services revenues are recognized as the services are performed in proportion to the transfer of control to the customer and real estate revenues are recognized at the time of sale when consideration has been exchanged and title has been conveyed to the buyer. Topic 606 was effective for the Company’s fiscal year beginning May 1, 2018. The Company adopted Topic 606 using the modified retrospective method. Results for reporting periods beginning after May 1, 2018 are presented under Topic 606, while prior period amounts were not adjusted and continue to be reported in accordance with Topic 605. The adoption of Topic 606 had no impact on the Company’s results of operations. Statements of Cash Flows In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 reduces the diversity in practice regarding how certain cash receipts and cash payments are presented and classified in the statement of cash flows, including classifying proceeds from company-owned life insurance proceeds as an investing activity. ASU 2016-15 was effective for the Company’s fiscal year beginning May 1, 2018. The Company received life insurance proceeds of $85,000 during the three months ended July 31, 2018, which is reflected in the accompanying Consolidated Statement of Cash Flows as an investing activity. The income associated with the life insurance proceeds was recognized in various years prior to 2019. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases In January 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which permits the reclassification to retained earnings of certain tax effects resulting from the U.S. Tax Cuts and Jobs Act related to items in accumulated other comprehensive income. ASU 2018-02 may be applied retrospectively to each period in which the effect of the U.S. Tax Cuts and Jobs Act is recognized or may be applied in the period of adoption. ASU 2018-02 will be effective for the Company’s fiscal year 2020 beginning May 1, 2019. The Company has not determined whether it will elect to reclassify such tax effects. The adoption of ASU 2018-02 by the Company is not expected to have a material effect on its consolidated financial statements. In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-based Payment Accounting . ASU 2018-07 addresses several aspects of the accounting for nonemployee share-based payment transactions, including share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 will be effective for the Company’s fiscal year 2020 beginning May 1, 2019. The adoption of ASU 2018-07 by the Company is not expected to have a material effect on its consolidated financial statements. |
RECEIVABLES (Tables)
RECEIVABLES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Receivables, net consist of: January 31, 2019 April 30, 2018 (in thousands) Fulfillment services $ 5,769 $ 6,189 Real estate operations 179 10 Corporate operations 26 16 5,974 6,215 Less allowance for doubtful accounts (313 ) (314 ) $ 5,661 $ 5,901 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Property, Plant and Equipment Disclosure [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment, net consist of: January 31, April 30, 2019 2018 (in thousands) Land, buildings and improvements $ 15,956 $ 15,932 Furniture and equipment 17,936 18,239 33,892 34,171 Less accumulated depreciation (24,927 ) (24,426 ) $ 8,965 $ 9,745 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Other Assets [Abstract] | |
Schedule of Other Assets [Table Text Block] | Other assets consist of: January 31, April 30, 2019 2018 (in thousands) Prepaid expenses $ 1,455 $ 1,561 Deferred order entry costs 686 513 Other 206 247 $ 2,347 $ 2,321 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Accounts payable and accrued expenses consist of: January 31, April 30, 2019 2018 (in thousands) (Revised) Fulfillment services $ 4,619 $ 4,730 Real estate operations 2,081 2,425 Corporate operations 319 342 $ 7,019 $ 7,497 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Notes payable, net consist of: January 31, April 30, 2019 2018 (in thousands) Real estate notes payable $ 2,626 $ 1,887 Unamortized debt issuance costs (72 ) (44 ) Notes payable, net $ 2,554 $ 1,843 |
OTHER REVENUES (Tables)
OTHER REVENUES (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Other Revenues [Table Text Block] | Other revenues for the third quarter and first nine months of 2019 and 2018 consist of: Three Months Ended January 31, 2019 2018 (in thousands) Amortization of deferred revenue and other $ 48 $ 193 $ 48 $ 193 Nine Months Ended January 31, 2019 2018 (in thousands) Amortization of deferred revenue and other $ 437 $ 367 Settlement gain - 1,318 $ 437 $ 1,685 |
PRIOR PERIOD REVISIONS (Tables)
PRIOR PERIOD REVISIONS (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | Revised Balance Adjustment Balance April 30, 2017 Increase May 1, 2017 Revisions to the consolidated financial statements: Retained earnings $ 46,764 $ 523 $ 47,287 Revised Balance Adjustment Balance October 31, 2017 Increase November 1, 2017 Revisions to the consolidated financial statements: Retained earnings $ 48,490 $ 523 $ 49,013 Revised Balance Adjustment Balance January 31, 2018 Increase February 1, 2018 Revisions to the consolidated financial statements: Retained earnings $ 45,639 $ 523 $ 46,162 Adjustment Revised Balance Increase Balance April 30, 2018 (Decrease) April 30, 2018 Revisions to the consolidated financial statements: Deferred income taxes, net $ 5,060 $ (195 ) $ 4,865 Accounts payable and accrued expenses $ 8,215 $ (718 ) $ 7,497 Retained earnings $ 47,002 $ 523 $ 47,525 |
INFORMATION ABOUT THE COMPANY_2
INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The following tables set forth summarized data relative to the industry segments in which the Company operated for the periods indicated (in thousands): Real Estate Fulfillment Services (d) Corporate and Other Consolidated Three months ended January 31, 2019 (a): Revenues $ 2,391 $ 6,916 $ 33 $ 9,340 Net (loss) income $ (944 ) $ 634 $ 278 $ (32 ) Provision (benefit) for income taxes 263 (751 ) 302 (186 ) Interest expense (income), net (b) 591 298 (881 ) 8 Depreciation 22 247 - 269 EBITDA (c) $ (68 ) $ 428 $ (301 ) $ 59 Capital expenditures $ 5 $ 23 $ - $ 28 Three months ended January 31, 2018 (a): Revenues $ 2,671 $ 7,676 $ 32 $ 10,379 Net loss $ (727 ) $ (2,043 ) $ (81 ) $ (2,851 ) Provision for income taxes 29 2,539 568 3,136 Interest expense (income), net (b) 575 288 (845 ) 18 Depreciation 30 289 - 319 EBITDA (c) $ (93 ) $ 1,073 $ (358 ) $ 622 Capital expenditures $ 52 $ 49 $ - $ 101 Nine months ended January 31, 2019 (a): Revenues $ 9,266 $ 21,302 $ 95 $ 30,663 Net (loss) income $ (1,921 ) $ 922 $ 1,083 $ 84 (Benefit) provision for income taxes (80 ) (670 ) 465 (285 ) Interest expense (income), net (b) 1,768 885 (2,633 ) 20 Depreciation 66 776 - 842 EBITDA (c) $ (167 ) $ 1,913 $ (1,085 ) $ 661 Capital expenditures $ 5 $ 57 $ - $ 62 Total assets as of January 31, 2019 $ 78,572 $ 21,584 $ 4,354 $ 104,510 Nine months ended January 31, 2018 (a): Revenues $ 6,894 $ 23,910 $ 76 $ 30,880 Net (loss) income $ (1,124 ) $ (443 ) $ 442 $ (1,125 ) (Benefit) provision for income taxes (175 ) 3,364 798 3,987 Interest expense (income), net (b) 1,623 884 (2,458 ) 49 Depreciation 65 889 - 954 EBITDA (c) $ 389 $ 4,694 $ (1,218 ) $ 3,865 Capital expenditures $ 52 $ 78 $ - $ 130 Total assets as of January 31, 2018 $ 74,519 $ 22,312 $ 9,007 $ 105,838 (a) Revenue information provided for each segment includes amounts grouped as Other in the accompanying consolidated statements of operations. Corporate and Other is net of intercompany eliminations. (b) Interest expense (income), net includes inter-segment interest expense (income) that is eliminated in consolidation. (c) The Company uses EBITDA (which the Company defines as net (loss) income before net interest expense (income), income taxes, and depreciation and amortization), in addition to net (loss) income as a key measure of profit or loss for segment performance and evaluation purposes. (d) Fulfillment services revenues and EBITDA for the first nine months of 2018 included a pre-tax gain of $1,318,000 resulting from the settlement agreement with the State of Florida (see Note 7). |
Disaggregation of Revenue [Table Text Block] | The following table presents the Company’s revenues disaggregated by revenue source (in thousands): Three Months Ended January 31, 2019 2018 Fulfillment revenues: Subscription services $ 4,234 $ 4,335 Membership fulfillment 1,116 1,936 Contact center 1,343 1,220 Other revenues 223 185 Total fulfillment revenues 6,916 7,676 Real estate revenues: Developed land sales Residential land sales 2,220 2,450 Commercial land sales - - Undeveloped land sales 156 60 Total real estate revenues 2,376 2,510 Total corporate and other revenues 48 193 Total revenues $ 9,340 $ 10,379 Nine Months Ended January 31, 2019 2018 Fulfillment revenues: Subscription services $ 13,106 $ 13,263 Membership fulfillment 4,235 5,575 Contact center 3,407 3,187 Other revenues 554 567 Total fulfillment revenues 21,302 22,592 Real estate revenues: Developed land sales Residential land sales 8,737 6,503 Commercial land sales - - Undeveloped land sales 187 100 Total real estate revenues 8,924 6,603 Total corporate and other revenues 437 1,685 Total revenues $ 30,663 $ 30,880 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING AND FINANCIAL REPORTING POLICIES (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Accounting Policies [Line Items] | |||
Proceeds from Life Insurance Policy | $ 85,000 | $ 0 | |
Accounting Standards Update 2016-15 [Member] | |||
Accounting Policies [Line Items] | |||
Proceeds from Life Insurance Policy | $ 85,000 |
RECEIVABLES (Details)
RECEIVABLES (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $ 5,974 | $ 6,215 |
Less allowance for doubtful accounts | (313) | (314) |
Accounts Receivable, Net | 5,661 | 5,901 |
Fulfillment service | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 5,769 | 6,189 |
Real estate operations | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | 179 | 10 |
Corporate operations | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable, Gross | $ 26 | $ 16 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 33,892 | $ 34,171 |
Less accumulated depreciation | (24,927) | (24,426) |
Property, plant and equipment, net | 8,965 | 9,745 |
Land, buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 15,956 | 15,932 |
Furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 17,936 | $ 18,239 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |||
Property, Plant and Equipment [Line Items] | ||||||
Depreciation | $ 269 | [1] | $ 319 | [1] | $ 842 | $ 954 |
[1] | Revenue information provided for each segment includes amounts grouped as Other in the accompanying consolidated statements of operations. Corporate and Other is net of intercompany eliminations. |
OTHER ASSETS (Details)
OTHER ASSETS (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Prepaid expenses | $ 1,455 | $ 1,561 |
Deferred order entry costs | 686 | 513 |
Other | 206 | 247 |
Prepaid Expense and Other Assets | $ 2,347 | $ 2,321 |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Accounts Payable and Accrued Liabilities | $ 7,019 | $ 7,497 |
Fulfillment services | ||
Accounts Payable and Accrued Liabilities | 4,619 | 4,730 |
Real estate operations | ||
Accounts Payable and Accrued Liabilities | 2,081 | 2,425 |
Corporate operations | ||
Accounts Payable and Accrued Liabilities | $ 319 | $ 342 |
ACCOUNTS PAYABLE AND ACCRUED _4
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Textual) - USD ($) | Jan. 31, 2019 | Apr. 30, 2018 |
Real Estate Operation [Member] | ||
Accounts Payable and Accrued Liabilities Disclosure [Line Items] | ||
Accrued Liabilities | $ 436,000 | $ 746,000 |
Accounts Payable, Trade | 447,000 | 773,000 |
Accounts Payable and Other Accrued Liabilities | 9,000 | |
Real Estate Customer Deposits | 1,198,000 | 897,000 |
Fulfillment Services [Member] | ||
Accounts Payable and Accrued Liabilities Disclosure [Line Items] | ||
Accrued Liabilities | 302,000 | 515,000 |
Customer Postage Deposits Current And Noncurrent | 2,559,000 | 2,505,000 |
Accounts Payable, Trade | 559,000 | 388,000 |
Accounts Payable and Other Accrued Liabilities | $ 1,199,000 | $ 1,322,000 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Notes Payable [Abstract] | ||
Notes Payable | $ 2,554 | $ 1,843 |
Real Estate Operations And Corporate [Member] | ||
Notes Payable [Abstract] | ||
Notes Payable | 2,626 | 1,887 |
Unamortized debt issuance costs [Member] | ||
Notes Payable [Abstract] | ||
Notes Payable | $ (72) | $ (44) |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Jul. 24, 2018 | Jan. 31, 2019 | Jan. 31, 2019 | Jan. 31, 2018 | |
Debt Instrument [Line Items] | ||||
Loans Payable | $ 1,340,000 | $ 1,340,000 | ||
Repayments of Notes Payable | 2,075,000 | $ 0 | ||
Real Estate Operations And Corporate [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayments of Notes Payable | 2,075,000 | |||
Nonrevolving Line Of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Current Borrowing Capacity | 4,750,000 | $ 4,750,000 | ||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||
Book Value Of Real Estate Property Collateralized | 10,618,000 | $ 10,618,000 | ||
Interest Costs Capitalized | 18,000 | 69,000 | ||
Nonrevolving Line Of Credit Two [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Current Borrowing Capacity | $ 1,800,000 | |||
Debt Instrument, Basis Spread on Variable Rate | 2.38% | |||
Book Value Of Real Estate Property Collateralized | 4,762,000 | 4,762,000 | ||
Interest Costs Capitalized | 9,000 | 10,000 | ||
Debt Instrument Maximum Principal Amount To Be Settled | $ 1,700,000 | |||
Other Notes Payable | $ 1,286,000 | $ 1,286,000 | ||
Debt Instrument, Payment Terms | principal payment equal to the greater of $30,000 or 55% of the sales price of the lot | |||
Debt Instrument, Description of Variable Rate Basis | Interest on the outstanding principal amount of the loan is payable monthly at the annual rate equal to the Wall Street Journal Prime Rate plus a spread of 2.38%, adjusted annually. |
OTHER REVENUES (Details)
OTHER REVENUES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jul. 31, 2017 | Jan. 31, 2019 | Jan. 31, 2018 | |
Amortization of deferred revenue and other | $ 48 | $ 193 | $ 437 | $ 367 | |
Settlement gain | $ 1,318 | 0 | 1,318 | ||
Other Revenue, Net | $ 48 | $ 193 | $ 437 | $ 1,685 |
OTHER REVENUES (Details Textual
OTHER REVENUES (Details Textual) | Sep. 08, 2018 | Jan. 31, 2018USD ($) | Jul. 31, 2017USD ($) | Jan. 31, 2019USD ($)a | Jan. 31, 2018USD ($) | Sep. 07, 2018 |
Pre Tax Gain Included Other Revenues | $ 1,318,000 | $ 0 | $ 1,318,000 | |||
Operating Leases, Income Statement, Lease Revenue | $ 57,000 | $ 76,000 | $ 171,000 | |||
Area of Land | a | 55,000 | |||||
Royalty InterestPercentage | 1.00% | |||||
Lessor, Operating Lease, Description | If lessee or any of its affiliates provides any consideration to obtain, enter into, option, extend or renew an interest in any minerals or mineral rights within Sandoval County, Bernalillo County, Santa Fe County or Valencia County in New Mexico at any time from September 2017 through September 2020, lessee shall pay the Company an amount equal to the amount of such consideration paid per acre multiplied by 54,793.24. |
BENEFIT PLANS (Details Textual)
BENEFIT PLANS (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Share-based Compensation, Total | $ 184,000 | $ 136,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 178,000 | 178,000 | |||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 157,000 | $ 225,000 | 471,000 | 674,000 | |
Increase (Decrease) in Obligation, Pension Benefits | $ (2,000,000) | (1,040,000) | |||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 29,200 | ||||
Non employee Individual of Board of Directors [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Share-based Compensation, Total | 20,000 | $ 60,000 | |||
Equity Plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Share-based Compensation, Total | $ 43,000 | 31,000 | $ 124,000 | $ 76,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 16,583 | ||||
Two Thousand Six Equity Plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 47,367 | 47,367 | |||
Two Thousands And Sixteen Equity Plan [Member] | Board of Directors Chairman [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Shares Issued, Price Per Share | $ 5.95 | ||||
Non Cash Director Compensation | $ 20,000 | ||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 13,444 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | Oct. 31, 2018 | |
Income Tax Disclosure [Line Items] | ||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 29.70% | ||||
Unrecognized Tax Benefits | $ 58,000 | $ 58,000 | ||||
Income Tax Expense (Benefit) | $ (186,000) | $ 3,136,000 | $ (285,000) | $ 3,987,000 | ||
Increase (Decrease) in Income Taxes | $ 3,057,000 | $ 3,057,000 |
PRIOR PERIOD REVISIONS (Details
PRIOR PERIOD REVISIONS (Details) - USD ($) $ in Thousands | Jan. 31, 2019 | Oct. 31, 2018 | Apr. 30, 2018 | Feb. 01, 2018 | Jan. 31, 2018 | Nov. 01, 2017 | Oct. 31, 2017 | May 01, 2017 | Apr. 30, 2017 |
Deferred income taxes, net | $ 4,846 | $ 4,865 | |||||||
Accounts payable and accrued expenses | 7,019 | 7,497 | |||||||
Retained earnings | $ 47,609 | $ 47,641 | 47,525 | $ 46,162 | $ 46,162 | $ 49,013 | $ 49,013 | $ 47,287 | $ 47,287 |
Previously Reported [Member] | |||||||||
Deferred income taxes, net | 5,060 | ||||||||
Accounts payable and accrued expenses | 8,215 | ||||||||
Retained earnings | 47,002 | 45,639 | 48,490 | 46,764 | |||||
Restatement Adjustment [Member] | |||||||||
Deferred income taxes, net | (195) | ||||||||
Accounts payable and accrued expenses | (718) | ||||||||
Retained earnings | $ 523 | $ 523 | $ 523 | $ 523 |
INFORMATION ABOUT THE COMPANY_3
INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||
Revenues | $ 9,340 | $ 10,379 | $ 30,663 | $ 30,880 | |||||
Net (loss) income | [1] | (32) | (2,851) | 84 | (1,125) | ||||
Provision (benefit) for income taxes | (186) | 3,136 | (285) | 3,987 | |||||
Interest expense (income), net | [1],[2] | 8 | 18 | 20 | 49 | ||||
Depreciation | 269 | [1] | 319 | [1] | 842 | 954 | |||
EBITDA | [1],[3] | 59 | 622 | 661 | 3,865 | ||||
Capital expenditures | 28 | [1] | 101 | [1] | 62 | 130 | |||
Total assets | 104,510 | 105,838 | [1] | 104,510 | 105,838 | [1] | $ 105,670 | ||
Real Estate | |||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||
Revenues | [1] | 2,391 | 2,671 | 9,266 | 6,894 | ||||
Net (loss) income | [1] | (944) | (727) | (1,921) | (1,124) | ||||
Provision (benefit) for income taxes | [1] | 263 | 29 | (80) | (175) | ||||
Interest expense (income), net | [1],[2] | 591 | 575 | 1,768 | 1,623 | ||||
Depreciation | [1] | 22 | 30 | 66 | 65 | ||||
EBITDA | [1],[3] | (68) | (93) | (167) | 389 | ||||
Capital expenditures | [1] | 5 | 52 | 5 | 52 | ||||
Total assets | [1] | 78,572 | 74,519 | 78,572 | 74,519 | ||||
Fulfillment Services [Member] | |||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||
Revenues | [1],[4] | 6,916 | 7,676 | 21,302 | 23,910 | ||||
Net (loss) income | [1],[4] | 634 | (2,043) | 922 | (443) | ||||
Provision (benefit) for income taxes | [1],[4] | (751) | 2,539 | (670) | 3,364 | ||||
Interest expense (income), net | [1],[2],[4] | 298 | 288 | 885 | 884 | ||||
Depreciation | [1],[4] | 247 | 289 | 776 | 889 | ||||
EBITDA | [1],[3],[4] | 428 | 1,073 | 1,913 | 4,694 | ||||
Capital expenditures | [1],[4] | 23 | 49 | 57 | 78 | ||||
Total assets | [1],[4] | 21,584 | 22,312 | 21,584 | 22,312 | ||||
Corporate and Other [Member] | |||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||
Revenues | [1] | 33 | 32 | 95 | 76 | ||||
Net (loss) income | [1] | 278 | (81) | 1,083 | 442 | ||||
Provision (benefit) for income taxes | [1] | 302 | 568 | 465 | 798 | ||||
Interest expense (income), net | [1],[2] | (881) | (845) | (2,633) | (2,458) | ||||
Depreciation | [1] | 0 | 0 | 0 | 0 | ||||
EBITDA | [1],[3] | (301) | (358) | (1,085) | (1,218) | ||||
Capital expenditures | [1] | 0 | 0 | 0 | 0 | ||||
Total assets | [1] | $ 4,354 | $ 9,007 | $ 4,354 | $ 9,007 | ||||
[1] | Revenue information provided for each segment includes amounts grouped as Other in the accompanying consolidated statements of operations. Corporate and Other is net of intercompany eliminations. | ||||||||
[2] | Interest expense (income), net includes inter-segment interest expense (income) that is eliminated in consolidation. | ||||||||
[3] | The Company uses EBITDA (which the Company defines as net (loss) income before net interest expense (income), income taxes, and depreciation and amortization), in addition to net (loss) income as a key measure of profit or loss for segment performance and evaluation purposes. | ||||||||
[4] | Fulfillment services revenues and EBITDA for the first nine months of 2018 included a pre-tax gain of $1,318,000 resulting from the settlement agreement with the State of Florida (see Note 7). |
INFORMATION ABOUT THE COMPANY_4
INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Revenues | $ 9,340 | $ 10,379 | $ 30,663 | $ 30,880 |
Fulfillment Revenue Segment [Member] | ||||
Revenues | 6,916 | 7,676 | 21,302 | 22,592 |
Real Estate Revenue Segment [Member] | ||||
Revenues | 2,376 | 2,510 | 8,924 | 6,603 |
Corporate and Other [Member] | ||||
Revenues | 48 | 193 | 437 | 1,685 |
Subscription Services [Member] | Fulfillment Revenue Segment [Member] | ||||
Revenues | 4,234 | 4,335 | 13,106 | 13,263 |
Membership Fulfillment [Member] | Fulfillment Revenue Segment [Member] | ||||
Revenues | 1,116 | 1,936 | 4,235 | 5,575 |
Contact Center [Member] | Fulfillment Revenue Segment [Member] | ||||
Revenues | 1,343 | 1,220 | 3,407 | 3,187 |
Other Revenues [Member] | Fulfillment Revenue Segment [Member] | ||||
Revenues | 223 | 185 | 554 | 567 |
Residential land sales [Member] | Real Estate Revenue Segment [Member] | ||||
Revenues | 2,220 | 2,450 | 8,737 | 6,503 |
Commercial land sales [Member] | Real Estate Revenue Segment [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Undeveloped land sales [Member] | Real Estate Revenue Segment [Member] | ||||
Revenues | $ 156 | $ 60 | $ 187 | $ 100 |
INFORMATION ABOUT THE COMPANY_5
INFORMATION ABOUT THE COMPANY'S OPERATIONS IN DIFFERENT INDUSTRY SEGMENTS (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2017 | Jan. 31, 2019 | Jan. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Pre Tax Gain Included Other Revenues | $ 1,318 | $ 0 | $ 1,318 |