Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 12, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | HOMEFED CORPORATION | ||
Entity Central Index Key | 0000833795 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding (in shares) | 15,500,246 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 207,559,100 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Real estate held for development | $ 328,239 | $ 311,664 |
Real estate held for investment, net | 37,962 | 38,022 |
Cash and cash equivalents | 63,053 | 40,415 |
Contract assets | 11,084 | 21,816 |
Restricted cash | 0 | 2,685 |
Equity method investments | 93,170 | 123,296 |
Accounts receivable, deposits and other assets | 20,790 | 21,565 |
Intangible assets, net | 1,054 | 3,005 |
Assets held for sale | 0 | 8,422 |
Net deferred tax asset | 38,656 | 37,057 |
TOTAL | 594,008 | 607,947 |
LIABILITIES | ||
Accounts payable and accrued liabilities | 38,674 | 23,671 |
Below market lease contract intangibles, net | 1,377 | 1,930 |
Non-refundable option payments | 85 | 255 |
Liability for environmental remediation | 1,452 | 1,452 |
Deferred revenue | 1,230 | |
Other liabilities | 4,617 | 2,564 |
Accrued interest payable | 72 | 1,262 |
Long-term debt, net | 88,773 | 118,213 |
Total liabilities | 135,050 | 150,577 |
COMMITMENTS AND CONTINGENCIES (Note 12) | ||
EQUITY | ||
Common stock, $.01 par value; 25,000,000 shares authorized; 15,474,032 and 15,448,500 shares outstanding after deducting 397,377 and 395,409 shares held in treasury | 155 | 155 |
Additional paid-in capital | 602,031 | 600,308 |
Accumulated deficit | (147,039) | (148,199) |
Total HomeFed Corporation common shareholders' equity | 455,147 | 452,264 |
Noncontrolling interest | 3,811 | 5,106 |
Total equity | 458,958 | 457,370 |
TOTAL | $ 594,008 | $ 607,947 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common shares, authorized (in shares) | 25,000,000 | 25,000,000 |
Common shares, shares outstanding (in shares) | 15,500,246 | 15,474,032 |
Treasury stock, shares (in shares) | 398,663 | 397,377 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
REVENUES | |||
Revenue from contract with customer | $ 118,952,000 | ||
Rental income | 21,619,000 | $ 23,930,000 | $ 22,717,000 |
Total revenues | 140,571,000 | 114,508,000 | 86,947,000 |
EXPENSES | |||
Provision for losses on real estate | 19,957,000 | 0 | 0 |
Rental operating expenses | 15,416,000 | 17,122,000 | 17,626,000 |
General and administrative expenses | 21,920,000 | 16,555,000 | 14,695,000 |
Depreciation and amortization | 2,586,000 | 3,685,000 | 4,973,000 |
Administrative services fees to Jefferies Financial Group Inc. | 180,000 | 180,000 | 180,000 |
Total expenses | 150,336,000 | 122,115,000 | 90,084,000 |
Income (loss) before income (losses) from equity method investments | (9,765,000) | (7,607,000) | (3,137,000) |
Income (losses) from equity method investments | 2,797,000 | 9,046,000 | (947,000) |
Income (losses) from operations | (6,968,000) | 1,439,000 | (4,084,000) |
Interest and other income | 4,909,000 | 618,000 | 4,739,000 |
Income before income taxes and noncontrolling interest | (2,059,000) | 2,057,000 | 655,000 |
Income tax (expense) benefit | 554,000 | 8,932,000 | 32,189,000 |
Net income | (1,505,000) | 10,989,000 | 32,844,000 |
Net income attributable to the noncontrolling interest | 1,437,000 | (58,000) | (279,000) |
Net income attributable to HomeFed Corporation common shareholders | $ (68,000) | $ 10,931,000 | $ 32,565,000 |
Basic and diluted earnings per common share attributable to HomeFed Corporation common shareholders | $ 0 | $ 0.71 | $ 2.11 |
Sales of real estate | |||
REVENUES | |||
Revenue from contract with customer | $ 88,324,000 | $ 50,622,000 | $ 46,042,000 |
EXPENSES | |||
Cost of goods and services sold | 60,056,000 | 45,198,000 | 35,830,000 |
Contract service revenues | |||
REVENUES | |||
Revenue from contract with customer | 30,221,000 | 35,865,000 | 13,184,000 |
EXPENSES | |||
Cost of goods and services sold | 30,221,000 | 35,865,000 | 13,184,000 |
Farming | |||
REVENUES | |||
Revenue from contract with customer | 0 | 3,507,000 | 4,436,000 |
EXPENSES | |||
Cost of goods and services sold | 0 | 3,510,000 | 3,596,000 |
Co-op marketing and advertising fees | |||
REVENUES | |||
Revenue from contract with customer | $ 407,000 | $ 584,000 | $ 568,000 |
Consolidated Statements of Chan
Consolidated Statements of Changes In Equity - USD ($) $ in Thousands | Total | Common Stock $.01 Par Value | Additional Paid-In Capital | Accumulated Deficit | Subtotal | Noncontrolling Interest |
Beginning balance at Dec. 31, 2015 | $ 416,400 | $ 154 | $ 597,922 | $ (191,695) | $ 406,381 | $ 10,019 |
Net income | 32,844 | 32,565 | 32,565 | 279 | ||
Distributions to noncontrolling interest | (3,300) | 0 | (3,300) | |||
Share-based compensation expense | 75 | 75 | 75 | |||
Exercise of options to purchase common shares, including excess tax benefit | 1,036 | 1,036 | 1,036 | |||
Ending balance at Dec. 31, 2016 | 447,055 | 154 | 599,033 | (159,130) | 440,057 | 6,998 |
Net income | 10,989 | 10,931 | 10,931 | 58 | ||
Distributions to noncontrolling interest | (1,950) | 0 | (1,950) | |||
Share-based compensation expense | 1,253 | 1,253 | 1,253 | |||
Exercise of options to purchase common shares, including excess tax benefit | 23 | 1 | 22 | 23 | ||
Ending balance at Dec. 31, 2017 | 457,370 | 155 | 600,308 | (148,199) | 452,264 | 5,106 |
Net income | (1,505) | (68) | (68) | (1,437) | ||
Contributions from noncontrolling interests | 142 | 0 | 142 | |||
Share-based compensation expense | 1,626 | 1,626 | 1,626 | |||
Exercise of options to purchase common shares, including excess tax benefit | 97 | 97 | 97 | |||
Ending balance at Dec. 31, 2018 | $ 458,958 | $ 155 | $ 602,031 | $ (147,039) | $ 455,147 | $ 3,811 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ (1,505) | $ 10,989 | $ 32,844 |
Adjustments to reconcile net income to net cash used for operating activities: | |||
(Income) Losses from equity method investments | (2,797) | (9,046) | 947 |
Provision (benefit) for deferred income taxes | (2,133) | 799 | (37,238) |
Provision for losses on real estate | 19,957 | 0 | 0 |
Share-based compensation expense | 2,248 | 2,004 | 75 |
Excess tax benefit from exercise of stock options | 0 | 0 | (25) |
Depreciation and amortization of property, equipment and leasehold improvements | 230 | 515 | 516 |
Gain on sale of Rampage property | (17,293) | 0 | 0 |
Other amortization | 3,483 | 4,485 | 6,363 |
Amortization related to issuance costs and debt discount of Senior Notes | 0 | 0 | 1,241 |
Amortization related to investments | 0 | 0 | (821) |
Loss on the extinguishment of debt | 235 | 356 | 0 |
Distributions from equity method investments | 13,202 | 0 | 0 |
Development costs in excess of Cost Cap | (9,729) | 0 | 0 |
Changes in operating assets and liabilities: | |||
Real estate, held for development | (27,954) | (10,799) | (7,443) |
Real estate, held for investment | (1,069) | 3,180 | (393) |
Contract assets | 10,732 | (15,865) | (5,951) |
Accounts receivable, deposits and other assets | 765 | (1,509) | (4,313) |
Deferred revenue | (3,081) | 1,977 | |
Accounts payable and accrued liabilities | 1,035 | (460) | 1,317 |
Accrued interest payable | (1,190) | 1,262 | 0 |
Non-refundable option payments | (170) | 230 | 0 |
Liability for environmental remediation | 0 | (3) | (11) |
Income taxes payable | (237) | (6,524) | (1,659) |
Other liabilities | 1,431 | (3,965) | 1,195 |
Net cash used for operating activities | (10,759) | (27,432) | (11,379) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Proceeds from sale of Rampage property | 26,000 | 0 | 0 |
Proceeds from sales of redeemed investments | 0 | 0 | 11,424 |
Investments in equity method investments | (52,550) | (55) | (3,262) |
Capital distributions from equity method investments | 82,000 | 0 | 3,389 |
Net cash provided by (used for) investing activities | 55,450 | (55) | 11,551 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Issuance of long-term debt | 69,312 | 121,500 | 0 |
Reduction of debt | (85,812) | (103,145) | (14,581) |
Payment of debt issuance costs | (8,335) | (1,653) | (586) |
Distributions to noncontrolling interests | 0 | (1,950) | (3,300) |
Exercise of options to purchase common shares | 97 | 23 | 1,011 |
Excess tax benefit from exercise of stock options | 0 | 0 | 25 |
Net cash provided by (used for) financing activities | (24,738) | 14,775 | (17,431) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 19,953 | (12,712) | (17,259) |
Cash, cash equivalents and restricted cash, beginning of period | 43,100 | 55,812 | 73,071 |
Cash, cash equivalents and restricted cash, end of period | 63,053 | 43,100 | 55,812 |
Supplemental disclosures of cash flow information: | |||
Cash paid for income taxes (net of tax refunds) | 1,175 | 799 | 6,729 |
Cash paid for interest (net of amounts capitalized) | 0 | 0 | 0 |
Non-cash operating activities: | |||
Project development costs incurred that remain payable at year end | 22,911 | 16,605 | 8,214 |
Non-cash investing activities: | |||
Land contributed as an investment in Village III Master | 0 | 0 | 15,150 |
Non-cash financing activities: | |||
Debt issuance costs incurred but not yet paid | 9,070 | 1,748 | 0 |
Cashless exercise of stock options to purchase common shares | 69 | 0 | 0 |
Contribution from noncontrolling interest for prepaid expenses | $ 142 | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation – The accompanying consolidated financial statements include the accounts of HomeFed Corporation (the “Company,”) and its consolidated subsidiaries. We also own equity interests in Brooklyn Renaissance Plaza, RedSky JZ Fulton Investors and the Builder LLCs, which are accounted for under the equity method of accounting. We are currently engaged, directly and through our subsidiaries, in the investment in and development of residential and commercial real estate properties in California, Virginia, South Carolina, Florida, Maine and New York. All intercompany balances and transactions have been eliminated in consolidation. There is no other comprehensive income for the years ended December 31, 2018, 2017 and 2016. During 2018, other than the following, there were no significant updates made to the Company’s significant accounting policies. The accounting policy changes are attributable to the adoption of the Financial Accounting Standards Board (“FASB”) guidance on Revenue from Contracts with Customers (the "new revenue standard"). These revenue recognition policy updates are applied prospectively in our financial statements from January 1, 2018 forward using the modified retrospective approach. Reported financial information for the historical comparable period was not revised and continues to be reported under the accounting standards in effect during the historical periods. Revenue Recognition Policies Real estate sales revenues: • Real estate sales revenues are recognized at a point in time when the related transaction is completed. • Variable consideration, such as profit participation, is included in the transaction price for real estate sales at the point in time when the transaction is completed only to the extent it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainties with respect to the amount are resolved. Contract service revenues: • Contract service revenues are recognized over time as performance obligations are met. Co-op marketing fee income: • Co-op marketing fee income is recognized over time as performance obligations are met, generally the term of the master marketing program that relates to the selling period of the associated home product being sold by our customer. See Accounting Developments - Adopted Accounting Standards below and Note 9 for further information. Basis of Consolidation – Our policy is to consolidate all entities in which we can vote a majority of the outstanding voting stock. In addition, we consolidate entities which meet the definition of a variable interest entity for which we are the primary beneficiary. The primary beneficiary is the party who has the power to direct the activities of a variable interest entity that most significantly impact the entity’s economic performance and who has an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. We consider special allocations of cash flows and preferences, if any, to determine amounts allocable to noncontrolling interests. All intercompany transactions and balances are eliminated in consolidation. In situations where we have significant influence, but not control, of an entity that does not qualify as a variable interest entity, we apply the equity method of accounting. Provision (Benefit) for Deferred Income Taxes – We provide for income taxes using the balance sheet approach. We record a valuation allowance to reduce our net deferred tax asset to an amount that we expect is more likely than not to be realized. If our estimate of the realizability of our deferred tax asset changes in the future, an adjustment to the valuation allowance would be recorded which would impact income tax expense in such period. The valuation allowance is determined after considering all relevant facts and circumstances, and is based, in significant part, on our projection of taxable income in the future. Since any projection of future profitability is inherently uncertain, changes in the valuation allowance can be expected. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted. The Tax Act is one of the most comprehensive changes in the U.S. corporate income tax since 1986 and certain provisions are highly complex in their application. The Tax Act revises the U.S. Corporate income tax by, among other things, lowering the corporate income tax rate from 35% to 21% and adopting a territorial income tax system. We have evaluated the impact that the Tax Act will have on both our Consolidated Balance Sheets and Consolidated Statements of Operations. At that time, based on information currently available, results for the fourth quarter of 2017 reflect a provisional expense of $2,150,000. During 2018, the IRS announced that refunds of AMT credits pursuant to the Tax Act would be subject to sequestration. Accordingly, in the third quarter of 2018 we recorded a $1,700,000 increase to our income tax expense related to sequestration on our corporate AMT credits. On January 14, 2019, the Internal Revenue Service announced that refunds of AMT credits will not be subject to sequestration for tax years beginning after December 31, 2017. Consequently, during the fourth quarter of 2018, we reversed $1,700,000 of income tax expense related to our AMT credits. In 2018, we completed our determination of the accounting implications of the Tax Act, and no material adjustment was necessary. During 2016, we determined that we had enough positive evidence to conclude that it is more likely than not that we will be able to generate enough future taxable income to fully utilize all of our Federal minimum tax credits. The primary positive evidence considered was the formation of Village III Master with three national builders to develop and build homes at the Otay Land project and the projections of taxable income from the Otay Land and other of our projects. In addition, our minimum tax credits have no expiration. As a result, we were able to conclude that it was more likely than not that we will be able to realize the entire portion of our net deferred tax asset; accordingly, approximately $31,850,000 of the deferred tax valuation allowance was released as a credit to income tax expense during 2016. The projection of future taxable income is based upon numerous assumptions about the future, including future market conditions where our projects are located, regulatory requirements, estimates of future real estate revenues and development costs, future interest expense, operating and overhead costs and other factors. We evaluate all positive and negative evidence with respect to our realizability of our deferred tax asset. To the extent there is sufficient negative evidence, an increase to the valuation allowance and tax expense would be recorded to reflect the appropriate amount of the change. We also record reserves for unrecognized tax benefits based on our assessment of the probability of successfully sustaining tax filing positions. Management exercises significant judgment when assessing the probability of successfully sustaining tax filing positions, and in determining whether a contingent tax liability should be recorded and if so estimating the amount. If our tax filing positions are successfully challenged, payments could be required that are in excess of reserved amounts or we may be required to reduce the carrying amount of our net deferred tax asset, either of which could be significant to our Consolidated Balance Sheets or results of operations. We record interest and penalties, if any, with respect to uncertain tax positions as components of income tax expense. During the third quarter of 2015, resulting from a tax matter related to the acquisition of real estate properties and operations from Leucadia in 2014, we recorded an unrecognized tax benefit of approximately $2,550,000 which is reflected in Other liabilities and a corresponding reduction in our Deferred tax liability. During the fourth quarter of 2015, we increased the unrecognized tax benefit by $400,000 related to this tax matter. In 2016, we increased the unrecognized tax benefit by approximately $1,350,000 related to this tax matter. During 2017, we effectively settled our 2014 federal tax examination with the IRS and, as a result, recorded an $8,600,000 reduction to deferred tax liabilities and a $4,700,000 reduction to unrecognized tax benefits. Provision for Environmental Remediation – We record environmental liabilities when it is probable that a liability has been incurred and the amount or range of the liability is reasonably estimable. During 2002, we recorded a charge of $11,150,000 representing our estimate of the cost (including legal fees) to implement the most likely remediation alternative with respect to approximately 30 acres of undeveloped land owned by a subsidiary of Otay Land Company. The estimated liability was neither discounted nor reduced for claims for recovery from previous owners and users of the land who may be liable, and may increase or decrease based upon the actual extent and nature of the remediation required, the actual cost of the remediation, the expenses of the regulatory process, the costs of post-remediation monitoring requirements, inflation and other items. At December 31, 2018, we have a remaining balance of $1,450,000. We have periodically examined, and when appropriate, adjusted our liability for environmental remediation to reflect our current best estimate. A change to the current estimate could result from, among other things, that the cost to implement the remediation is different than our current estimate, that the cost of future on-going monitoring efforts is different than our current estimate, and/or requirements imposed by regulatory authorities that we did not anticipate but is nevertheless required to implement. Provision for Impairment Losses on Real Estate – Our real estate is carried at cost. Whenever events or changes in circumstances suggest that the carrying amount may not be recoverable, management assesses the recoverability of the carrying amount of its real estate in accordance with GAAP. Some of the events or changes in circumstances that we consider as indicators of potential impairment include: (i) a change in market conditions in the local markets where we own real estate, (ii) a change in the availability of mortgages for retail buyers or a significant change in interest rates for mortgages, (iii) a change in expected use or development plans for properties, (iv) continuing operating or cash flow losses for real estate held for investment purposes, (v) an accumulation of costs in a development property that significantly exceeds its historical basis in property held long-term and (vi) a significant weather event that may have a negative impact on the property value. We use varying methods to determine if impairment exists, such as considering indicators of potential impairment and analyzing expected future cash flows and comparing the expected future undiscounted cash flows of the property to the carrying value. The accounting estimate related to the real estate impairment evaluation is susceptible to the use of assumptions about future sales proceeds and future expenditures. For projects under development, an estimate of future cash flows on an undiscounted basis is performed using estimated future expenditures necessary to maintain the existing project and using management’s best estimates about future sales prices and planned holding periods. If a property is considered impaired, the impairment charge is determined by the amount of the property’s carrying value that exceeds its fair value. During 2018, we concluded that our Pacho leasehold was impaired and recorded a$17,450,000 pre-tax charge (the entire carrying value of the leasehold), of which $1,750,000 is attributable to the non-controlling interest. See Note 2 for more information. During 2018, we concluded that our real estate in Maine was partially impaired due to a recent weakness in local housing market conditions. We recorded a write-down of $750,000 and thus reducing the carrying value to $3,300,000 which we believe reflects the fair value of the property. During the fourth quarter of 2018, we evaluated the damages caused by Hurricane Michael to our SweetBay project and recorded a write-down of $1,800,000. We did not record any provisions for impairment losses during the years ended December 31, 2017 and 2016. Purchase Price Allocation – Under current authoritative accounting guidance, we determine whether a transaction or other event is a business combination, which requires that the assets acquired and the liabilities assumed constitute a business. Each business combination is then accounted for by applying the acquisition method of accounting. We record our investments based on the fair value of the identifiable assets acquired, intangible assets acquired, liabilities assumed and any noncontrolling interest in the acquired entity, as well as recognizing and measuring goodwill or a gain from a bargain purchase at the acquisition date. Assets are recorded at fair value using appraisals and valuations performed by management and independent third parties. Fair values are based on the exit price (i.e. the price that would be received in an orderly transaction to sell an asset or transfer a liability between market participants at the measurement date). We evaluate several factors, including market data for similar assets, expected cash flows discounted at risk adjusted rates and replacement cost for the assets to determine an appropriate exit cost when evaluating the fair value of our assets. We immediately expense acquisition-related costs and fees associated with business combinations. Asset Acquisitions – When an asset acquisition occurs that is not deemed a business combination, the acquired assets including related transaction costs are recorded at cost when cash consideration is used. If the consideration is non-cash, then the recording of the assets is based on the fair value of the assets acquired. Real Estate – Real estate includes all expenditures incurred in connection with the acquisition, development and construction of the property, including interest paid to third parties and property taxes. At acquisition, land costs are allocated to individual parcels or lots based on relative fair values or specific identification. Interest, payroll related to construction, property taxes and other professional fees attributable to land and property construction are capitalized and added to the cost of those properties when active development begins and ends when the property development is fully completed and ready for its intended use. Subsequent to acquisition, substantially all development costs are specifically identifiable to individual parcels or lots, or are considered allocated costs that are allocated principally based on relative sales value. Interest, however, is allocated to each property principally based on the percentage of development costs incurred for the property compared to the total development costs incurred for the period. Capitalized land costs are charged to cost of sales at the time that revenue is recognized. For Real estate held for investment, maintenance costs are expensed when incurred and depreciation is expensed on a straight-line basis over the estimated useful life of the assets or, if less, the term of the underlying lease. Cash and Cash Equivalents – Cash equivalents are money market accounts and short-term, highly liquid investments that have maturities of less than three months at the time of acquisition. Restricted Cash – Restricted cash consisted of amounts escrowed pursuant to the terms of our Purchase Agreement related to BRP Leasing's obligation under the master lease with Brooklyn Renaissance Plaza. Restricted cash also consisted of funds held in an interest bearing bank account serving as collateral for a letter of credit for the benefit of the City of Myrtle Beach related to future development improvements planned at The Market Common. Contract Assets and Liabilities – As we develop the Village of Escaya community infrastructure, we are entitled to receive up to $78,600,000 for our costs incurred from the sale of homes by the Builder LLCs at the Village of Escaya. The Builder LLCs are contractually obligated to pay us an allocated amount of the proceeds of each home closing. As a result, a contract asset is recorded to reflect the amount due to us by the respective builders under these agreements. A contract liability would arise if we received cash in advance of completing the performance obligations related to the development of the project. Fair Value Hierarchy-- In determining fair value, we maximize the use of observable inputs and minimize the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from independent sources. Unobservable inputs reflect our assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. We apply a hierarchy to categorize our fair value measurements broken down into three levels based on the transparency of inputs as follows: Level 1: Quoted prices are available in active markets for identical assets or liabilities as of the reported date. Level 2: Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these financial instruments includes cash instruments for which quoted prices are available but traded less frequently, derivative instruments whose fair value have been derived using a model where inputs to the model are directly observable in the market, or can be derived principally from or corroborated by observable market data, and instruments that are fair valued using other financial instruments, the parameters of which can be directly observed. Level 3: Instruments that have little to no pricing observability as of the reported date. These financial instruments are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation. The valuation of financial instruments may include the use of valuation models and other techniques. Adjustments to valuations derived from valuation models may be made when, in management’s judgment, features of the financial instrument such as its complexity, the market in which the financial instrument is traded and risk and uncertainties about market conditions require that an adjustment be made to the value derived from the models. Adjustments from the price derived from a valuation model reflect management’s judgment that other participants in the market for the financial instrument being measured at fair value would also consider in valuing that same financial instrument. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. The availability of observable inputs can vary and is affected by a wide variety of factors, including, for example, the type of financial instrument and market conditions. As the observability of prices and inputs may change for a financial instrument from period to period, this condition may cause a transfer of an instrument among the fair value hierarchy levels. Transfers among the levels are recognized at the beginning of each period. The degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. Equity Method Investments – In situations where we have significant influence, but not control, of an entity we apply the equity method of accounting. Under the equity method of accounting, our share of the investee’s underlying net income or loss is recorded as income (loss) from equity method investments. The recognition of our share of the investees’ results takes into account any special rights or priorities of investors; accordingly, we employ the hypothetical liquidation at book value model to calculate our share of the investees’ profits or losses, and additionally, amortizing the difference between the fair value of the assets at the date of acquisition and the historical book basis over the remaining useful life of each asset, to calculate our share of the investment. Our equity interests in Brooklyn Renaissance Plaza, RedSky JZ Fulton Investors and the Builder LLCs are accounted for under the equity method of accounting. We are required to periodically compare an investment’s carrying value to its estimated fair value. We would recognize an impairment charge if the carrying value exceeds the estimated fair value and is determined to be other than temporary. Allowance for Doubtful Accounts - We provide an allowance for doubtful accounts against the portion of accounts receivable, including straight-line rents, which is estimated to be uncollectible. Such allowances are reviewed periodically based upon our recovery experience. Deferred Leasing Commissions - Deferred leasing commissions represent costs to obtain tenants at retail and office rental properties. We amortize these charges over the original term of the lease and reflect them in Depreciation and amortization expense. Intangible Assets (Liabilities), Net – Intangibles include above market lease value and lease in place value as assets and below market lease value as a liability, all recorded at fair value at the date of Acquisition. Above market lease value is amortized on a straight-line basis over the remaining term of the underlying leases, and below market lease values are amortized on a straight-line basis over the initial terms plus the terms of any below market renewal options of the underlying leases and is included in Rental income. Lease in place value is amortized over the term of the underlying lease and is included in Depreciation and amortization expense. Intangible assets are reviewed for impairment on an interim basis when certain events or circumstances exist, primarily changes in the underlying lease. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when certain events or circumstances exist indicating an assessment for impairment is necessary. Impairment exists when the carrying amount exceeds its fair value. Fair value is determined using valuation techniques consistent with what a market participant would use. Asset Held for Sale - We classify an asset held for sale in the period in which we commit to a plan to sell the asset, are actively seeking a buyer, the asset is being marketed for sale at a price that is reasonable in relation to its fair value, the asset is readily available for sale in its current condition, and the sale of the asset is likely to occur within one year. The sale of the Rampage property is not considered a strategic shift and has therefore not been presented as discontinued operations. Option Deposits – Option payments received from prospective buyers are recognized as liabilities until the title of the real estate is transferred or the option is forfeited, or in the case of refundable deposits, the prospective buyer decides not to purchase the real estate and the deposit is returned. Debt discount and issuance costs –We net the debt discount and issuance costs against the carrying value of the debt. These costs are amortized as capitalized expenditures on a straight-line basis, which approximates the effective interest method, over the expected life of the respective debt liability. Sales of Real Estate – Prior to the adoption of the new Revenue Recognition standard on January 1, 2018, revenues from real estate sales were recognized when a sale closed and title transferred to the buyer, the buyer’s initial investment was adequate, any receivables were probable of collection and the usual risks and rewards of ownership had been transferred to the buyer. (See "Recently Adopted Accounting Pronouncements" below for information on the new accounting guidelines for real estate sales revenue recognition.) Recognition of Fee Income – Prior to the adoption of the new Revenue Recognition standard on January 1, 2018, we may have been contractually entitled to receive co-op marketing and advertising fees that was due when builders sell homes. These fees were generally based upon a fixed percentage of the homes’ selling prices and were recorded as revenue when the homes were sold. (See "Recently Adopted Accounting Pronouncements" below for information on the new accounting guidelines for real estate sales revenue recognition - variable.) Revenue and Profit Sharing Arrangements – Prior to the adoption of the new Revenue Recognition standard on January 1, 2018, certain of our lot purchase agreements with homebuilders included provisions that entitled us to a share of the revenues or profits realized by the homebuilders upon their sale of the homes, after certain thresholds were achieved. The actual amount which could have been received by us was generally based on a formula and other specified criteria contained in the lot purchase agreements, and were generally not payable and could not be determined with reasonable certainty until the builder had completed the sale of a substantial portion of the homes covered by the lot purchase agreement. Our policy was to accrue revenue earned pursuant to these agreements when amounts were fully earned and payable pursuant to the lot purchase agreements, which were recorded as Sales of real estate. Any amounts received from homebuilders prior to then were deferred. (See "Recently Adopted Accounting Pronouncements" below for information on the new accounting guidelines for real estate sales revenue recognition - variable.) Rental Income – Rental income is recognized on a straight-line basis over the terms of the leases. Any rent payments received in excess of the amounts recognized as revenue are deferred and reflected as Deferred revenue in the consolidated balance sheets. For those leases that provide for billing of common area maintenance, such revenue is recognized in the period that the related estimated expenses are incurred based upon the tenant lease provision. Contract Service Revenues and Expenses – As we develop the Village of Escaya community infrastructure, we are entitled to receive up to $78,600,000 for costs from sale of homes by the Builder LLCs at the Village of Escaya. The Builder LLCs are contractually obligated to pay us an allocated amount of the proceeds of each home closing. Contract service revenues are recognized and corresponding contract service expenses are incurred as we perform the required infrastructure improvements on the project. At such time as management can estimate profit, the cumulative profit on costs incurred to date will be recognized and deemed as a change in estimate. Farming Revenues and Expenses – Income from farming related activities were recognized when grapes were sold, and expenses from farming related activities were recognized when incurred. Share-Based Compensation – The cost of all share-based payments to employees, including grants of employee stock options and warrants, are recognized in the financial statements based on their fair values. The cost is recognized as an expense over the vesting period of the award on the straight-line basis. The fair value of each award is estimated at the date of grant using the Black-Scholes option pricing model. Recently Adopted Accounting Pronouncements Revenue Recognition. In May 2014, the FASB issued new guidance that defines how companies report revenues from contracts with customers, and also requires enhanced disclosures. The core principle of this new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In addition, the FASB issued guidance on gain or loss from the derecognition of nonfinancial assets which would include real estate. We have adopted both of the new standards as of January 1, 2018 using the modified retrospective approach and recorded cumulative earnings to our opening accumulated deficit of $1,250,000, which is net of taxes of $550,000. The cumulative earnings adjustment was comprised of variable consideration for real estate transactions and recognition of previously deferred revenue offset by costs to complete improvements for closed real estate transactions. Accordingly, the new revenue standard is applied in our financial statements from January 1, 2018 forward and reported financial information for historical comparable periods is not revised and continues to be reported under the accounting standards in effect during those historical periods. Our implementation efforts included the identification of revenue streams within the scope of the guidance and the evaluation of certain revenue contracts. The impact of adoption is primarily related to real estate revenues that were deferred on open sales contracts as of December 31, 2017 under the previously existing accounting guidance, which would have been recognized in prior periods under the new revenue standard, and costs to complete related to the previously deferred revenue that are not related to performance obligations under the contract with the customer but are costs associated with completion of real estate improvements that would have been expensed in prior periods under the new revenue standard. The impact of the adoption is also related to the timing of recognition of fee income. The new revenue guidance does not apply to revenue associated with leasing activities or interest income. The new revenue standard primarily impacts the following revenue recognition and presentation accounting policies: • Real estate sales revenues. Revenues from the sales of real estate are recognized at a point in time when the related transaction is completed. The majority of our real estate sales of land, lots, and homes transfer the goods and services to the customer ("buyer") at the close of escrow when title transfers to the buyer and the buyer has the benefit and control of the goods and services. If performance obligations under the contract with the customer related to a parcel of land, lot or home are not yet complete when title transfers to the buyer, revenue associated with the incomplete performance obligation is deferred until the performance obligation is completed. • Real estate sales revenues - variable. Revenues under real estate contracts with customers that are associated with price or profit participation were historically recognized as participation thresholds were met by the customer. Under the new revenue standard, revenue from these activities is recognized at a point in time when the related transaction is complete, performance obligations by us have been met, and only to the extent it is probable that a significant reversal in the estimated amount of cumulative revenue recognized will not occur when the uncertainties with respect to the amount are resolved. • Real estate costs to complete. Costs to complete improvements related to sold real estate was not expensed until the work was complete under the previously existing guidance and revenue associated with the costs to complete was deferred until the work was complete under the percentage of completion method. Under the new revenue standard, costs to complete improvements that are associated with the sold real estate but do not transfer to the customer as performance obligations under the terms of the contract are estimated at the completion of the real estate transaction and expensed as a cost of the sale. • Co-op marketing and advertising fees. Co-op marketing fees were recognized at the time of sale of a home by our builder customer to a homebuyer under the previously existing accounting guidance. Under the new revenue standard, the co-op fees are recognized over time as performance obligations by us are met, generally the term of the master marketing program that relates to the sales period for the home product being sold by our builder customer. • Contract servic |
REAL ESTATE
REAL ESTATE | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE Real estate carrying values are as follows (in thousands): December 31, 2018 2017 Real estate held for development: Otay Land project $ 233,131 $ 198,882 San Elijo Hills project 23,284 29,938 Pacho project — 17,672 Fanita Ranch property 26,378 22,601 SweetBay project 26,635 23,921 Ashville Park project 9,392 8,788 The Market Common 6,289 5,981 Maine projects 3,130 3,881 Total $ 328,239 $ 311,664 Real estate held for investment, gross Land: The Market Common $ 3,744 $ 3,744 Buildings: The Market Common 35,783 35,783 Maine projects 209 209 SweetBay project 523 523 Tenant improvements: The Market Common 3,128 2,059 43,387 42,318 Less: Accumulated depreciation (5,425) (4,296) Real estate held for investment, net $ 37,962 $ 38,022 Real estate held for development includes capitalized interest, including amortization of issuance costs and debt discount, of $4,400,000 and $7,600,000 for 2018 and 2017, respectively. In January 2018, we closed on the sale of the Rampage property for $26,000,000 which was classified as Assets held for sale. The agreement was assigned to a qualified intermediary under an Exchange Agreement to facilitate a 1031 like-kind exchange for tax purposes. In July 2018, we completed the 1031 like-kind exchange and acquired $13,400,000 of replacement property, primarily consisting of improvements at the mixed-use apartment and retail project at the Village of Escaya, and the remaining proceeds of $12,600,000 is no longer restricted and can be used for any business operation. We recorded a gain on the sale of approximately $17,300,000 during 2018. The sale of Rampage property did not meet the GAAP criteria to be classified as a discontinued operation. We previously reported that we may not develop the Pacho Property unless we are able to obtain fee title from Pacific Gas & Electric (“PG&E”) within a reasonable period of time. The original 99-year lease term to the Pacho Property expires in 2067. The lease includes an option to renew it for an additional 99-year term. We have made no progress in obtaining the fee title from PG&E. Moreover, because of questions recently raised in the media as to whether the term of our leasehold validly runs until 2166 (including the option term), in August 2018 we notified PG&E that we formally exercised the option and that we intend to commence a declaratory relief proceeding to confirm our leasehold is valid until 2166 and is not rendered shorter by the provisions of California Civil Code section 718. In September, PG&E responded and asserted for the first time that it contends California Civil Code section 717 ends the lease in 2019, which we will dispute. We concluded that our Pacho leasehold was impaired and recorded a $17,450,000 pre-tax charge (the entire carrying value of the leasehold) during 2018, of which $1,750,000 is attributable to the non-controlling interest. On February 1, 2019, we filed a Complaint for Declaratory Relief and Quiet Title in the San Francisco Superior Court against the lessor, Eureka Energy Company, asking for a determination that the initial term of the lease is valid and enforceable through December 26, 2067 and that the option to renew the lease for an additional 99 years is valid through December 26, 2166. Eureka Energy Company is a wholly owned subsidiary of PG&E. The following day, PG&E filed for bankruptcy protection. Eureka Energy Company was not identified as a debtor in the PG&E bankruptcy. If we are unsuccessful in obtaining a favorable ruling on our claims for declaratory relief, then we believe that we will have recourse to pursue our unrecognized claims against the insurer of the leasehold title and the real estate counsel that represented us in our 2014 purchase of the leasehold interest. However, there is no assurance that we will be successful in these matters. During 2018, we concluded that our real estate in Maine was partially impaired due to a recent weakness in local housing market conditions. We recorded a write-down of $750,000 and thus reducing the carrying value to $3,300,000 which we believe reflects the fair value of the property. During the fourth quarter of 2018, we evaluated the damaged caused by Hurricane Michael to our SweetBay project and recorded a write-down of $1,800,000. The third phase of the Towncenter is a 2.5 acre parcel of land entitled for 12 multi-family units (formerly designated as a church site) and sold for $1,600,000 during 2018. Buildings classified as Real estate held for investment are depreciated over estimated useful lives ranging from 2 to 43 years. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | INTANGIBLE ASSETS, NET A summary of intangible assets, net at December 31, 2018 and 2017 is as follows (in thousands): December 31, December 31, Amortization 2018 2017 (in years) Above market lease contracts, net of accumulated $ 361 $ 2,041 1 to 24 Lease in place value, net of accumulated amortization 693 964 1 to 24 Intangible assets, net $ 1,054 $ 3,005 Below market lease contracts, net of accumulated $ 1,377 $ 1,930 1 to 24 The amortization of above and below market lease contracts is recognized in Rental income. Above market lease values are amortized over the remaining terms of the underlying leases, and below market lease values are amortized over the initial terms plus the terms of any below market renewal options of the underlying leases. Amortization expense related to above market lease contracts recognized in Rental income was $1,700,000, $2,100,000 and $2,750,000 during 2018, 2017 and 2016, respectively. The estimated future amortization expense recognized in Rental income for the above market lease intangible assets is as follows: 2019 - $50,000; 2020 - $50,000; 2021 - $50,000; 2022 - $50,000 and 2023 - $50,000 and thereafter - $100,000. Negative amortization expense related to below market lease contracts recognized in Rental income was $(550,000), $(800,000) and $(850,000) during 2018, 2017 and 2016, respectively. The estimated future negative amortization expense recognized in Rental income for the below market lease intangible assets is as follows: 2019 - $(250,000); 2020 - $(200,000); 2021 - $(200,000) 2022 - $(100,000); 2023 - $(100,000) and thereafter - $(500,000). The lease in place intangible is reflected in Depreciation and amortization expenses and amortized over the life of the related lease. Amortization expense on lease in place intangible assets was $250,000, $500,000 and $800,000 during 2018, 2017 and 2016, respectively. The estimated future amortization expense for the lease in place intangible asset for each of the next five years is as follows: 2019 - $100,000; 2020 - $100,000; 2021 - $100,000; 2022 - $50,000; 2023 - $50,000 and thereafter - $300,000. |
EQUITY METHOD INVESTMENTS
EQUITY METHOD INVESTMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENTS | EQUITY METHOD INVESTMENTS RedSky JZ Fulton Investors: On December 13, 2018, we formed a joint venture partnership with RedSky JZ Fulton Holdings, LLC, a Delaware limited liability company (“RS JZ”), for the acquisition and possible redevelopment of a development site located on the Fulton Mall corridor in Downtown Brooklyn, New York. The property consists of 15 separate tax lots, divided into two premier development sites which may be redeveloped with buildings consisting of up to 540,000 square feet of floor area development rights. RS JZ is itself a joint venture consisting of RedSky Capital, LLC (“RedSky”), a Brooklyn-based real estate developer, and JZ Capital Partners Limited (“JZ”), a London-based investment company. Pursuant to that certain Contribution Agreement, dated as of December 10, 2018 (the "Contribution Agreement"), among RS JZ, HF Fulton Street Holdings LLC (“HF Fulton”), a wholly-owned subsidiary of HomeFed, and RedSky JZ Fulton Investors, LLC, a Delaware limited liability company (the “Joint Venture”), HomeFed contributed capital in the amount of $52,500,000 to the Joint Venture. As consideration for the capital contribution, RS JZ caused the Joint Venture to issue to HF Fulton a membership interest in the Joint Venture consisting of 49% of the total membership interests in the Joint Venture. RS JZ holds the remaining 51% membership stake in the Company. The Contribution Agreement includes customary representations and warranties by RS JZ in favor of HF Fulton as to the state of title and other matters affecting title to the Real Property, and as to the assets and liabilities of the Joint Venture. The Contribution Agreement also includes customary representations and warranties as to the assets and liabilities of the two wholly-owned subsidiaries of the Joint Venture which own fee title to the Real Property. At the December 10, 2018 closing under the Contribution Agreement, RS JZ and HF Fulton executed and delivered to each other a Sixth Amended and Restated Limited Liability Company Agreement of the Joint Venture (the “Operating Agreement”). RedSky Fulton Tier II LLC (“Manager”), an affiliate of RedSky, is also a party to the Operating Agreement, in its capacity as the “Manager” of the Joint Venture. Pursuant to the Operating Agreement, Manager is responsible for the day to day management of the Joint Venture. However, neither Manager nor the Joint Venture may undertake, without the consent of the Joint Venture’s “Executive Committee”, any decision designated as a “Major Decision” by the Operating Agreement. “Major Decisions” include, without limitation, the acquisition of additional real property, adoption of a business plan by the Joint Venture, the adoption of operating and construction budgets, decisions to call for additional capital contributions, decisions to redevelop the Real Property with new buildings and improvements, decisions to sell or finance the Real Property and decisions to enter into space leases with third-party tenants. The Executive Committee of the Joint Venture is comprised of three representatives, one appointed by RedSky, a second appointed by JZ and a third appointed by HomeFed. RedSky JZ Fulton Investors is considered a variable interest entity ("VIE"). We have determined that we are not the primary beneficiary of RedSky JZ Fulton Investors because our economic interest is 49%, the assets are managed by RedSky, and major decisions are decided by an executive committee of which we share joint control. Therefore, we do not consolidate RedSky JZ Fulton Investor and we account for our equity interest under the equity method of accounting as of December 31, 2018. Our maximum exposure to loss as a result of our involvement with RedSky JZ Fulton Investors is limited to our capital contribution of $52,500,000. Otay project: In April 2016, through a HomeFed subsidiary, we formed a limited liability company, Village III Master, to own and develop an approximate 450-acre community planned for 992 homes in the Otay Ranch General Plan Area of Chula Vista, California. We entered into an operating agreement with three builders as members of Village III Master to build and sell 948 homes within the community. We made an initial non-cash capital contribution of $20,000,000 which represents the fair market value of the land we contributed to Village III Master after considering proceeds of $30,000,000 we received from the builders at closing, which represents the value of their capital contributions. The historical book value of the land we contributed to Village III Master is $15,150,000, which represents a basis difference of $4,850,000. Village III Master is considered a variable interest entity which we do not consolidate since we are not deemed to be the primary beneficiary (all members share joint control through a management committee). Two of our executive officers are members of the eight-member management committee designated to consider major decisions for the Village III Master. As a result of having significant influence, we account for it under the equity method of accounting beginning on December 31, 2016. In January 2017, we recorded the final map that subdivided the approximately 450-acre parcel of land in the Otay Ranch General Plan Area of Chula Vista, California, which is now known as the community of Escaya. We formed three limited liability companies (each a “Builder LLC”) to own and develop 948 homes within Escaya and entered into individual operating agreements with each of the three builders as members of each Builder LLC. Upon admittance of the three builders into their respective Builder LLC, each of the three builders withdrew as members of Village III Master, which is now a wholly owned subsidiary of HomeFed Corporation. On January 5, 2017, we made an aggregate capital contribution valued at $20,000,000 of unimproved land and $13,200,000 of completed infrastructure improvements to the three Builder LLCs, representing land and completed improvement value. In addition to the $30,000,000 contribution made by the builders, as previously mentioned above, and $2,250,000 of capitalizable land improvements, the builders then made an additional cash contribution of $20,000,000 in January 2017 upon final map subdivision and entry into their respective Builder LLCs, which was used to fund infrastructure costs completed by us. Although each of the three Builder LLCs is considered a variable interest entity, we do not consolidate any of them since we are not deemed to be the primary beneficiary as we share joint control with each Builder LLC through a management committee and we lack authority over establishing home sales prices and accepting offers. Our maximum exposure to loss is limited to our equity commitment in each Builder LLC. Additionally, we are responsible for the remaining cost of developing the community infrastructure with funding guaranteed by us under the respective operating agreements for which we received a capital credit of $78,600,000 ("Cost Cap"), and we are responsible for any costs in excess of this limit to complete the community infrastructure. During 2018, the cost of infrastructure improvements in the Village of Escaya that is attributable to the Builder LLCs exceeded the Cost Cap by $9,750,000, and we expect to incur additional costs until we complete our infrastructure obligations. The builders are responsible for the construction and the selling of the 948 homes with funding guaranteed by their respective parent entities. We are contractually obligated to obtain infrastructure improvement bonds on behalf of each Builder LLC. See Note 13 for more information. Brooklyn Renaissance Plaza: We own a 61.25% membership interest in BRP Holding. Although we have a majority interest, we concluded that we do not have control but only have the ability to exercise significant influence on this investment. As such, we account for BRP Holding under the equity method of accounting. We also own a 25.8% membership interest in BRP Hotel, which we account for under the equity method of accounting. Equity Method of accounting: Under the equity method of accounting, our share of the investee’s underlying net income or loss is recorded as income (loss) from equity method investments. The recognition of our share of the investees’ results takes into account any special rights or priorities of investors and book basis differences; accordingly, we employ the hypothetical liquidation at book value model to calculate our share of the investees’ profits or losses. Additionally, we amortize the difference between the fair value of the assets at the date of acquisition and the historical book basis over the remaining useful life of each asset, to calculate our share of the investment. Since we employ a balance sheet approach and our assets and liabilities were assigned fair values at time of acquisition as a result of purchase accounting, our equity pick up can vastly differ from the investee’s statements of income. At the date of the Acquisition, our interest in BRP Holding and BRP Hotel were fair valued at $77,950,000 and $24,800,000, respectively, while the historical cost basis was ($15,250,000) and $7,150,000 in BRP Holding and BRP Hotel, respectively. At December 31, 2018 and 2017, the basis difference for BRP Holding of $75,200,000 and $79,600,000, respectively, and for BRP Hotel of $13,800,000 and $14,450,000, respectively, is being amortized over the estimated useful lives of the respective underlying assets and liabilities acquired. Under the equity method of accounting related to the Builder LLCs, we also consider any costs in excess of the Cost Cap since we don't receive an incremental claim to additional capital for the Builder LLCs. At December 31, 2018 and 2017, our equity method investments are comprised of the following (in thousands): December 31, December 31, 2018 2017 RedSky JZ Fulton Investors $ 52,522 $ — BRP Holding 8,136 86,093 BRP Hotel 17,963 22,651 Builder LLCs 14,549 14,552 Total $ 93,170 $ 123,296 On February 28, 2018, BRP Holding satisfied, in full, the $8,750,000 principal balance of a portion of the self-amortizing New York City Industrial Revenue Bonds, with the proceeds of a new $198,350,000 fully amortizing 21-year structured lease-back financing. Approximately $157,250,000 of the proceeds was distributed to members of which we received $82,000,000 as a BRP Holding distribution that was used, in part, to fully satisfy our outstanding preferred equity balances for BRP Holding and BRP Hotel, and $6,000,000 for the satisfaction of a receivable under the pooling agreement with BRP Leasing. Income (loss) related to equity investment companies for the years ending December 31, 2018, 2017 and 2016 is as follows (in thousands): 2018 2017 2016 RedSky JZ Fulton Investors $ (11) $ — $ — BRP Holding (3,270) 11,121 219 BRP Hotel 2,609 (1,369) (1166) Builder LLCs 3,469 (706) — Total $ 2,797 $ 9,046 $ (947) The following table provides summarized data with respect to our equity method investments for 2018, 2017 and 2016 (in thousands): 2018 2017 2016 Assets $ 626,967 $ 385,189 Liabilities $ 504,478 $ 197,727 Total revenues $ 349,479 $ 122,245 $ 98,017 Income from continuing operations before extraordinary items $ 50,188 $ 20,035 $ 4,050 Net income $ 50,188 $ 20,035 $ 4,050 Our income (losses) related to equity investment companies $ 2,797 $ 9,046 $ (947) We have not provided any guarantees, nor are we contingently liable for any of the liabilities incurred by BRP Holding, BRP Hotel and RedSky JZ Fulton Investors. All such liabilities are non-recourse to us. Our exposure to adverse events at the investee companies is limited to our investment in BRP Holding, BRP Hotel and RedSky JZ Fulton Investors. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Construction loans: In March 2018, we entered into construction loan agreements for $58,850,000, the proceeds of which will be used for the construction of the town center portion of the Village of Escaya known as The Residences and Shops at Village of Escaya, which is comprised of 272 apartments, approximately 20,000 square feet of retail space, and a 10,000 square foot community facility building. The outstanding principal amount of the loan will bear interest at 30-day LIBOR plus 3.15%, subject to adjustment on the first of each calendar month, and the loan is collateralized by the property underlying the related project with a guarantee by us. Monthly draws are permitted under the loan agreement once evidence of our investment into the project reaches $35,000,000 including land value. As of December 31, 2018, no amounts have been drawn under the loan. The loan matures on March 1, 2021 with one 12-month extension subject to certain extension conditions as set forth in the loan agreements. In April 2018, we entered into a $31,450,000 loan agreement, the proceeds of which were used for homebuilding under the fee builder arrangement at the San Elijo Hills project. The loan was comprised of a $20,200,000 revolving component and a $11,200,000 non-revolving component, which was drawn at the close of the loan, proceeds of which were $10,300,000, which is net of fees, costs, and interest reserve. The loan was scheduled to mature on October 5, 2019, with one 6-month extension subject to certain extension conditions as set forth in the loan agreement. In August 2018, the principal balance outstanding of $9,050,000 was paid in full. Unamortized issuance costs of $250,000 were expensed during 2018. Lines of Credit: In April 2015, we entered into a $15,000,000 revolving line of credit agreement. Loans outstanding under this line of credit bore interest at monthly LIBOR plus 2.6% and were secured by the Rampage property. The draw period was set to expire on January 1, 2021, and the loan would have matured on January 1, 2035. The revolving line of credit was terminated upon the closing of the sale of the Rampage property in January 2018. There was also a $3,000,000 operational line of credit available that was collateralized by the Rampage property’s crops and matured on January 1, 2018. No amounts were drawn under either line of credit. Senior Notes: On June 30, 2015, we issued $125,000,000 principal amount of 6.5% Senior Notes due 2018 (the “Old Notes”) in a private placement. The Old Notes were fully and unconditionally guaranteed by our wholly-owned domestic subsidiaries and any of our future domestic wholly-owned subsidiaries, and matured on June 30, 2018. The Old Notes were senior unsecured obligations and the guarantees are the senior unsecured obligations of the Guarantors. On September 27, 2017, we and certain of our domestic wholly-owned subsidiaries as guarantors (the “Guarantors”) entered into purchase agreements (collectively, the “Purchase Agreements”) with certain investors named therein (the “Purchasers”) pursuant to which we agreed to issue to the Purchasers an aggregate of $75,000,000 of 6.5% Senior Notes due 2019 (the “Notes”) in a private placement. Pursuant to the terms of the Purchase Agreements, the purchase price for the Notes was 100% of the principal amount. The Notes were issued pursuant to an indenture dated September 27, 2017 among us, the Guarantors, and Wilmington Trust, N.A., as trustee. The maturity date of the Notes was October 1, 2019, and the Notes were fully and unconditionally guaranteed by the Guarantors on the terms provided in the Indenture. The Notes were senior unsecured obligations of the Company and the guarantees were the senior unsecured obligations of the Guarantors. Pursuant to the Placement Agency Agreement, Jefferies Group LLC (“Jefferies Group”), a wholly-owned subsidiary of Jefferies, received a fee of $100,000 for acting as the placement agent and the closing agent. On September 28, 2017, we used proceeds of the Notes, together with cash on hand, to redeem all of the outstanding Old Notes. After considering the repurchases and redemption, there is no remaining principal due under the Old Notes. In connection with the extinguishment of the Old Notes, the remaining capitalized issuance costs of approximately $350,000 were expensed. On April 20, 2018, we used cash on hand to redeem $37,500,000 aggregate principal amount of the Notes at a redemption price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. On April 30, 2018, we used cash on hand to redeem the remaining $37,500,000 aggregate principal amount of the Notes at a redemption price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest and satisfied and discharged the Indenture in accordance with its terms. EB-5 Program : We intend to fund our Otay Land project in part by raising funds under the Immigrant Investor Program administered by the U.S. Citizenship and Immigration Services ("USCIS") pursuant to the Immigration and Nationality Act ("EB-5 Program"). This program was created in an effort to stimulate the U.S. economy through planned creation of jobs and capital investments in U.S. companies by foreign investors. The program allocates a limited number of immigrant visas per year to qualified individuals seeking lawful permanent resident status on the basis of their investment in a U.S. commercial enterprise. Regional centers are organizations, either publicly owned by cities, states or regional development agencies or privately owned, which facilitate investment in job-creating economic development projects by pooling capital raised under the EB-5 Program. Geographic areas within regional centers that are rural areas or areas experiencing unemployment numbers higher than the national unemployment average rates are designated as Targeted Employment Areas (“TEA”). The EB-5 program is set to expire on September 30, 2019. Various reforms and bills have been proposed and are expected to be considered by Congress in 2019. EB-5 Program - The Village of Escaya: In February 2017, we formed Otay Village III Lender, LLC, which is intended to serve as a new commercial enterprise (“NCE”) under the EB-5 Program. The NCE is managed by Otay Village III Manager, LLC, a wholly owned subsidiary of HomeFed. The NCE raised $125,000,000 by offering 250 units to qualified accredited EB-5 investors for a subscription price of $500,000 per unit, which is the minimum investment that an investor in a TEA project is required to make pursuant to EB-5 Program rules. The proceeds of the offering will be used to repay any outstanding bridge loan provided by HomeFed to its wholly owned subsidiary HomeFed Village III LLC, a job-creating entity under the EB-5 Program, and to fund infrastructure costs related to the development of the Village of Escaya. EB-5 Program - The Village 8 West (Cota Vera): In July 2018, we formed Otay Village 8 Lender, LLC, which is intended to serve as a NCE under the EB-5 Program. The NCE is managed by Otay Village 8 Manager, LLC, a wholly owned subsidiary of HomeFed. The NCE is seeking to raise up to $134,000,000 by offering up to 268 units in the NCE to qualified accredited EB-5 investors for a subscription price of $500,000 per unit. Any proceeds from the offering will be used to repay any outstanding bridge loan provided by HomeFed to its wholly owned subsidiary HomeFed Village 8, LLC, a job-creating entity under the EB-5 Program, and to fund infrastructure costs related to the development of Cota Vera. Each NCE has offered the units to investors primarily located in China, Vietnam, South Korea and India either directly or through relationships with agents qualified in their respective countries, in which case the NCE will pay an agent fee. Once an investor’s subscription and funds are accepted by the NCE, the investor must file an I-526 petition with the USCIS seeking approval of the investment’s suitability under the EB-5 Program requirements and the investor’s suitability and source of funds. All investments are held in an escrow account and will not be released until the investor files their I-526 petition with the USCIS and we have identified and provided collateral to secure the amount of the funds drawn from escrow. Prior to approval by the USCIS, funds may be drawn from the escrow account with a HomeFed guarantee that funds will be returned in the event the EB-5 projects are not approved. In December 2017, the Village of Escaya project was approved by the USCIS. The Cota Vera project has been submitted for approval by the USCIS. Each loan term is 5 years with two one-year options to extend by us with principal due in full at maturity. The effective interest rate is approximately 3.5%, payable as certain milestones are achieved according to various agreements with agents and investors. At December 31, 2018, we have a $105,000,000 principal amount outstanding under the Village of Escaya EB-5 Program. There are no amounts outstanding under the Cota Vera EB-5 Program. The aggregate annual mandatory redemptions of all long-term debt during the five year period ending December 31, 2023 are as follows: 2019 $—; 2020 $—; 2021 $—; 2022 $105,000,000 and 2023 $—. At December 31, 2018, we are in compliance with all debt covenants which include, among other requirements, limitations on incurrence of debt, collateral requirements and restricted use of proceeds. Real estate held for development includes capitalized interest, including amortization of issuance costs and debt discount, of $4,400,000 and $7,600,000 for 2018 and 2017, respectively. Debt is presented on the Balance Sheet net of issuance costs of $16,200,000 and $3,200,000 and debt discount of $0 and $100,000 at December 31, 2018 and 2017, respectively. |
NONCONTROLLING INTEREST
NONCONTROLLING INTEREST | 12 Months Ended |
Dec. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTEREST | NONCONTROLLING INTEREST Our ownership of San Elijo Hills project is through our indirect 85% owned subsidiary, San Elijo Ranch, Inc. (“SERI”). Pursuant to a stockholders’ agreement with the holders of the noncontrolling interests in SERI, we loan funds to SERI and charge a 12% annual interest rate. Once this loan is fully repaid, the noncontrolling shareholders of SERI are entitled to 15% of any future cash flows distributed to shareholders. For the years ended 2018 and 2017, approximately $4,050,000 and $3,650,000, respectively has been recognized for the SERI noncontrolling interests. Amounts recorded for the noncontrolling interests have been reduced for income taxes calculated pursuant to tax sharing agreements. During the third quarter of 2017, dividends of $13,000,000 were declared by our subsidiary that owns the San Elijo Hills project, of which $1,950,000 was paid to the noncontrolling interests in the San Elijo Hills project during the fourth quarter of 2017, and the balance was distributed to the parent Company. During the third quarter of 2016, dividends of $22,000,000 were declared and distributed by our subsidiary that owns the San Elijo Hills project, of which $3,300,000 was paid to the noncontrolling interests in the San Elijo Hills project, and the balance was transferred to the parent Company. The dividends retained by us did not increase the amount of consolidated liquidity reflected on our consolidated balance sheet; however, they did increase the liquidity of the parent Company. In December 2018, we formed a joint venture partnership, Carlsbad Village 80, LLC ("Carlsbad Joint Venture"), with JM Carlsbad Village, L.P., to pursue acquisition and possible development of 1.74 acres of land in Carlsbad, CA. We contributed $600,000 for a 90% equity interest in the joint venture. The proceeds were used for a refundable option deposit to acquire the land. As of December 31, 2018, noncontrolling interest includes $150,000 for the 10% minority shareholder in Carlsbad Village 80, LLC related to their initial contribution to the Carlsbad Joint Venture. |
STOCK INCENTIVE PLANS
STOCK INCENTIVE PLANS | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK INCENTIVE PLANS | STOCK INCENTIVE PLANS 2017 RSU Plan: On August 4, 2017, the Board of Directors adopted an RSU Opportunity Plan (the “2017 RSU Plan”) under which 66,000 shares of Common Stock are authorized for issuance to our executive officers. The restricted stock units (“RSUs”) may be granted at the end of the performance period based on the degree to which performance criteria has been satisfied at the sole discretion of the Board of Directors. The performance period ends on December 31, 2019, and awards will be issued no later than April 1, 2020. 2014 RSU Plan: On August 13, 2014, the Board of Directors adopted an RSU Opportunity Plan (the "2014 RSU Plan”) under which 100,000 shares of Common Stock are authorized for issuance under the 2014 RSU Plan to our executive officers. Participants were eligible for RSU awards based on satisfaction of performance criteria established by the Board of Directors in 2014. The performance period under the 2014 RSU Plan ended on December 31, 2016. The Board of Directors evaluated the participants' performance against the performance criteria and awarded an aggregate of 75,000 RSUs to the participants on March 15, 2017. Fifty percent of the RSU award under the 2014 RSU Plan vested on December 31, 2017, and the remaining fifty percent vested on December 31, 2018. The 2014 RSU grant consists of two settlement features: (1) 45,000 RSUs settled through the issuance of shares of Common Stock within 30 days of each vesting date; this component is classified as an equity award. The closing price on March 15, 2017 of $44.20 was used to value this component of the award. On each of December 31, 2017 and 2018, 22,500 RSUs vested and were distributed at the beginning of the following year to our executive officers; stock compensation expense for this component of the award was $1,000,000 for each of 2018 and 2017. (2) 30,000 RSUs settled in cash based on the average closing price over a period of 10 trading days immediately preceding the date of declaration which must occur within 30 days of the respective vesting date. This component is classified as a liability award, which required us to measure the fair value of the award at the end of each reporting period. On each of December 31, 2017 and 2018, 15,000 RSUs vested and settled in cash during January 2018 and January 2019. Stock compensation expense for this component of the award was $600,000 and $750,000 for 2018 and 2017, respectively. 1999 Stock Incentive Plan: Under our Amended and Restated 1999 Stock Incentive Plan (the “Plan”), we may grant options, stock appreciation rights and restricted stock to non-employee directors, certain non-employees and employees up to a maximum grant of 30,000 shares to any individual in a given taxable year. Pursuant to the Plan, each director of the Company is automatically granted options to purchase 1,000 shares on the date on which the annual meeting of stockholders is held. On August 8, 2018, options to purchase an aggregate of 7,000 shares of Common Stock were granted to the members of the Board of Directors under the Plan at an exercise price of $50.50 per share, the market price per share on the grant date. Options granted become exercisable in four equal installments starting one year from date of grant and must be exercised within five years from date of grant and will be expensed equally over the four year vesting period. In August 2004, following shareholder approval, the Plan was amended to, among other things, increase the number of shares of common stock available for issuance by 300,000 shares. The Plan provides for the issuance of options and rights at not less than 100% of the fair market value of the underlying stock at the date of grant. Options granted to employees and directors generally become exercisable in 4 equal instalments starting one year from the date of grant and must be exercised within five years from the date of grant. As of December 31, 2018, 249,650 shares were available for grant under the Plan. A summary of activity with respect to the Plan for 2018, 2017 and 2016 is as follows: Weighted- Common Weighted- Average Shares Average Remaining Aggregate Subject to Exercise Contractual Intrinsic Option Price Term Value Balance at January 1, 2016 79,500 $ 30.00 Granted 7,000 $ 40.50 Exercised (41,000) $ 24.66 $ 694,830 Cancelled (12,500) $ 24.36 Balance at December 31, 2016 33,000 $ 40.98 Granted 143,500 $ 44.00 Exercised (5,000) $ 22.35 $ 115,250 Cancelled (1,000) $ 22.35 Balance at December 31, 2017 170,500 $ 44.18 Granted 7,000 $ 50.50 Exercised (5,000) $ 33.08 $ 107,710 Cancelled (1,250) $ 32.30 Balance at December 31, 2018 171,250 $ 44.85 3.4 years $ — Exercisable at December 31, 2018 62,750 $ 45.69 1.4 years $ — The following summary presents the weighted-average assumptions used for the Black-Scholes option pricing model to determine the fair value for each of the stock option grants made during each of the three years in the period ended December 31: 2018 2017 2016 Risk free rate 2.71 % 1.82 % 1.06 % Expected volatility 27.24 % 28.86 % 29.97 % Expected dividend yield — % — % — % Expected life 4.3 years 5.0 years 4.3 years Fair value per grant $ 13.55 $ 12.57 $ 10.53 The expected life assumptions were based on historical behavior for the awards identified. The expected volatility was based on the historical behavior of our stock price. Total Share-based compensation expense - Stock options: We recorded compensation cost related to stock incentive plans of $650,000, $2,000,000 and $70,000 for the years ended December 31, 2018, 2017 and 2016, respectively, and the total tax benefit related to this expense was $150,000, $800,000 and $30,000 for the years ended December 31, 2018, 2017 and 2016, respectively. As of December 31, 2018, total unrecognized compensation cost related to nonvested share-based compensation plans was $1,100,000; this cost is expected to be recognized over a weighted-average period of 1.4 years. Share Repurchase Plan: In July 2004, the Board of Directors approved the repurchase of up to 500,000 shares of our common stock. In 2008, we purchased 394,931 shares of our common stock for approximately $5,900,000 in a private transaction with an unrelated party. During 2009, we purchased 478 shares of our common stock in an open market transaction in accordance with our repurchase plan. After considering these transactions, we can repurchase up to 104,591 shares of common stock without additional board approval. Repurchased shares would be available for, among other |
SALES OF REAL ESTATE
SALES OF REAL ESTATE | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate Sales Activity [Abstract] | |
SALES OF REAL ESTATE | SALES OF REAL ESTATE Revenues from sales of real estate for each of the three years in the period ended December 31, is comprised of the following (in thousands): 2018 2017 2016 Otay Land: Undeveloped land $ — $ 245 $ 22,767 Developed land 1,047 — — San Elijo Hills project: Developed lots 1,600 3,167 12,143 Single family homes 38,898 13,088 — Towncenter Phase One & Two — 5,800 — Rampage Property: Undeveloped land 26,000 — — Ashville Park project: Developed lots — 31 485 Single family homes — — 568 Revenues from profit sharing agreements 12 120 214 The Market Common: Developed lots 1,050 2,181 2,042 Revenues from profit sharing agreements 623 1,261 1,582 SweetBay project: Single family homes 17,097 24,729 4,168 Undeveloped land 1,997 — 1,283 Maine: Developed lots — — — Buildings — — 790 Total $ 88,324 $ 50,622 $ 46,042 Prior to the adoption of the new Revenue Recognition standard, at the time we closed on sales of real estate, a portion of the revenue was initially deferred if we were required to make significant improvements to the property. For the years ended December 31, 2018 and 2017, the activity in the deferred revenue account is as follows (in thousands): 2018 2017 Deferred revenue balance at January 1, $ 1,230 $ 4,311 Cumulative effect of the adoption of accounting standard (1,230) — Adjusted deferred revenue balance at January 1, $ — $ 4,311 Revenue deferred on the date of sale — 433 Deferred revenue recognized in operations — (3,514) Deferred revenue balance at December 31, $ — $ 1,230 Upon adoption of the new Revenue Recognition standard beginning on January 1, 2018, performance obligations not yet complete under a contract with the customer related to a parcel of land, lot or home when title transfers to the buyer are recorded as a contract liability (which is reflected in Other liabilities on the Consolidated Balance Sheet), and revenue associated with the incomplete performance obligation is deferred until the performance obligation is completed (see Note 9 for more information). During June 2015, we entered into an agreement with a local San Diego based luxury homebuilder to construct and sell on our behalf, for a fee, up to 58 homes at the San Elijo Hills project. We received a $500,000 deposit during the third quarter of 2015 which is reflected in Other liabilities. This deposit is a builder performance deposit that will be fully refundable to the builder after the builder performs all of its requirements under the agreement. During 2018 and 2017, we sold 24 and nine of these homes for $38,900,000 and $13,100,000, respectively. At time of closing, we recognized real estate revenues of $38,900,000 and $13,000,000, respectively, and cost of sales of $32,550,000 and $12,200,000, respectively, for 2018 and 2017. |
REVENUES FROM CONTRACTS WITH CU
REVENUES FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES FROM CONTRACTS WITH CUSTOMERS | REVENUES FROM CONTRACTS WITH CUSTOMERS The following table presents our total revenues separated for our revenues from contracts with customers and our other sources of revenues (in thousands): 2018 Revenues from contracts with customers: Sales of real estate $ 88,324 Contract service revenues 30,221 Co-op marketing and advertising fees 407 Total revenues from contracts with customers 118,952 Other revenues: Rental income 21,619 Total revenue from other sources 21,619 Total revenues $ 140,571 Since January 1, 2018, Revenue from contracts with customers is recognized when, or as, we satisfy our performance obligations by transferring the promised goods or services to the customers. A good or service is transferred to a customer when, or as, the customer obtains control of that good or service. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring our progress in satisfying the performance obligation in a manner that depicts the transfer of the goods or services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time that we determine the customer obtains control over the promised good or service. The amount of revenue recognized reflects the consideration we expect to be entitled to in exchange for those promised goods or services (the “transaction price”). In determining the transaction price, we consider multiple factors, including the effects of variable consideration. Variable consideration is included in the transaction price only to the extent it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainties with respect to the amount are resolved. In determining when to include variable consideration in the transaction price, we consider the range of possible outcomes, the predictive value of our past experiences, the time period of when uncertainties expect to be resolved and the amount of consideration that is susceptible to factors outside of our influence, such as market volatility or the judgment and actions of third parties. Revenues generated through the sales of real estate are our primary source of revenues from contracts with customers. Agreements with customers for these sales typically consist of the type and quantity of real estate to be sold and delivered to the customer, the transaction price for the real estate to be delivered, the closing date when the customer takes control of the real estate, deposit and final payment terms related to the real estate transaction price, performance obligations related to improvements, if any, that will be completed by us, the consideration of any price or profit participation revenue related to the contract, and fee income related to marketing and advertising services. The transaction price associated with the real estate is generally fixed and revenue is recognized at a point in time when the customer takes control of the real estate. The transaction price related to profit or price participation is a variable component of the transaction price and is recognized at the time the customer takes control of the real estate if it can be reasonably estimated and it is probable that a significant reversal in the amount of revenue recognized will not occur. Under our limited liability company agreements with builders at the Village of Escaya project, we earn contract service revenues based on a percentage of the retail home price of the homes sold by the builders to homebuyers. We record the contract service revenues over time as performance obligations are met, generally our obligation of completing the improvements and providing management oversight related to the completion of the infrastructure improvements for Village of Escaya. Co-op marketing and advertising fee income is calculated based on a percentage of the retail home price for the homes sold by our customers to homebuyers. We record co-op marketing and advertising fee income over time as performance obligations are met, generally the term of the master marketing program that relates to the sales period of the home product being sold by our customer. Disaggregation of Revenue The following presents our revenues from contracts with customers disaggregated by project for the year ended December 31, 2018 (in thousands): Real Estate Segment Otay San Elijo Ashville Park The Market Common SweetBay Rampage BRP Leasing Pacho Total Real Estate Segment Total Corporate Segment Total Revenues from contracts with customers: Sales of real estate $ 1,047 $ 40,498 $ — $ 1,050 $ 19,092 $ 26,000 $ — $ — $ 87,687 $ — $ 87,687 Profit participation from real estate sales — — 13 624 — — — — 637 — 637 Contract service revenues 30,221 — — — — — — — 30,221 — 30,221 Co-op marketing and advertising fees — 307 100 — — — — — 407 — 407 Total revenues from contracts with customers 31,268 40,805 113 1,674 19,092 26,000 — — 118,952 — 118,952 Other revenues: Rental income — — — 10,220 345 — 11,013 29 21,607 12 21,619 Total revenue from other sources: — — — 10,220 345 — 11,013 29 21,607 12 21,619 Total revenues: $ 31,268 $ 40,805 $ 113 $ 11,894 $ 19,437 $ 26,000 $ 11,013 $ 29 $ 140,559 $ 12 $ 140,571 Information on Remaining Performance Obligations and Revenue Recognized from Past Performance We do not disclose information about remaining performance obligations pertaining to contracts that have an original expected duration of one year or less. During the year ended December 31, 2018, revenues related to performance obligations satisfied (or partially satisfied) in previous periods that were recognized were insignificant. Upon adoption of the new Revenue Recognition standard beginning on January 1, 2018, performance obligations not yet complete under a contract with the customer related to a parcel of land, lot or home when title transfers to the buyer are recorded as a contract liability (which is reflected in Other liabilities on the Consolidated Balance Sheet), and revenue associated with the incomplete performance obligation is deferred until the performance obligation is completed. For the year ended December 31, 2018, the activity in the contract liability account is as follows (in thousands): 2018 Contract liability balance at January 1, $ — Performance obligations not yet complete on the date of sale 1,008 Performance obligations satisfied — Contract liability balance at December 31, $ 1,008 As of December 31, 2018, we estimate that we will spend approximately $700,000 to complete the required improvements related to completion of our performance obligations. We estimate these improvements will be substantially complete by the end of 2019. Contract Balances The timing of revenue recognition may differ from the timing of payment by customers. We record a receivable when revenue is recognized prior to payment and we have an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, we record deferred revenue until the performance obligations are satisfied. We had receivables related to revenues from contracts with customers of $500,000 and $1,300,000 at December 31, 2018 and January 1, 2018, respectively. There were no recorded impairment charges related to those receivables during the year ended December 31, 2018. |
OTHER RESULTS OF OPERATIONS
OTHER RESULTS OF OPERATIONS | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
OTHER RESULTS OF OPERATIONS | OTHER RESULTS OF OPERATIONS Interest and other income for each of the three years in the period ended December 31, consists of the following (in thousands): 2018 2017 2016 Interest income $ 174 $ 36 $ 876 Insurance proceeds from Hurricane Michael damages 4,268 — — Income from utility service agreement 384 353 300 Gain on settlement of a lawsuit — — 1,000 Gain on redeemed investments — — 1,914 Gain on settlement of BP claim — — 556 Insurance proceeds from weather related damages to grapes — 200 — Other 83 29 93 Total $ 4,909 $ 618 $ 4,739 In October 2018, Hurricane Michael passed through Panama City, Florida causing damage to the SweetBay project. During the fourth quarter of 2018, one of our insurance carriers assessed the damages and finalized one of our claims for $4,250,000. Accordingly, we accrued the $4,250,000 as income but did not receive the proceeds until January 2019. Other income includes service income related to a utility bundling service agreement with the homeowners at the Ashville Park project. Income of $400,000, $350,000 and $300,000, respectively, was recognized during 2018, 2017 and 2016. In 2016, we fully redeemed our investment in the Myrtle Beach Tax Increment Series 2006B Bonds and recorded a gain of $1,900,000. During 2016, we recovered $1,000,000 from a judgment against certain defendants in the Flat Rock Litigation. During 2016, our subsidiary at the SweetBay project received $550,000 related to the settlement of a claim against British Petroleum ("BP") arising from the damages caused by the Deepwater Horizon incident in April 2010 and the resulting BP oil spill in the Gulf of Mexico and recognized this amount as other income. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code that will impact many areas of taxation, including, but not limited to, (1) reduction of the U.S. federal corporate tax rate from 35% to 21%; (2) elimination of the corporate alternative minimum tax ("AMT"); (3) the introduction of the base erosion anti-abuse tax ("BEAT"), a new minimum tax; (4) a general elimination of U.S. federal income taxes on dividends from foreign subsidiaries; (5) a new provision designed to tax global intangible low-taxed income ("GILTI"); (6) a new limitation on deductible interest expense; (7) the repeal of the domestic production activity deduction; (8) limitations on the deductibility of certain executive compensation; (9) limitations on the use of foreign tax credits to reduce U.S. income tax liability; (10) limitations on net operating losses ("NOLs") generated after December 31, 2017, to 80% of taxable income; (11) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over eight years; and (12) bonus depreciation that will allow for full expensing of qualified property. In connection with our analysis of the Tax Act, we recorded a discrete tax expense of $2,150,000 during 2017 increasing our effective tax rate by 104.0%. This expense was primarily related to the revaluation of our deferred tax asset. In 2018, we completed our determination of the accounting implications of the Tax Act, and no material adjustment was necessary. The (benefit) provision for income taxes for each of the three years in the period ended December 31, was as follows (in thousands): 2018 2017 2016 Current taxes: Federal $ — $ (5,427) $ 3,720 State and local (125) 309 1,329 Total current income taxes (benefit) (125) (5,118) 5,049 Deferred taxes: Federal (355) (1,885) (35,181) State and local (74) (1,929) (2,057) Total deferred income taxes (429) (3,814) (37,238) Benefit for income taxes $ (554) $ (8,932) $ (32,189) Income tax expense differed from the amounts computed by applying the U.S. Federal statutory rate of 21% for the year ended December 31, 2018 and 35% for the years ended December 31, 2017 and 2016 to income (loss) before income taxes as a result of the following (in thousands): 2018 2017 2016 Expected federal income tax provision (benefit) $ (433) $ 720 $ 229 State and local income taxes, net of federal income tax benefit (175) 1,607 (472) Increase (decrease) in valuation allowance 230 — (31,846) Decrease in unrecognized tax benefit — (13,212) — Impact of tax reform — 2,133 — Excess of stock detriment (benefit) (297) (109) — Employee incentive stock options — (88) — Permanent difference on tax exempt municipal bond interest — — (198) Noncontrolling interest 506 25 40 Meals and entertainment 32 43 37 Prior year adjustment (423) (53) 18 Other 6 2 3 Actual income tax benefit $ (554) $ (8,932) $ (32,189) At December 31, 2018 and 2017, the net deferred tax asset (liability) consisted of the following (in thousands): 2018 2017 Deferred Tax Asset: Minimum tax credit carryovers $ 30,899 $ 31,559 Pacho leasehold impairment 4,393 — Equity method investments 5,390 5,908 Other, net 2,231 2,136 42,913 39,603 Valuation allowance (230) — 42,683 39,603 Deferred Tax Liability: Depreciation (2,458) (2,462) Other, net (1,569) (84) (4,027) (2,546) Net deferred tax asset $ 38,656 $ 37,057 The Tax Act repeals the corporate AMT effective for tax years beginning after December 31, 2017. Any AMT credit carryovers to tax years after that date generally may be utilized to the extent of the taxpayer’s regular tax liability (as reduced by certain other credits). In addition, for tax years beginning in 2018, 2019, and 2020, to the extent that AMT credit carryovers exceed regular tax liability (as reduced by certain other credits), 50% of the excess AMT credit carryovers are refundable. Any remaining AMT credits will be fully refundable in 2021. During 2018, the IRS announced that refunds of AMT credits pursuant to the Tax Act would be subject to sequestration. Accordingly, in the third quarter of 2018 we recorded a $1,700,000 increase to our income tax expense related to sequestration on our corporate AMT credits. On January 14, 2019, the Internal Revenue Service announced that refunds of AMT credits will not be subject to sequestration for tax years beginning after December 31, 2017. Consequently, during the fourth quarter of 2018, we reversed $1,700,000 of income tax expense related to our AMT credits. During 2016, we determined that we had enough positive evidence to conclude that it is more likely than not that we will be able to generate enough future taxable income to fully utilize all of our Federal minimum tax credits. As a result, approximately $31,850,000 of the deferred tax valuation allowance was released as a credit to income tax expense during 2016. The following table reconciles the total amount of unrecognized tax benefits as of the beginning and end of the period presented (in thousands): Unrecognized Tax Benefits Interest Total Balance, January 1, 2016 $ 2,936 $ 40 $ 2,976 Increases based on tax positions related to current period 1,360 1,360 Interest expense recognized 110 110 Balance, December 31, 2016 4,296 150 4,446 Increases based on tax positions related to current period 382 382 Decreases based on tax positions related to current period (4,678) (4,678) Interest expense reversed (150) (150) Balance, December 31, 2017 — — — Increases based on tax positions related to prior period 692 692 Interest expense recognized 248 248 Balance, December 31, 2018 $ 692 $ 248 $ 940 During 2017, we effectively settled our 2014 federal tax examination with the IRS and, as a result, recorded an $8,600,000 reduction to deferred tax liabilities and a $4,700,000 reduction to unrecognized tax benefits. The statute of limitations with respect to the Company’s federal income tax returns has expired for all years through 2014, and with respect to California state income tax returns through 2013. We are currently under examination by the City of New York for the year ended 2014. We do not expect that resolution of this examination will have a significant effect on our consolidated financial position, but it could have a significant impact on the consolidated results of operations for the period in which resolution occurs. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share of common stock was calculated by dividing net income (loss) by the sum of the weighted average number of common shares outstanding, and for diluted earnings per share, the incremental weighted average number of shares issuable upon exercise of outstanding options for the periods they were outstanding. The treasury stock method is used for these calculations. The numerators and denominators used to calculate basic and diluted earnings (loss) per share for 2018, 2017 and 2016 are as follows (in thousands): 2018 2017 2016 Numerator – net income (loss) attributable to HomeFed Corporation common shareholders $ (68) $ 10,931 $ 32,565 Denominator for basic earnings (loss) per share – weighted average shares 15,476 15,450 15,435 Restricted stock units — 36 — Stock options — 3 10 Denominator for diluted earnings (loss) per share – weighted average shares 15,476 15,489 15,445 For 2018, 22,000 RSUs and options to purchase 170,000 weighted-average shares were not included in the computation of diluted loss per share as the result was anti-dilutive. Options to purchase 74,800 and 16,600 weighted-average shares of common stock were outstanding during the years ended December 31, 2017 and 2016, respectively, but were not included in the computation of diluted per share amounts as the effect was antidilutive. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In December 2017, we entered into an agreement with a San Diego-based contractor to build the towncenter portion of the Village of Escaya project, known as The Residences and Shops at Village of Escaya, which is comprised of 272 apartments and approximately 20,000 square feet of retail space. The construction commenced in January 2018 and is anticipated to be completed in two years. In the fourth quarter of 2018, the contract became non-cancellable without cause upon completion of the foundations for each of the buildings within the project. As of December 31, 2018, the remaining cost to complete the contract is $45,550,000. Future minimum annual rental income (exclusive of month-to-month leases, real estate taxes, maintenance and certain other charges) from real estate held for investment are aggregated as follows at December 31, 2018 (in thousands): 2019 $ 5,065 2020 4,570 2021 4,239 2022 3,584 2023 2,909 Thereafter 8,255 $ 28,622 We agreed to indemnify Jefferies for certain lease obligations of BRP Leasing that were assumed from a former subsidiary of Jefferies that was sold to a third party prior to the Acquisition. The former subsidiary of Jefferies remains the primary obligor under the lease obligations and Jefferies agreed to indemnify the third party buyer. Our obligations under the primary lease expired in October 2018 and BRP Leasing will no longer have any indemnity obligations. Our corporate office space lease was amended during 2018 to add 2,240 square feet of office space and extend the non-cancellable lease through February 28, 2025. Rental expense (net of sublease income) was $300,000 for 2018 and $250,000 for each of the years ended 2017 and 2016. Under the new lease, we are subject to a 3% escalator each year commencing on December 1, 2018. A portion of this space is leased to Jefferies through January 31, 2025; see Note 14 for more information. Future minimum annual rental (exclusive of real estate taxes, maintenance and certain other charges) under this lease is as follows (in thousands): 2019 $ 317 2020 357 2021 367 2022 378 2023 390 Thereafter 470 2,279 Less: sublease income (91) $ 2,188 For real estate development projects, we are generally required to obtain infrastructure improvement bonds at the beginning of construction work and warranty bonds upon completion of such improvements. These bonds are issued by surety companies to guarantee satisfactory completion of a project and provide funds primarily to a municipality in the event we are unable or unwilling to complete certain infrastructure improvements. As we develop the planned area and the municipality accepts the improvements, the bonds are released. Should the respective municipality or others draw on the bonds for any reason, certain of our subsidiaries would be obligated to pay. Specifically for the San Elijo Hills project, Jefferies is contractually obligated to obtain these bonds on behalf of the project pursuant to the terms of agreements entered into when the project was acquired by us. We are responsible for paying all third party fees related to obtaining the bonds. As of December 31, 2018, the amount of outstanding bonds for each project is as follows: Amount of outstanding bonds Otay Land project $56,200,000 San Elijo Hills project 650,000 Ashville Park project 800,000 The Market Common 400,000 We have purchased insurance policies for general liability coverage including completed operations for the Otay Land, San Elijo Hills, Ashville Park and SweetBay projects with limits ranging from $2,000,000 to $22,000,000. No claims have ever been made under these policies. In addition, we are indemnified by our homebuilders and we are named as an additional insured party under the policies of contractors who work on the property. The Market Common is required to provide a letter of credit for the benefit of the City of Myrtle Beach to secure the completion of certain infrastructure improvements in the amount of $1,250,000. We placed $1,250,000 on deposit with a qualified financial institution to obtain the replacement letter of credit. In July 2018, the letter of credit expired and was released by the City of Myrtle Beach based on substantial completion of the infrastructure improvements. We completed environmental remediation activities on approximately 30 acres of undeveloped land owned by Flat Rock Land Company, LLC (“Flat Rock”), a subsidiary of Otay in February 2013, and received final approval of the remediation from the County of San Diego Department of Environmental Health in June 2013. In 2014, Otay and Flat Rock commenced a lawsuit in California Superior Court seeking compensation from the parties who they believed were responsible for the contamination of the property. In February 2015, the trial court denied us any recovery and entered judgment in favor of the defendants as to all causes of action. In post-trial proceedings, the defendants sought, and the trial court allowed, reimbursement for court costs, of $350,000. Although our appeal of the judgment stayed the defendants’ right to collect court costs pending resolution of the appeal, we accrued $350,000 during the first quarter of 2016 as we believed at the time that such loss was probable and reasonably estimable. The defendants also sought, but were denied, recovery of attorney’s fees in the amount of approximately $13,500,000, which the defendants appealed. On September 26, 2017, the Fourth District Court of Appeals (the “Appellate Court”) affirmed in part and reversed in part the judgment and remanded the matter to the trial court for further proceedings. The Appellate Court determined that Otay and Flat Rock were the prevailing parties and awarded their costs on appeal, the $350,000 cost award in favor of the defendants was reversed by operation of law, and the defendants’ appeal of the trial court’s denial of the defendants’ claim for attorneys’ fees was dismissed as being moot. The defendants’ requests for rehearing with the Appellate Court were summarily denied. The decision of the Appellate Court became final on October 27, 2017 and was upheld by the California Supreme Court in January 2018. The matter will be remanded to the Superior Court for further proceedings consistent with the Appellate Court’s decision. In the fourth quarter of 2017, we reversed the accrual of the cost award plus accrued interest totaling $400,000. No assurances can be given as to the ultimate outcome of this matter. We are subject to litigation which arises in the course of our business. We do not believe that the ultimate resolution of any such matters will materially affect our consolidated financial position, our consolidated results of operations or liquidity. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS In 2015, Mr. Steinberg, the chairman of our Board of Directors, entered into a Purchase Agreement with us and our wholly-owned subsidiaries, as guarantors, pursuant to which he purchased Notes with a value of $5,000,000, or 4%, of the principal amount of the Old Notes issued, which were fully redeemed on September 28, 2017 on the same terms as other redemptions. On September 27, 2017, Mr. Steinberg entered into a Purchase Agreement with us and our wholly-owned subsidiaries, as guarantors, pursuant to which he purchased Notes with a value of $7,000,000, or 9.3%, of the principal amount of the Notes issued (such purchases and the redemption of the Old Notes, collectively, the “Affiliate Note Transactions”). Mr. Steinberg is considered to be a Related Person under our Related Person Transaction Policy (the "Policy"). Accordingly, the Audit Committee considered the Affiliate Note Transactions and approved, and recommended to the Board the approval of, the Affiliate Note Transactions, which were unanimously approved by the Board (with Mr. Steinberg abstaining from the vote). Pursuant to Placement Agency Agreements, Jefferies acted as Placement Agent for the Old Notes and for the Notes. Jefferies Group is a wholly-owned subsidiary of Jefferies. Jefferies is our affiliate and a Related Person under the Policy. Accordingly, pursuant to and in accordance with the Policy, the Audit Committee considered the Placement Agency Agreements and approved, and recommended to the Board the approval of, the Placement Agency Agreements, which were unanimously approved by the Board (with Mr. Friedman, Chairman of the Executive Committee of Jefferies Group, Mr. Steinberg and Mr. Hallac abstaining from the vote). Pursuant to the Placement Agency Agreements for the Old Notes, Jefferies received a fee equal to 50 basis points from the gross proceeds of the offering, received a fee equal to 50 basis points of the outstanding balance of the Old Notes on the first anniversary of the issue date and received a fee equal to 50 basis points of the outstanding balance on the second anniversary of the issue date. Pursuant to the Placement Agency Agreements for the Notes, Jefferies received a fee of $100,000. Additionally, we and each of the guarantors has agreed to indemnify Jefferies against certain liabilities, including liabilities under the Securities Act of 1933, as amended, and to reimburse Jefferies all reasonable out-of-pocket expenses incurred in connection with any action or claim for which indemnification has or is reasonably likely to be sought by Jefferies. In April 2018, we fully redeemed the Notes (see Note 5 for more information). Builder LLCs: Two of our executive officers are members of the four-member management committee at each Builder LLC and are designated to consider major decisions for each of the three Builder LLCs. Each Builder LLC appointed two members to the management committee, which is controlled jointly by us and the respective builder. HomeFed is contractually obligated to obtain infrastructure improvement bonds on behalf of the Builder LLCs. See Note 13 for more information. HomeFed may also be responsible for the funding of the real estate improvement costs for the infrastructure of the development if our subsidiary that invested in each Builder LLC fails to do so. Brooklyn Renaissance Plaza: BRP Holding is the developer and owner of an 850,000-square foot office tower and parking garage located in Brooklyn, NY. We own a non-controlling 61.25% interest in the office tower and garage; the remaining interest in the office tower and garage is held by MWR L.L.C. (“MWR”). Prior to the construction of the project, Empire Insurance Company (“Empire”), a former subsidiary of Jefferies, entered into a twenty expired in October 2018. Empire immediately subleased four of the floors to Jefferies under the same terms and rates Empire committed to under the master lease. During 2000 and 2001, Empire subleased the remaining five floors to third party tenants for a term concurrent with the end of the master lease at amounts in excess of the rent Empire was obligated to pay under the master lease. MWR Associates (“Associates”), an affiliate of MWR, had the right to sublease two floors of the office tower. Jefferies and Associates entered into a pooling agreement, pursuant to which the subleasing of Jefferies’ four floors and Associates two floors would be jointly managed; sublease income and related expenses were shared pro rata between the parties based on the floors contributed to the pooling agreement. In connection with the sale of Empire to a third party, all of Empire’s and Jefferies’ rights and obligations under the master lease and subleases were assigned to and assumed by BRP Leasing. In connection with the Acquisition, Jefferies assigned its interest in the pooling agreement to HomeFed. The pooling agreement expired October 31, 2018, and the leasing activities are now directly managed by BRP Holding. Beginning November 1, 2018, we are recognizing income from the former sublease space and former lease pooling space through BRP Holding under the equity method of accounting. Included in accounts receivable, deposits and other assets is $1,700,000 representing BRP Leasing’s share of undistributed amounts under the pooling agreement at December 31, 2018. For the year ended December 31, 2018, rental income includes BRP Leasing’s share of the pooling agreement of $4,950,000, and rental income includes $7,400,000 of sublease income for the five floors originally sublet by Empire. Rental income includes a non-cash reduction of $1,400,000 for amortization related to purchase price accounting. For the year ended December 31, 2018, rental operating expenses includes rent paid to BRP Holding (for all nine floors) of $10,600,000. Jefferies: Pursuant to administrative services agreements, Jefferies provides administrative and accounting services to us, including providing the services of the Company’s Secretary. Administrative fees paid to Jefferies were $180,000 in each of 2018, 2017 and 2016. The administrative services agreement automatically renews for successive annual periods unless terminated in accordance with its terms. Jefferies has the right to terminate the agreement by giving the Company not less than one A portion of our corporate office space is sublet to Jefferies. Sublease payments from Jefferies reflected in Rental income were $12,000 for each of 2018, 2017 and 2016. In November 2018, the sublease was extended to January 31, 2025. During the third quarter of 2017, certain of our executive officers and a director sold an aggregate 14,008 shares of our stock from their personal holdings to Jefferies in private transactions at an agreed upon price of $43.00 per share. The transaction was approved by our Audit Committee in accordance with our Related Party Transaction Policy taking into consideration that Jefferies is our majority shareholder, among other factors. Jefferies is contractually obligated to obtain infrastructure improvement bonds on behalf of the San Elijo Hills project; see Note 13 for more information. Our Chairman, Joseph S. Steinberg, is a significant stockholder of Jefferies and Chairman of Jefferies’ Board, and one of our Directors, Brian P. Friedman, is the President and a Director of Jefferies. Jefferies, our largest shareholder, owns approximately 9.7% of JZ Capital Partners Limited. Joseph Steinberg, our Chairman, may be deemed to own direct or indirect interests in JZ. Combined, Jefferies and Mr. Steinberg own less than 10% of JZ Capital Partners Limited (see Note 4 for more information regarding our recent investment in RedSky JZ Fulton Investors). Berkadia: Berkadia Commercial Mortgage LLC ("Berkadia") is a commercial mortgage banking and servicing joint venture formed in 2009 with Jefferies and Berkshire Hathaway Inc. During 2018, Berkadia was paid a brokerage advisory fee of $100,000 related to the new construction loan for Village of Escaya and a $400,000 advisory fee related to the refinance of a loan at BRP Holding. Both transactions were approved by the Audit Committee under the Related Party Transaction Policy. Patrick Bienvenue: During 2016, we entered into a consulting agreement between us and Patrick Bienvenue, one of our directors, to consult on various projects, primarily SweetBay. The agreement was approved by the Audit Committee pursuant to the Policy. During 2018, 2017 and 2016, we paid Patrick Bienvenue $155,000, $39,000 and $10,000, respectively, for his services and travel expenses under this agreement. |
FAIR VALUE
FAIR VALUE | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE The carrying amounts and estimated fair values of our principal financial instruments that are not recognized on a recurring basis are as follows (in thousands): December 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial Liabilities: Long-term debt: Notes (a) $ — $ — $ 74,590 $ 75,470 Long-term debt: EB-5 (b) 88,773 105,000 43,623 46,500 (a) The fair value of the Notes was determined by utilizing available market data inputs that are considered level 2 inputs. Quoted prices are available but trading is infrequent. We utilized the available market data based on the quoted market prices to determine an average fair market value over the last 10 business days of the reporting period. (b) The fair value approximates the principal amount of the EB-5 debt utilizing available market data inputs that are considered level 3 inputs. During 2018, we concluded that our Pacho leasehold was impaired and recorded a $17,450,000 pre-tax charge (the entire carrying value of the leasehold), of which $1,750,000 is attributable to the non-controlling interest. See Note 2 for more information. During 2018, we concluded that our real estate in Maine was partially impaired due to a recent weakness in local housing market conditions. We recorded a write-down of $750,000 and thus reducing the carrying value to $3,300,000 which we believe reflects the fair value of the property using level 3 inputs from a local real estate brokerage firm. During the fourth quarter of 2018, we evaluated the damaged caused by Hurricane Michael to our SweetBay project and recorded a write-down of $1,800,000. No assets or liabilities were measured at fair value on a nonrecurring basis as of December 31, 2017. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION We have two reportable segments—real estate and corporate. Real estate operations consist of a variety of residential land development projects and commercial properties and other unimproved land, all in various stages of development. Real estate also includes contract service revenues, contract service expenses and the equity method investments in BRP Holding, BRP Hotel, RedSky JZ Fulton Investors and the Builder LLCs in the Otay Land project. Corporate primarily consists of investment income and overhead expenses. Our farming segment, which we no longer report, consisted of the Rampage property which included an operating grape vineyard and an almond orchard under development which was sold in January 2018. Revenue from the sale of the Rampage property is included in our real estate segment. Certain information concerning our segments for the years ended 2018, 2017 and 2016 is presented in the following table. 2018 2017 2016 (in thousands) Revenues: Real estate $ 140,559 $ 110,989 $ 82,499 Farming — 3,507 4,436 Corporate 12 12 12 Total consolidated revenues $ 140,571 $ 114,508 $ 86,947 Income (loss) from continuing operations before income taxes and noncontrolling interest Real estate $ 11,239 $ 14,497 $ 9,405 Farming — (342) 462 Corporate (13,298) (12,098) (9,212) Total consolidated income from continuing operations before income taxes and noncontrolling interest $ (2,059) $ 2,057 $ 655 Depreciation and amortization expenses: Real estate $ 2,514 $ 3,284 $ 4,670 Farming — 341 257 Corporate 72 60 46 Total consolidated depreciation and amortization expenses $ 2,586 $ 3,685 $ 4,973 Identifiable assets employed: Real estate $ 531,005 $ 538,636 Farming — 9,925 Corporate 63,003 59,386 Total consolidated assets $ 594,008 $ 607,947 |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA (unaudited) | SELECTED QUARTERLY FINANCIAL DATA (unaudited) First Second Third Fourth Quarter Quarter Quarter Quarter (In thousands, except per share amounts) 2018 Sales of real estate $ 33,998 $ 18,376 $ 21,400 $ 14,550 Rental income $ 5,889 $ 5,911 $ 5,996 $ 3,823 Contract service revenues $ 11,506 $ 10,278 $ 7,768 $ 669 Farming revenues $ — $ — $ — $ — Co-op marketing and advertising fees $ 130 $ 136 $ 119 $ 22 Cost of sales $ 15,835 $ 16,417 $ 16,255 $ 11,549 Contract service expenses $ 11,506 $ 10,278 $ 7,768 $ 669 Farming expenses $ — $ — $ — $ — Income (loss) from operations $ 12,509 $ 910 $ (17,034) $ (3,353) Net income (loss) attributable to HomeFed Corporation common shareholders $ 8,792 $ 654 $ (12,430) $ 2,916 Basic earnings (loss) per common share attributable to HomeFed Corporation shareholders $ 0.57 $ 0.04 $ (0.80) $ 0.19 Diluted earnings (loss) per common share attributable to HomeFed Corporation shareholders $ 0.57 $ 0.04 $ (0.80) $ 0.19 2017 Sales of real estate $ 14,950 $ 20,178 $ 7,980 $ 7,514 Rental income $ 5,932 $ 6,357 $ 5,877 $ 5,764 Contract service revenues $ 8,754 $ 8,306 $ 8,584 $ 10,221 Farming revenues $ — $ — $ 3,411 $ 96 Co-op marketing and advertising fees $ 110 $ 127 $ 157 $ 190 Cost of sales $ 12,502 $ 18,248 $ 7,609 $ 6,839 Contract service expenses $ 8,754 $ 8,306 $ 8,584 $ 10,221 Farming expenses $ 937 $ 988 $ 1,179 $ 406 Income (loss) from operations $ 395 $ 765 $ 988 $ (709) Net income (loss) attributable to HomeFed Corporation $ 232 $ 13,682 $ 470 $ (3,453) Basic earnings (loss) per common share attributable to $ 0.02 $ 0.89 $ 0.03 $ (0.22) Diluted earnings (loss) per common share attributable to $ 0.02 $ 0.88 $ 0.03 $ (0.22) During the fourth quarter of 2018, net income (loss) attributable to HomeFed Corporation common shareholders includes provision for losses on real estate of $(1,800,000) consisting of a write-down of our SweetBay assets due to damage caused by Hurricane Michael. During the third quarter of 2018, net income (loss) attributable to HomeFed Corporation common shareholders includes provision for losses on real estate of $(18,200,000) consisting of a write-down of $(17,450,000) on our Pacho leasehold and a write-down of $(750,000) on our real estate in Maine. During the second quarter of 2017, net income attributable to HomeFed Corporation common shareholders includes a credit to income tax expense of $13,200,000 resulting from settling our 2014 federal tax examination where we were allowed to reverse a portion of our deferred tax liability and our unrecognized tax benefits. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On February 19, 2019, we announced that we received a proposal from our majority shareholder, Jefferies Financial Group Inc. (“Jefferies”), to purchase the remaining common stock of HomeFed not already owned by Jefferies in a transaction that would entail Jefferies issuing two shares of Jefferies common stock for each share of HomeFed’s common stock to be acquired by Jefferies. Consistent with its fiduciary duties and with the stockholders agreement between HomeFed and Jefferies, the HomeFed Board of Directors has appointed a special committee of independent directors (the "special committee") who, in consultation with independent financial and legal advisors, will carefully review and evaluate Jefferies’ proposal. Jefferies’ proposal is subject to an affirmative recommendation by the special committee and approval by holders of a majority of the outstanding shares of HomeFed common stock not already owned by Jefferies or its affiliates, in addition to any other vote required by applicable law. In January 2019, we withdrew $18,500,000 from escrow under the Village Escaya EB-5 program which increased our total obligation outstanding to $123,500,000. There is $1,500,000 in escrow for Village of Escaya and $5,000,000 in escrow for Cota Vera. During February 2019, dividends of $6,000,000 were declared by our subsidiary that owns the San Elijo Hills project, of which $900,000 was paid to the noncontrolling interests in the San Elijo Hills project, and the balance was distributed to the parent Company. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation – The accompanying consolidated financial statements include the accounts of HomeFed Corporation (the “Company,”) and its consolidated subsidiaries. We also own equity interests in Brooklyn Renaissance Plaza, RedSky JZ Fulton Investors and the Builder LLCs, which are accounted for under the equity method of accounting. We are currently engaged, directly and through our subsidiaries, in the investment in and development of residential and commercial real estate properties in California, Virginia, South Carolina, Florida, Maine and New York. All intercompany balances and transactions have been eliminated in consolidation. |
Revenue Recognition | Revenue Recognition Policies Real estate sales revenues: • Real estate sales revenues are recognized at a point in time when the related transaction is completed. • Variable consideration, such as profit participation, is included in the transaction price for real estate sales at the point in time when the transaction is completed only to the extent it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainties with respect to the amount are resolved. Contract service revenues: • Contract service revenues are recognized over time as performance obligations are met. Co-op marketing fee income: • Co-op marketing fee income is recognized over time as performance obligations are met, generally the term of the master marketing program that relates to the selling period of the associated home product being sold by our customer. |
Basis Of Consolidation | Basis of Consolidation – Our policy is to consolidate all entities in which we can vote a majority of the outstanding voting stock. In addition, we consolidate entities which meet the definition of a variable interest entity for which we are the primary beneficiary. The primary beneficiary is the party who has the power to direct the activities of a variable interest entity that most significantly impact the entity’s economic performance and who has an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. We consider special allocations of cash flows and preferences, if any, to determine amounts allocable to noncontrolling interests. All intercompany transactions and balances are eliminated in consolidation. In situations where we have significant influence, but not control, of an entity that does not qualify as a variable interest entity, we apply the equity method of accounting. |
Income Taxes | Provision (Benefit) for Deferred Income Taxes – We provide for income taxes using the balance sheet approach. We record a valuation allowance to reduce our net deferred tax asset to an amount that we expect is more likely than not to be realized. If our estimate of the realizability of our deferred tax asset changes in the future, an adjustment to the valuation allowance would be recorded which would impact income tax expense in such period. The valuation allowance is determined after considering all relevant facts and circumstances, and is based, in significant part, on our projection of taxable income in the future. Since any projection of future profitability is inherently uncertain, changes in the valuation allowance can be expected. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted. The Tax Act is one of the most comprehensive changes in the U.S. corporate income tax since 1986 and certain provisions are highly complex in their application. The Tax Act revises the U.S. Corporate income tax by, among other things, lowering the corporate income tax rate from 35% to 21% and adopting a territorial income tax system. We have evaluated the impact that the Tax Act will have on both our Consolidated Balance Sheets and Consolidated Statements of Operations. At that time, based on information currently available, results for the fourth quarter of 2017 reflect a provisional expense of $2,150,000. During 2018, the IRS announced that refunds of AMT credits pursuant to the Tax Act would be subject to sequestration. Accordingly, in the third quarter of 2018 we recorded a $1,700,000 increase to our income tax expense related to sequestration on our corporate AMT credits. On January 14, 2019, the Internal Revenue Service announced that refunds of AMT credits will not be subject to sequestration for tax years beginning after December 31, 2017. Consequently, during the fourth quarter of 2018, we reversed $1,700,000 of income tax expense related to our AMT credits. In 2018, we completed our determination of the accounting implications of the Tax Act, and no material adjustment was necessary. During 2016, we determined that we had enough positive evidence to conclude that it is more likely than not that we will be able to generate enough future taxable income to fully utilize all of our Federal minimum tax credits. The primary positive evidence considered was the formation of Village III Master with three national builders to develop and build homes at the Otay Land project and the projections of taxable income from the Otay Land and other of our projects. In addition, our minimum tax credits have no expiration. As a result, we were able to conclude that it was more likely than not that we will be able to realize the entire portion of our net deferred tax asset; accordingly, approximately $31,850,000 of the deferred tax valuation allowance was released as a credit to income tax expense during 2016. The projection of future taxable income is based upon numerous assumptions about the future, including future market conditions where our projects are located, regulatory requirements, estimates of future real estate revenues and development costs, future interest expense, operating and overhead costs and other factors. We evaluate all positive and negative evidence with respect to our realizability of our deferred tax asset. To the extent there is sufficient negative evidence, an increase to the valuation allowance and tax expense would be recorded to reflect the appropriate amount of the change. We also record reserves for unrecognized tax benefits based on our assessment of the probability of successfully sustaining tax filing positions. Management exercises significant judgment when assessing the probability of successfully sustaining tax filing positions, and in determining whether a contingent tax liability should be recorded and if so estimating the amount. If our tax filing positions are successfully challenged, payments could be required that are in excess of reserved amounts or we may be required to reduce the carrying amount of our net deferred tax asset, either of which could be significant to our Consolidated Balance Sheets or results of operations. |
Provision For Environmental Remediation | Provision for Environmental Remediation – We record environmental liabilities when it is probable that a liability has been incurred and the amount or range of the liability is reasonably estimable. During 2002, we recorded a charge of $11,150,000 representing our estimate of the cost (including legal fees) to implement the most likely remediation alternative with respect to approximately 30 acres of undeveloped land owned by a subsidiary of Otay Land Company. The estimated liability was neither discounted nor reduced for claims for recovery from previous owners and users of the land who may be liable, and may increase or decrease based upon the actual extent and nature of the remediation required, the actual cost of the remediation, the expenses of the regulatory process, the costs of post-remediation monitoring requirements, inflation and other items. At December 31, 2018, we have a remaining balance of $1,450,000. |
Provision For Impairment Losses On Real Estate | Provision for Impairment Losses on Real Estate – Our real estate is carried at cost. Whenever events or changes in circumstances suggest that the carrying amount may not be recoverable, management assesses the recoverability of the carrying amount of its real estate in accordance with GAAP. Some of the events or changes in circumstances that we consider as indicators of potential impairment include: (i) a change in market conditions in the local markets where we own real estate, (ii) a change in the availability of mortgages for retail buyers or a significant change in interest rates for mortgages, (iii) a change in expected use or development plans for properties, (iv) continuing operating or cash flow losses for real estate held for investment purposes, (v) an accumulation of costs in a development property that significantly exceeds its historical basis in property held long-term and (vi) a significant weather event that may have a negative impact on the property value. We use varying methods to determine if impairment exists, such as considering indicators of potential impairment and analyzing expected future cash flows and comparing the expected future undiscounted cash flows of the property to the carrying value. The accounting estimate related to the real estate impairment evaluation is susceptible to the use of assumptions about future sales proceeds and future expenditures. For projects under development, an estimate of future cash flows on an undiscounted basis is performed using estimated future expenditures necessary to maintain the existing project and using management’s best estimates about future sales prices and planned holding periods. |
Purchase Price Allocation | Purchase Price Allocation – Under current authoritative accounting guidance, we determine whether a transaction or other event is a business combination, which requires that the assets acquired and the liabilities assumed constitute a business. Each business combination is then accounted for by applying the acquisition method of accounting. We record our investments based on the fair value of the identifiable assets acquired, intangible assets acquired, liabilities assumed and any noncontrolling interest in the acquired entity, as well as recognizing and measuring goodwill or a gain from a bargain purchase at the acquisition date. Assets are recorded at fair value using appraisals and valuations performed by management and independent third parties. Fair values are based on the exit |
Asset Acquisitions | Asset Acquisitions – When an asset acquisition occurs that is not deemed a business combination, the acquired assets including related transaction costs are recorded at cost when cash consideration is used. If the consideration is non-cash, then the recording of the assets is based on the fair value of the assets acquired. |
Real Estate | Real Estate – Real estate includes all expenditures incurred in connection with the acquisition, development and construction of the property, including interest paid to third parties and property taxes. At acquisition, land costs are allocated to individual parcels or lots based on relative fair values or specific identification. Interest, payroll related to construction, property taxes and other professional fees attributable to land and property construction are capitalized and added to the cost of those properties when active development begins and ends when the property development is fully completed and ready for its intended use. Subsequent to acquisition, substantially all development costs are specifically identifiable to individual parcels or lots, or are considered allocated costs that are allocated principally based on relative sales value. Interest, however, is allocated to each property principally based on the percentage of development costs incurred for the property compared to the total development costs incurred for the period. Capitalized land costs are charged to cost of sales at the time that revenue is recognized. For Real estate held for investment, maintenance costs are expensed when incurred and depreciation is expensed on a straight-line basis over the estimated useful life of the assets or, if less, the term of the underlying lease. |
Cash And Cash Equivalents | Cash and Cash Equivalents – Cash equivalents are money market accounts and short-term, highly liquid investments that have maturities of less than three months at the time of acquisition. |
Restricted Cash | Restricted Cash – Restricted cash consisted of amounts escrowed pursuant to the terms of our Purchase Agreement related to BRP Leasing's obligation under the master lease with Brooklyn Renaissance Plaza. Restricted cash also consisted of funds held in an interest bearing bank account serving as collateral for a letter of credit for the benefit of the City of Myrtle Beach related to future development improvements planned at The Market Common. |
Contract Assets and Liabilities | Contract Assets and Liabilities – As we develop the Village of Escaya community infrastructure, we are entitled to receive up to $78,600,000 for our costs incurred from the sale of homes by the Builder LLCs at the Village of Escaya. The Builder LLCs are contractually obligated to pay us an allocated amount of the proceeds of each home closing. As a result, a contract asset is recorded to reflect the amount due to us by the respective builders under these agreements. A contract liability would arise if we received cash in advance of completing the performance obligations related to the development of the project. |
Fair Value Hierarchy | Fair Value Hierarchy-- In determining fair value, we maximize the use of observable inputs and minimize the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from independent sources. Unobservable inputs reflect our assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. We apply a hierarchy to categorize our fair value measurements broken down into three levels based on the transparency of inputs as follows: Level 1: Quoted prices are available in active markets for identical assets or liabilities as of the reported date. Level 2: Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these financial instruments includes cash instruments for which quoted prices are available but traded less frequently, derivative instruments whose fair value have been derived using a model where inputs to the model are directly observable in the market, or can be derived principally from or corroborated by observable market data, and instruments that are fair valued using other financial instruments, the parameters of which can be directly observed. Level 3: Instruments that have little to no pricing observability as of the reported date. These financial instruments are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation. The valuation of financial instruments may include the use of valuation models and other techniques. Adjustments to valuations derived from valuation models may be made when, in management’s judgment, features of the financial instrument such as its complexity, the market in which the financial instrument is traded and risk and uncertainties about market conditions require that an adjustment be made to the value derived from the models. Adjustments from the price derived from a valuation model reflect management’s judgment that other participants in the market for the financial instrument being measured at fair value would also consider in valuing that same financial instrument. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. The availability of observable inputs can vary and is affected by a wide variety of factors, including, for example, the type of financial instrument and market conditions. As the observability of prices and inputs may change for a financial instrument from period to period, this condition may cause a transfer of an instrument among the fair value hierarchy levels. Transfers among the levels are recognized at the beginning of each period. The degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. |
Equity Method Investments | Equity Method Investments – In situations where we have significant influence, but not control, of an entity we apply the equity method of accounting. Under the equity method of accounting, our share of the investee’s underlying net income or loss is recorded as income (loss) from equity method investments. The recognition of our share of the investees’ results takes into account any special rights or priorities of investors; accordingly, we employ the hypothetical liquidation at book value model to calculate our share of the investees’ profits or losses, and additionally, amortizing the difference between the fair value of the assets at the date of acquisition and the historical book basis over the remaining useful life of each asset, to calculate our share of the investment. Our equity interests in Brooklyn Renaissance Plaza, RedSky JZ Fulton Investors and the Builder LLCs are accounted for under the equity method of accounting. We are required to periodically compare an investment’s carrying value to its estimated fair value. We would recognize an impairment charge if the carrying value exceeds the estimated fair value and is determined to be other than temporary. |
Allowance For Doubtful Accounts | Allowance for Doubtful Accounts - We provide an allowance for doubtful accounts against the portion of accounts receivable, including straight-line rents, which is estimated to be uncollectible. Such allowances are reviewed periodically based upon our recovery experience. |
Deferred Leasing Commissions | Deferred Leasing Commissions - Deferred leasing commissions represent costs to obtain tenants at retail and office rental properties. We amortize these charges over the original term of the lease and reflect them in Depreciation and amortization expense. |
Intangible Assets (Liabilities), Net | Intangible Assets (Liabilities), Net – Intangibles include above market lease value and lease in place value as assets and below market lease value as a liability, all recorded at fair value at the date of Acquisition. Above market lease value is amortized on a straight-line basis over the remaining term of the underlying leases, and below market lease values are amortized on a straight-line basis over the initial terms plus the terms of any below market renewal options of the underlying leases and is included in Rental income. Lease in place value is amortized over the term of the underlying lease and is included in Depreciation and amortization expense. Intangible assets are reviewed for impairment on an interim basis when certain events or circumstances exist, primarily changes in the underlying lease. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when certain events or circumstances exist indicating an assessment for impairment is necessary. |
Asset Held for Sale | Asset Held for Sale - We classify an asset held for sale in the period in which we commit to a plan to sell the asset, are actively seeking a buyer, the asset is being marketed for sale at a price that is reasonable in relation to its fair value, the asset is readily available for sale in its current condition, and the sale of the asset is likely to occur within one year. The sale of the Rampage property is not considered a strategic shift and has therefore not been presented as discontinued operations. |
Option Deposits | Option Deposits – Option payments received from prospective buyers are recognized as liabilities until the title of the real estate is transferred or the option is forfeited, or in the case of refundable deposits, the prospective buyer decides not to purchase the real estate and the deposit is returned. |
Debt Discount And Issuance Costs | Debt discount and issuance costs –We net the debt discount and issuance costs against the carrying value of the debt. These costs are amortized as capitalized expenditures on a straight-line basis, which approximates the effective interest method, over the expected life of the respective debt liability. |
Sales Of Real Estate | Sales of Real Estate – |
Recognition Of Fee Income | Recognition of Fee Income – Prior to the adoption of the new Revenue Recognition standard on January 1, 2018, we may have been contractually entitled to receive co-op marketing and advertising fees that was due when builders sell homes. These fees were generally based upon a fixed percentage of the homes’ selling prices and were recorded as revenue when the homes were sold. |
Revenue And Profit Sharing Arrangements | Revenue and Profit Sharing Arrangements – Prior to the adoption of the new Revenue Recognition standard on January 1, 2018, certain of our lot purchase agreements with homebuilders included provisions that entitled us to a share of the revenues or profits realized by the homebuilders upon their sale of the homes, after certain thresholds were achieved. The actual amount which could have been received by us was generally based on a formula and other specified criteria contained in the lot purchase agreements, and were generally not payable and could not be determined with reasonable certainty until the builder had completed the sale of a substantial portion of the homes covered by the lot purchase agreement. Our policy was to accrue revenue earned pursuant to these agreements when amounts were fully earned and payable pursuant to the lot purchase agreements, which were recorded as Sales of real estate. Any amounts received from homebuilders prior to then were deferred. |
Rental Income | Rental Income – Rental income is recognized on a straight-line basis over the terms of the leases. Any rent payments received in excess of the amounts recognized as revenue are deferred and reflected as Deferred revenue in the consolidated balance sheets. For those leases that provide for billing of common area maintenance, such revenue is recognized in the period that the related estimated expenses are incurred based upon the tenant lease provision. |
Construction Service Revenues and Expenses | Contract Service Revenues and Expenses – As we develop the Village of Escaya community infrastructure, we are entitled to receive up to $78,600,000 for costs from sale of homes by the Builder LLCs at the Village of Escaya. The Builder LLCs are contractually obligated to pay us an allocated amount of the proceeds of each home closing. Contract service revenues are recognized and corresponding contract service expenses are incurred as we perform the required infrastructure improvements on the project. At such time as management can estimate profit, the cumulative profit on costs incurred to date will be recognized and deemed as a change in estimate. |
Farming Revenues And Expenses | Farming Revenues and Expenses – Income from farming related activities were recognized when grapes were sold, and expenses from farming related activities were recognized when incurred. |
Share-Based Compensation | Share-Based Compensation – The cost of all share-based payments to employees, including grants of employee stock options and warrants, are recognized in the financial statements based on their fair values. The cost is recognized as an expense over the vesting period of the award on the straight-line basis. The fair value of each award is estimated at the date of grant using the Black-Scholes option pricing model. |
Recently Adopted Or Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements Revenue Recognition. In May 2014, the FASB issued new guidance that defines how companies report revenues from contracts with customers, and also requires enhanced disclosures. The core principle of this new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In addition, the FASB issued guidance on gain or loss from the derecognition of nonfinancial assets which would include real estate. We have adopted both of the new standards as of January 1, 2018 using the modified retrospective approach and recorded cumulative earnings to our opening accumulated deficit of $1,250,000, which is net of taxes of $550,000. The cumulative earnings adjustment was comprised of variable consideration for real estate transactions and recognition of previously deferred revenue offset by costs to complete improvements for closed real estate transactions. Accordingly, the new revenue standard is applied in our financial statements from January 1, 2018 forward and reported financial information for historical comparable periods is not revised and continues to be reported under the accounting standards in effect during those historical periods. Our implementation efforts included the identification of revenue streams within the scope of the guidance and the evaluation of certain revenue contracts. The impact of adoption is primarily related to real estate revenues that were deferred on open sales contracts as of December 31, 2017 under the previously existing accounting guidance, which would have been recognized in prior periods under the new revenue standard, and costs to complete related to the previously deferred revenue that are not related to performance obligations under the contract with the customer but are costs associated with completion of real estate improvements that would have been expensed in prior periods under the new revenue standard. The impact of the adoption is also related to the timing of recognition of fee income. The new revenue guidance does not apply to revenue associated with leasing activities or interest income. The new revenue standard primarily impacts the following revenue recognition and presentation accounting policies: • Real estate sales revenues. Revenues from the sales of real estate are recognized at a point in time when the related transaction is completed. The majority of our real estate sales of land, lots, and homes transfer the goods and services to the customer ("buyer") at the close of escrow when title transfers to the buyer and the buyer has the benefit and control of the goods and services. If performance obligations under the contract with the customer related to a parcel of land, lot or home are not yet complete when title transfers to the buyer, revenue associated with the incomplete performance obligation is deferred until the performance obligation is completed. • Real estate sales revenues - variable. Revenues under real estate contracts with customers that are associated with price or profit participation were historically recognized as participation thresholds were met by the customer. Under the new revenue standard, revenue from these activities is recognized at a point in time when the related transaction is complete, performance obligations by us have been met, and only to the extent it is probable that a significant reversal in the estimated amount of cumulative revenue recognized will not occur when the uncertainties with respect to the amount are resolved. • Real estate costs to complete. Costs to complete improvements related to sold real estate was not expensed until the work was complete under the previously existing guidance and revenue associated with the costs to complete was deferred until the work was complete under the percentage of completion method. Under the new revenue standard, costs to complete improvements that are associated with the sold real estate but do not transfer to the customer as performance obligations under the terms of the contract are estimated at the completion of the real estate transaction and expensed as a cost of the sale. • Co-op marketing and advertising fees. Co-op marketing fees were recognized at the time of sale of a home by our builder customer to a homebuyer under the previously existing accounting guidance. Under the new revenue standard, the co-op fees are recognized over time as performance obligations by us are met, generally the term of the master marketing program that relates to the sales period for the home product being sold by our builder customer. • Contract service revenues. Under our limited liability company agreements with our builder partners at the Village of Escaya project, we will earn overhead management fees and marketing fees based on a percentage of the retail sales prices under our buyers' homebuyer contracts. We will also recognize contract service revenues over time as our performance obligations are met, generally the anticipated term of our oversight of the infrastructure improvements for the Village of Escaya. We also earn revenue from the initial land sale together with the performance obligation to complete improvements over time as the performance obligation is satisfied. Cash Flow Classifications. In August 2016, the FASB issued new guidance to reduce the diversity in practice in how certain transactions are classified in the statement of cash flows. The guidance adds or clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. The guidance is effective for annual and interim periods beginning after December 15, 2017. The adoption of the guidance did not have a material impact on our Consolidated Statements of Cash Flows. In November 2016, the FASB issued new guidance on restricted cash. The guidance requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. We adopted this guidance in the first quarter of 2018. Prior periods were retrospectively adjusted to conform to the current period presentation. The adoption of the guidance did not have a material impact on our Consolidated Statements of Cash Flows. Upon adoption, we recorded a decrease of $10,000 in Net cash used for operating activities for 2017 and an increase of $3,700,000 in Net cash used for operating activities for 2016 related to reclassifying the changes in our restricted cash balance from operating activities to the cash, cash equivalents and restricted cash balances within the Consolidated Statements of Cash Flows. Compensation. In May 2017, the FASB issued new guidance providing clarity and reducing diversity in practice and cost and complexity when accounting for a change to the terms or conditions of a share-based payment award. We adopted this guidance in the first quarter of 2018 and the adoption did not have a material impact on our consolidated financial statements. Accounting Pronouncements to be Adopted in Future Periods Leases. In February 2016, the FASB issued new guidance that affects the accounting and disclosure requirements for leases. The FASB requires the recognition of all leases that are longer than one year onto the balance sheet, which will result in the recognition of a right of use asset and a corresponding lease liability. The right of use asset and lease liability will be measured initially using the present value of the remaining rental payments. Lessor accounting will remain substantially similar to current accounting policies for leases. However, leasing costs that are currently eligible to be capitalized as initial direct costs will be immediately expensed under the new guidance. In July 2018, the FASB issued additional guidance on leases which allows an entity to recognize a cumulative-effect adjustment to the opening balance of retained earnings upon adoption. The guidance is effective for annual and interim periods beginning after December 15, 2018. We plan to adopt the lease standard in the first quarter of 2019 including certain practical expedients with a cumulative-effect adjustment to opening retained earnings. Fair Value Measurement. In August 2018, the FASB issued new guidance to improve the effectiveness of disclosure requirements on fair value measurement by eliminating certain disclosure requirements for fair value measurements for all entities, requiring public entities to disclose certain new information and modifying some disclosure requirements. The guidance is effective for annual and interim periods beginning after December 15, 2019. We are currently evaluating the impact of the new guidance on our consolidated financial statements. Consolidation. In October 2018, the FASB issued new guidance which requires indirect interests held through related parties under common control arrangements be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests. The guidance is effective for the Company for fiscal years beginning after December 15, 2019. Early adoption is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements. |
Earnings Per Share | Basic earnings (loss) per share of common stock was calculated by dividing net income (loss) by the sum of the weighted average number of common shares outstanding, and for diluted earnings per share, the incremental weighted average number of shares issuable upon exercise of outstanding options for the periods they were outstanding. The treasury stock method is used for these calculations. |
REAL ESTATE (Tables)
REAL ESTATE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate [Abstract] | |
Schedule of Real Estate | Real estate carrying values are as follows (in thousands): December 31, 2018 2017 Real estate held for development: Otay Land project $ 233,131 $ 198,882 San Elijo Hills project 23,284 29,938 Pacho project — 17,672 Fanita Ranch property 26,378 22,601 SweetBay project 26,635 23,921 Ashville Park project 9,392 8,788 The Market Common 6,289 5,981 Maine projects 3,130 3,881 Total $ 328,239 $ 311,664 Real estate held for investment, gross Land: The Market Common $ 3,744 $ 3,744 Buildings: The Market Common 35,783 35,783 Maine projects 209 209 SweetBay project 523 523 Tenant improvements: The Market Common 3,128 2,059 43,387 42,318 Less: Accumulated depreciation (5,425) (4,296) Real estate held for investment, net $ 37,962 $ 38,022 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | A summary of intangible assets, net at December 31, 2018 and 2017 is as follows (in thousands): December 31, December 31, Amortization 2018 2017 (in years) Above market lease contracts, net of accumulated $ 361 $ 2,041 1 to 24 Lease in place value, net of accumulated amortization 693 964 1 to 24 Intangible assets, net $ 1,054 $ 3,005 Below market lease contracts, net of accumulated $ 1,377 $ 1,930 1 to 24 |
EQUITY METHOD INVESTMENTS (Tabl
EQUITY METHOD INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | At December 31, 2018 and 2017, our equity method investments are comprised of the following (in thousands): December 31, December 31, 2018 2017 RedSky JZ Fulton Investors $ 52,522 $ — BRP Holding 8,136 86,093 BRP Hotel 17,963 22,651 Builder LLCs 14,549 14,552 Total $ 93,170 $ 123,296 |
Schedule of Income (Loss) Related To Equity Investment | Income (loss) related to equity investment companies for the years ending December 31, 2018, 2017 and 2016 is as follows (in thousands): 2018 2017 2016 RedSky JZ Fulton Investors $ (11) $ — $ — BRP Holding (3,270) 11,121 219 BRP Hotel 2,609 (1,369) (1166) Builder LLCs 3,469 (706) — Total $ 2,797 $ 9,046 $ (947) |
Schedule Of Equity Method Investments Summarized Financial Information | The following table provides summarized data with respect to our equity method investments for 2018, 2017 and 2016 (in thousands): 2018 2017 2016 Assets $ 626,967 $ 385,189 Liabilities $ 504,478 $ 197,727 Total revenues $ 349,479 $ 122,245 $ 98,017 Income from continuing operations before extraordinary items $ 50,188 $ 20,035 $ 4,050 Net income $ 50,188 $ 20,035 $ 4,050 Our income (losses) related to equity investment companies $ 2,797 $ 9,046 $ (947) We have not provided any guarantees, nor are we contingently liable for any of the liabilities incurred by BRP Holding, BRP Hotel and RedSky JZ Fulton Investors. All such liabilities are non-recourse to us. Our exposure to adverse events at the investee companies is limited to our investment in BRP Holding, BRP Hotel and RedSky JZ Fulton Investors. |
STOCK INCENTIVE PLANS (Tables)
STOCK INCENTIVE PLANS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Option Activity | A summary of activity with respect to the Plan for 2018, 2017 and 2016 is as follows: Weighted- Common Weighted- Average Shares Average Remaining Aggregate Subject to Exercise Contractual Intrinsic Option Price Term Value Balance at January 1, 2016 79,500 $ 30.00 Granted 7,000 $ 40.50 Exercised (41,000) $ 24.66 $ 694,830 Cancelled (12,500) $ 24.36 Balance at December 31, 2016 33,000 $ 40.98 Granted 143,500 $ 44.00 Exercised (5,000) $ 22.35 $ 115,250 Cancelled (1,000) $ 22.35 Balance at December 31, 2017 170,500 $ 44.18 Granted 7,000 $ 50.50 Exercised (5,000) $ 33.08 $ 107,710 Cancelled (1,250) $ 32.30 Balance at December 31, 2018 171,250 $ 44.85 3.4 years $ — Exercisable at December 31, 2018 62,750 $ 45.69 1.4 years $ — |
Summary of Weighted-Average Assumptions | The following summary presents the weighted-average assumptions used for the Black-Scholes option pricing model to determine the fair value for each of the stock option grants made during each of the three years in the period ended December 31: 2018 2017 2016 Risk free rate 2.71 % 1.82 % 1.06 % Expected volatility 27.24 % 28.86 % 29.97 % Expected dividend yield — % — % — % Expected life 4.3 years 5.0 years 4.3 years Fair value per grant $ 13.55 $ 12.57 $ 10.53 |
SALES OF REAL ESTATE (Tables)
SALES OF REAL ESTATE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Real Estate Sales Activity [Abstract] | |
Schedule Of Real Estate Sales Activity | Revenues from sales of real estate for each of the three years in the period ended December 31, is comprised of the following (in thousands): 2018 2017 2016 Otay Land: Undeveloped land $ — $ 245 $ 22,767 Developed land 1,047 — — San Elijo Hills project: Developed lots 1,600 3,167 12,143 Single family homes 38,898 13,088 — Towncenter Phase One & Two — 5,800 — Rampage Property: Undeveloped land 26,000 — — Ashville Park project: Developed lots — 31 485 Single family homes — — 568 Revenues from profit sharing agreements 12 120 214 The Market Common: Developed lots 1,050 2,181 2,042 Revenues from profit sharing agreements 623 1,261 1,582 SweetBay project: Single family homes 17,097 24,729 4,168 Undeveloped land 1,997 — 1,283 Maine: Developed lots — — — Buildings — — 790 Total $ 88,324 $ 50,622 $ 46,042 |
Schedule Of Changes In Deferred Revenue | For the years ended December 31, 2018 and 2017, the activity in the deferred revenue account is as follows (in thousands): 2018 2017 Deferred revenue balance at January 1, $ 1,230 $ 4,311 Cumulative effect of the adoption of accounting standard (1,230) — Adjusted deferred revenue balance at January 1, $ — $ 4,311 Revenue deferred on the date of sale — 433 Deferred revenue recognized in operations — (3,514) Deferred revenue balance at December 31, $ — $ 1,230 |
REVENUES FROM CONTRACTS WITH _2
REVENUES FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |
Activity in contract liability account | For the year ended December 31, 2018, the activity in the contract liability account is as follows (in thousands): 2018 Contract liability balance at January 1, $ — Performance obligations not yet complete on the date of sale 1,008 Performance obligations satisfied — Contract liability balance at December 31, $ 1,008 |
Total Segments | |
Disaggregation of Revenue [Line Items] | |
Disaggregation of Revenue | The following table presents our total revenues separated for our revenues from contracts with customers and our other sources of revenues (in thousands): 2018 Revenues from contracts with customers: Sales of real estate $ 88,324 Contract service revenues 30,221 Co-op marketing and advertising fees 407 Total revenues from contracts with customers 118,952 Other revenues: Rental income 21,619 Total revenue from other sources 21,619 Total revenues $ 140,571 |
Real Estate And Corporate Segment | |
Disaggregation of Revenue [Line Items] | |
Disaggregation of Revenue | The following presents our revenues from contracts with customers disaggregated by project for the year ended December 31, 2018 (in thousands): Real Estate Segment Otay San Elijo Ashville Park The Market Common SweetBay Rampage BRP Leasing Pacho Total Real Estate Segment Total Corporate Segment Total Revenues from contracts with customers: Sales of real estate $ 1,047 $ 40,498 $ — $ 1,050 $ 19,092 $ 26,000 $ — $ — $ 87,687 $ — $ 87,687 Profit participation from real estate sales — — 13 624 — — — — 637 — 637 Contract service revenues 30,221 — — — — — — — 30,221 — 30,221 Co-op marketing and advertising fees — 307 100 — — — — — 407 — 407 Total revenues from contracts with customers 31,268 40,805 113 1,674 19,092 26,000 — — 118,952 — 118,952 Other revenues: Rental income — — — 10,220 345 — 11,013 29 21,607 12 21,619 Total revenue from other sources: — — — 10,220 345 — 11,013 29 21,607 12 21,619 Total revenues: $ 31,268 $ 40,805 $ 113 $ 11,894 $ 19,437 $ 26,000 $ 11,013 $ 29 $ 140,559 $ 12 $ 140,571 |
OTHER RESULTS OF OPERATIONS (Ta
OTHER RESULTS OF OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Schedule of Interest And Other Income | Interest and other income for each of the three years in the period ended December 31, consists of the following (in thousands): 2018 2017 2016 Interest income $ 174 $ 36 $ 876 Insurance proceeds from Hurricane Michael damages 4,268 — — Income from utility service agreement 384 353 300 Gain on settlement of a lawsuit — — 1,000 Gain on redeemed investments — — 1,914 Gain on settlement of BP claim — — 556 Insurance proceeds from weather related damages to grapes — 200 — Other 83 29 93 Total $ 4,909 $ 618 $ 4,739 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule Of Components Of Income Tax Benefit (Provision) | The (benefit) provision for income taxes for each of the three years in the period ended December 31, was as follows (in thousands): 2018 2017 2016 Current taxes: Federal $ — $ (5,427) $ 3,720 State and local (125) 309 1,329 Total current income taxes (benefit) (125) (5,118) 5,049 Deferred taxes: Federal (355) (1,885) (35,181) State and local (74) (1,929) (2,057) Total deferred income taxes (429) (3,814) (37,238) Benefit for income taxes $ (554) $ (8,932) $ (32,189) |
Reconciliation Of Effective Tax Provision | Income tax expense differed from the amounts computed by applying the U.S. Federal statutory rate of 21% for the year ended December 31, 2018 and 35% for the years ended December 31, 2017 and 2016 to income (loss) before income taxes as a result of the following (in thousands): 2018 2017 2016 Expected federal income tax provision (benefit) $ (433) $ 720 $ 229 State and local income taxes, net of federal income tax benefit (175) 1,607 (472) Increase (decrease) in valuation allowance 230 — (31,846) Decrease in unrecognized tax benefit — (13,212) — Impact of tax reform — 2,133 — Excess of stock detriment (benefit) (297) (109) — Employee incentive stock options — (88) — Permanent difference on tax exempt municipal bond interest — — (198) Noncontrolling interest 506 25 40 Meals and entertainment 32 43 37 Prior year adjustment (423) (53) 18 Other 6 2 3 Actual income tax benefit $ (554) $ (8,932) $ (32,189) |
Schedule Of Deferred Tax Assets | At December 31, 2018 and 2017, the net deferred tax asset (liability) consisted of the following (in thousands): 2018 2017 Deferred Tax Asset: Minimum tax credit carryovers $ 30,899 $ 31,559 Pacho leasehold impairment 4,393 — Equity method investments 5,390 5,908 Other, net 2,231 2,136 42,913 39,603 Valuation allowance (230) — 42,683 39,603 Deferred Tax Liability: Depreciation (2,458) (2,462) Other, net (1,569) (84) (4,027) (2,546) Net deferred tax asset $ 38,656 $ 37,057 |
Changes In Unrecognized Tax Benefits | The following table reconciles the total amount of unrecognized tax benefits as of the beginning and end of the period presented (in thousands): Unrecognized Tax Benefits Interest Total Balance, January 1, 2016 $ 2,936 $ 40 $ 2,976 Increases based on tax positions related to current period 1,360 1,360 Interest expense recognized 110 110 Balance, December 31, 2016 4,296 150 4,446 Increases based on tax positions related to current period 382 382 Decreases based on tax positions related to current period (4,678) (4,678) Interest expense reversed (150) (150) Balance, December 31, 2017 — — — Increases based on tax positions related to prior period 692 692 Interest expense recognized 248 248 Balance, December 31, 2018 $ 692 $ 248 $ 940 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator For Loss Per Common Share | The numerators and denominators used to calculate basic and diluted earnings (loss) per share for 2018, 2017 and 2016 are as follows (in thousands): 2018 2017 2016 Numerator – net income (loss) attributable to HomeFed Corporation common shareholders $ (68) $ 10,931 $ 32,565 Denominator for basic earnings (loss) per share – weighted average shares 15,476 15,450 15,435 Restricted stock units — 36 — Stock options — 3 10 Denominator for diluted earnings (loss) per share – weighted average shares 15,476 15,489 15,445 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule Of Future Minimum Rental Payments Receivables From Real Estate Held For Investment | Future minimum annual rental income (exclusive of month-to-month leases, real estate taxes, maintenance and certain other charges) from real estate held for investment are aggregated as follows at December 31, 2018 (in thousands): 2019 $ 5,065 2020 4,570 2021 4,239 2022 3,584 2023 2,909 Thereafter 8,255 $ 28,622 |
Schedule of Future Minimum Annual Rental Expense | Future minimum annual rental (exclusive of real estate taxes, maintenance and certain other charges) under this lease is as follows (in thousands): 2019 $ 317 2020 357 2021 367 2022 378 2023 390 Thereafter 470 2,279 Less: sublease income (91) $ 2,188 |
Schedule of Outstanding Bonds | As of December 31, 2018, the amount of outstanding bonds for each project is as follows: Amount of outstanding bonds Otay Land project $56,200,000 San Elijo Hills project 650,000 Ashville Park project 800,000 The Market Common 400,000 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Amounts And Estimated Fair Values | The carrying amounts and estimated fair values of our principal financial instruments that are not recognized on a recurring basis are as follows (in thousands): December 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial Liabilities: Long-term debt: Notes (a) $ — $ — $ 74,590 $ 75,470 Long-term debt: EB-5 (b) 88,773 105,000 43,623 46,500 (a) The fair value of the Notes was determined by utilizing available market data inputs that are considered level 2 inputs. Quoted prices are available but trading is infrequent. We utilized the available market data based on the quoted market prices to determine an average fair market value over the last 10 business days of the reporting period. (b) The fair value approximates the principal amount of the EB-5 debt utilizing available market data inputs that are considered level 3 inputs. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting | Certain information concerning our segments for the years ended 2018, 2017 and 2016 is presented in the following table. 2018 2017 2016 (in thousands) Revenues: Real estate $ 140,559 $ 110,989 $ 82,499 Farming — 3,507 4,436 Corporate 12 12 12 Total consolidated revenues $ 140,571 $ 114,508 $ 86,947 Income (loss) from continuing operations before income taxes and noncontrolling interest Real estate $ 11,239 $ 14,497 $ 9,405 Farming — (342) 462 Corporate (13,298) (12,098) (9,212) Total consolidated income from continuing operations before income taxes and noncontrolling interest $ (2,059) $ 2,057 $ 655 Depreciation and amortization expenses: Real estate $ 2,514 $ 3,284 $ 4,670 Farming — 341 257 Corporate 72 60 46 Total consolidated depreciation and amortization expenses $ 2,586 $ 3,685 $ 4,973 Identifiable assets employed: Real estate $ 531,005 $ 538,636 Farming — 9,925 Corporate 63,003 59,386 Total consolidated assets $ 594,008 $ 607,947 |
SELECTED QUARTERLY FINANCIAL _2
SELECTED QUARTERLY FINANCIAL DATA (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | First Second Third Fourth Quarter Quarter Quarter Quarter (In thousands, except per share amounts) 2018 Sales of real estate $ 33,998 $ 18,376 $ 21,400 $ 14,550 Rental income $ 5,889 $ 5,911 $ 5,996 $ 3,823 Contract service revenues $ 11,506 $ 10,278 $ 7,768 $ 669 Farming revenues $ — $ — $ — $ — Co-op marketing and advertising fees $ 130 $ 136 $ 119 $ 22 Cost of sales $ 15,835 $ 16,417 $ 16,255 $ 11,549 Contract service expenses $ 11,506 $ 10,278 $ 7,768 $ 669 Farming expenses $ — $ — $ — $ — Income (loss) from operations $ 12,509 $ 910 $ (17,034) $ (3,353) Net income (loss) attributable to HomeFed Corporation common shareholders $ 8,792 $ 654 $ (12,430) $ 2,916 Basic earnings (loss) per common share attributable to HomeFed Corporation shareholders $ 0.57 $ 0.04 $ (0.80) $ 0.19 Diluted earnings (loss) per common share attributable to HomeFed Corporation shareholders $ 0.57 $ 0.04 $ (0.80) $ 0.19 2017 Sales of real estate $ 14,950 $ 20,178 $ 7,980 $ 7,514 Rental income $ 5,932 $ 6,357 $ 5,877 $ 5,764 Contract service revenues $ 8,754 $ 8,306 $ 8,584 $ 10,221 Farming revenues $ — $ — $ 3,411 $ 96 Co-op marketing and advertising fees $ 110 $ 127 $ 157 $ 190 Cost of sales $ 12,502 $ 18,248 $ 7,609 $ 6,839 Contract service expenses $ 8,754 $ 8,306 $ 8,584 $ 10,221 Farming expenses $ 937 $ 988 $ 1,179 $ 406 Income (loss) from operations $ 395 $ 765 $ 988 $ (709) Net income (loss) attributable to HomeFed Corporation $ 232 $ 13,682 $ 470 $ (3,453) Basic earnings (loss) per common share attributable to $ 0.02 $ 0.89 $ 0.03 $ (0.22) Diluted earnings (loss) per common share attributable to $ 0.02 $ 0.88 $ 0.03 $ (0.22) |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 31, 2017builder | Apr. 30, 2016builder | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2018USD ($)builder | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2002USD ($)a | Jan. 01, 2018USD ($) | Sep. 30, 2015USD ($) | |
Real Estate Properties [Line Items] | |||||||||||||
Other comprehensive income (loss) | $ 0 | ||||||||||||
Other comprehensive income | $ 0 | $ 0 | |||||||||||
Provisional income tax expense recognized for impact of Tax Act | $ 2,150,000 | 2,150,000 | |||||||||||
Tax Act, income tax expense (benefit) | $ (1,700,000) | $ 1,700,000 | |||||||||||
Deferred tax valuation allowance was released as a credit to income tax expense | $ 13,200,000 | 31,850,000 | |||||||||||
Unrecognized tax benefits | 940,000 | 0 | $ 2,976,000 | 940,000 | 0 | 4,446,000 | $ 2,550,000 | ||||||
Increase in unrecognized tax benefits | $ 400,000 | 1,350,000 | |||||||||||
Reduction in deferred tax liabilities due to settlement of income tax examination | 8,600,000 | 8,600,000 | |||||||||||
Reduction in unrecognized tax benefits | 4,678,000 | ||||||||||||
Environmental remediation charge | $ 11,150,000 | ||||||||||||
Area of land related to environmental remediation (in acres) | a | 30 | ||||||||||||
Environmental remediation liability | 1,450,000 | 1,450,000 | |||||||||||
Impairment of leasehold | 17,450,000 | 17,450,000 | |||||||||||
Provision for impairment losses on real estate | $ 750,000 | 0 | 0 | ||||||||||
Real estate held for development | 328,239,000 | $ 311,664,000 | 328,239,000 | 311,664,000 | |||||||||
Maximum reimbursement of construction costs | 78,600,000 | 78,600,000 | |||||||||||
Cumulative effect of the adoption of accounting standards | $ 1,228,000 | ||||||||||||
Net cash provided by (used in) operating activities | (10,759,000) | (27,432,000) | (11,379,000) | ||||||||||
Maine projects | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Provision for impairment losses on real estate | 750,000 | ||||||||||||
Real estate held for development | $ 3,300,000 | 3,300,000 | |||||||||||
Pacho project | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Impairment of leasehold | 17,450,000 | ||||||||||||
Impairment of leasehold attributable to noncontrolling interest | 1,750,000 | ||||||||||||
SweetBay project | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Provision for impairment losses on real estate | $ 1,800,000 | ||||||||||||
Otay Land project | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Number of builders | builder | 3 | 3 | 3 | ||||||||||
Deferred tax valuation allowance was released as a credit to income tax expense | 31,850,000 | ||||||||||||
Accounting Standards Update 2016-15 | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Net cash provided by (used in) operating activities | $ 10,000 | $ (3,700,000) | |||||||||||
Accumulated Deficit | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Cumulative effect of the adoption of accounting standards | 1,228,000 | ||||||||||||
Accumulated Deficit | Accounting Standards Update 2014-09 | |||||||||||||
Real Estate Properties [Line Items] | |||||||||||||
Cumulative effect of the adoption of accounting standards | 1,250,000 | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption, Tax Impact | $ 550,000 |
REAL ESTATE (Schedule Of Real E
REAL ESTATE (Schedule Of Real Estate) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Real Estate Properties [Line Items] | ||
Held for development | $ 328,239 | $ 311,664 |
Land and buildings for real estate held For investment | 43,387 | 42,318 |
Less: Accumulated depreciation | (5,425) | (4,296) |
Real estate held for investment, net | 37,962 | 38,022 |
Otay Land project | ||
Real Estate Properties [Line Items] | ||
Held for development | 233,131 | 198,882 |
San Elijo Hills project | ||
Real Estate Properties [Line Items] | ||
Held for development | 23,284 | 29,938 |
Pacho project | ||
Real Estate Properties [Line Items] | ||
Held for development | 0 | 17,672 |
Fanita Ranch property | ||
Real Estate Properties [Line Items] | ||
Held for development | 26,378 | 22,601 |
SweetBay project | ||
Real Estate Properties [Line Items] | ||
Held for development | 26,635 | 23,921 |
Buildings | 523 | 523 |
Ashville Park project | ||
Real Estate Properties [Line Items] | ||
Held for development | 9,392 | 8,788 |
The Market Common | ||
Real Estate Properties [Line Items] | ||
Held for development | 6,289 | 5,981 |
Held for investment | 3,744 | 3,744 |
Buildings | 35,783 | 35,783 |
Tenant improvements | 3,128 | 2,059 |
Maine projects | ||
Real Estate Properties [Line Items] | ||
Held for development | 3,130 | 3,881 |
Buildings | $ 209 | $ 209 |
REAL ESTATE (Narrative) (Detail
REAL ESTATE (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jul. 31, 2018USD ($) | Jan. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)aproperty | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Real Estate Properties [Line Items] | ||||||
Capitalized interest costs | $ 4,400,000 | $ 7,600,000 | ||||
Proceeds from sale of real estate | $ 26,000,000 | |||||
Lease term | 99 years | |||||
Held for development | $ 328,239,000 | 311,664,000 | ||||
Impairment of leasehold | $ 17,450,000 | 17,450,000 | ||||
Provision for impairment losses on real estate | $ 750,000 | 0 | $ 0 | |||
Real estate held for development | 328,239,000 | 311,664,000 | ||||
SweetBay project | ||||||
Real Estate Properties [Line Items] | ||||||
Held for development | 26,635,000 | 23,921,000 | ||||
Provision for impairment losses on real estate | 1,800,000 | |||||
Rampage property | ||||||
Real Estate Properties [Line Items] | ||||||
Proceeds from sale of real estate | $ 12,600,000 | |||||
Proceeds from Delayed Tax Exempt Exchange | $ 13,400,000 | |||||
Gain on sale | 17,300,000 | |||||
Pacho project | ||||||
Real Estate Properties [Line Items] | ||||||
Held for development | 0 | $ 17,672,000 | ||||
Impairment of leasehold | 17,450,000 | |||||
Impairment of leasehold attributable to noncontrolling interest | 1,750,000 | |||||
Towncenter - Phase 3 | ||||||
Real Estate Properties [Line Items] | ||||||
Proceeds from sale of real estate | $ 1,600,000 | |||||
Area of land (in acres) | a | 2.5 | |||||
Multi-Family Lots | Towncenter - Phase 3 | ||||||
Real Estate Properties [Line Items] | ||||||
Number of units sold | property | 12 | |||||
Buildings | Minimum | ||||||
Real Estate Properties [Line Items] | ||||||
Estimated useful life | 2 years | |||||
Buildings | Maximum | ||||||
Real Estate Properties [Line Items] | ||||||
Estimated useful life | 43 years |
INTANGIBLE ASSETS, NET (Schedul
INTANGIBLE ASSETS, NET (Schedule Of Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $ 1,054 | $ 3,005 |
Below market lease contracts | 1,377 | 1,930 |
Below market lease contracts, Accumulated amortization | 4,211 | 3,658 |
Above Market Lease Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | 361 | 2,041 |
Intangible assets, Accumulated amortization | 10,513 | 8,833 |
Leases In Place Value | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | 693 | 964 |
Intangible assets, Accumulated amortization | $ 3,393 | $ 3,122 |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Below market lease contracts, useful lives | 1 year | |
Minimum | Above Market Lease Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 1 year | |
Minimum | Leases In Place Value | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 1 year | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Below market lease contracts, useful lives | 24 years | |
Maximum | Above Market Lease Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 24 years | |
Maximum | Leases In Place Value | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 24 years |
INTANGIBLE ASSETS, NET (Narrati
INTANGIBLE ASSETS, NET (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Rental income | $ (550,000) | $ (800,000) | $ (850,000) |
Below market lease, amortization income, 2019 | (250,000) | ||
Below market lease, amortization income, 2020 | (200,000) | ||
Below market lease, amortization income, 2021 | (200,000) | ||
Below market lease, amortization income, 2022 | (100,000) | ||
Below market lease, amortization income, 2023 | (100,000) | ||
Below market lease, amortization income, thereafter | (500,000) | ||
Above Market Lease Contracts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Rental income | 1,700,000 | 2,100,000 | 2,750,000 |
Future amortization expense, intangible assets, 2019 | 50,000 | ||
Future amortization expense, intangible assets, 2020 | 50,000 | ||
Future amortization expense, intangible assets, 2021 | 50,000 | ||
Future amortization expense, intangible assets, 2022 | 50,000 | ||
Future amortization expense, intangible assets, 2023 | 50,000 | ||
Future amortization expense, intangible assets, thereafter | 100,000 | ||
Leases In Place Value | |||
Finite-Lived Intangible Assets [Line Items] | |||
Future amortization expense, intangible assets, 2019 | 100,000 | ||
Future amortization expense, intangible assets, 2020 | 100,000 | ||
Future amortization expense, intangible assets, 2021 | 100,000 | ||
Future amortization expense, intangible assets, 2022 | 50,000 | ||
Future amortization expense, intangible assets, 2023 | 50,000 | ||
Future amortization expense, intangible assets, thereafter | 300,000 | ||
Amortization expense | $ 250,000 | $ 500,000 | $ 800,000 |
EQUITY METHOD INVESTMENTS (Narr
EQUITY METHOD INVESTMENTS (Narrative) (Details) | Dec. 13, 2018USD ($)ft²lot | Feb. 28, 2018USD ($) | Jan. 05, 2017USD ($) | Jan. 31, 2018USD ($) | Jan. 31, 2017USD ($)ahomebuilder | Apr. 30, 2016USD ($)ahomebuilderemployee | Dec. 31, 2018USD ($)builder | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 28, 2014USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||||||||
Investments in equity method investments | $ 52,550,000 | $ 55,000 | $ 3,262,000 | |||||||
Net income | $ 50,188,000 | 20,035,000 | $ 4,050,000 | |||||||
Proceeds from sale of real estate | $ 26,000,000 | |||||||||
Sale leaseback transaction, proceeds | $ 198,350,000 | |||||||||
Proceeds distributed to members | 157,250,000 | |||||||||
Proceeds from received from BRP Holdings | 82,000,000 | |||||||||
Proceeds from Collection of Lease Receivables | 6,000,000 | |||||||||
BRP Holding | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 61.25% | |||||||||
Equity method investments, fair value | $ 77,950,000 | |||||||||
Historical basis of entity | (15,250,000) | |||||||||
Basis difference | $ 75,200,000 | 79,600,000 | ||||||||
BRP Hotel | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 25.80% | |||||||||
Equity method investments, fair value | 24,800,000 | |||||||||
Historical basis of entity | $ (7,150,000) | |||||||||
Basis difference | $ 13,800,000 | $ 14,450,000 | ||||||||
Otay Land project | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Area of land (in acres) | a | 450 | 450 | ||||||||
Market value of land contributed as an investment in lieu of cash | $ 20,000,000 | |||||||||
Number of planned homes | home | 948 | 992 | ||||||||
Number of builders | builder | 3 | 3 | 3 | |||||||
Contributed value of unimproved land | $ 20,000,000 | |||||||||
Contributed value of infrastructure improvements | $ 13,200,000 | |||||||||
Number of homes planned to build and sell | home | 948 | |||||||||
Proceeds from sale of real estate | $ 30,000,000 | |||||||||
Land | 15,150,000 | |||||||||
Difference in land basis | $ 4,850,000 | |||||||||
Land improvements | $ 2,250,000 | |||||||||
Maximum limit of infrastructure costs allowed to be credited back | $ 78,600,000 | |||||||||
Maximum Limit Exceeded Of Infrastructure Costs Allowed To Be Credited Back | $ 9,750,000 | |||||||||
Village III Master | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Members of management committee | employee | 8 | |||||||||
Village III Master | Employee | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Members of management committee | employee | 2 | |||||||||
RedSky JZ Fulton Holdings, LLC | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Ownership percentage | 51.00% | |||||||||
Builder LLCs | Otay Land project | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Aggregate capital contribution | $ 20,000,000 | |||||||||
New York City Industrial Revenue Bonds | BRP Holding | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Maximum amount allowed to borrow under debt covenants | $ 8,750,000 | |||||||||
Sale Leaseback Transaction, Term Of Contract | 21 years | |||||||||
Corporate Joint Venture | RedSky JZ Fulton Holdings, LLC | ||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||
Investments in equity method investments | $ 52,500,000 | |||||||||
Number of lots | lot | 15 | |||||||||
Area of land (in acres) | ft² | 540,000 | |||||||||
Ownership percentage | 49.00% |
EQUITY METHOD INVESTMENTS (Sche
EQUITY METHOD INVESTMENTS (Schedule of Equity Method Investments) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 93,170 | $ 123,296 |
RedSky JZ Fulton Holdings, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 52,522 | 0 |
BRP Holding | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 8,136 | 86,093 |
BRP Hotel | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 17,963 | 22,651 |
Builder LLCs | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 14,549 | $ 14,552 |
EQUITY METHOD INVESTMENTS (Sc_2
EQUITY METHOD INVESTMENTS (Schedule of Income (Loss) Related to Equity Investment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | |||
Income (losses) from equity method investments | $ 2,797 | $ 9,046 | $ (947) |
RedSky JZ Fulton Holdings, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (losses) from equity method investments | (11) | 0 | 0 |
BRP Holding | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (losses) from equity method investments | (3,270) | 11,121 | 219 |
BRP Hotel | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (losses) from equity method investments | 2,609 | (1,369) | (1,166) |
Builder LLCs | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (losses) from equity method investments | $ 3,469 | $ (706) | $ 0 |
EQUITY METHOD INVESTMENTS (Sc_3
EQUITY METHOD INVESTMENTS (Schedule Of Equity Method Investments Summarized Financial Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Assets | $ 626,967 | $ 385,189 | |
Liabilities | 504,478 | 197,727 | |
Total revenues | 349,479 | 122,245 | $ 98,017 |
Income from continuing operations before extraordinary items | 50,188 | 20,035 | 4,050 |
Net income | 50,188 | 20,035 | 4,050 |
Our income (losses) related to equity investment companies | $ 2,797 | $ 9,046 | $ (947) |
DEBT (Details)
DEBT (Details) | Apr. 30, 2018USD ($) | Apr. 20, 2018USD ($) | Feb. 28, 2018USD ($) | Sep. 28, 2017USD ($) | Sep. 27, 2017USD ($) | Aug. 31, 2018USD ($) | Jul. 31, 2018USD ($)unit$ / unit | Apr. 30, 2018USD ($) | Mar. 31, 2018USD ($)ft²apartment | Feb. 28, 2017USD ($)unit$ / unit | Apr. 30, 2015USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)ft²apartment | Dec. 31, 2016USD ($) | Jun. 30, 2015USD ($) |
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from Collection of Lease Receivables | $ 6,000,000 | ||||||||||||||
Principal Repurchased | $ 85,812,000 | $ 103,145,000 | $ 14,581,000 | ||||||||||||
Debt extinguishment costs | (235,000) | (356,000) | $ 0 | ||||||||||||
Mandatory redemptions of long-term debt, 2019 | 0 | ||||||||||||||
Mandatory redemptions of long-term debt, 2020 | 0 | ||||||||||||||
Mandatory redemptions of long-term debt, 2021 | 0 | ||||||||||||||
Mandatory redemptions of long-term debt, 2022 | 105,000,000 | ||||||||||||||
Mandatory redemptions of long-term debt, 2023 | 0 | ||||||||||||||
Debt issuance costs | 4,400,000 | 7,600,000 | |||||||||||||
Debt discount | 0 | 100,000 | |||||||||||||
Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit facility | $ 15,000,000 | ||||||||||||||
Operational Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit facility | 3,000,000 | ||||||||||||||
LIBOR | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Spread on variable rate (as a percent) | 2.60% | ||||||||||||||
6.5 % Senior Notes due 2018 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum amount allowed to borrow under debt covenants | $ 125,000,000 | ||||||||||||||
Interest rate (as a percent) | 6.50% | ||||||||||||||
Debt extinguishment costs | $ 350,000 | ||||||||||||||
Senior Notes Due 2019 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum amount allowed to borrow under debt covenants | $ 75,000,000 | ||||||||||||||
Interest rate (as a percent) | 6.50% | ||||||||||||||
Redemption price as a percent of principal amount | 100.00% | 100.00% | 100.00% | ||||||||||||
Principal redeemed | $ 37,500,000 | $ 37,500,000 | |||||||||||||
Debt issuance costs | $ 16,200,000 | $ 3,200,000 | |||||||||||||
Jefferies LLC | Senior Notes Due 2019 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Placement fee for new notes | $ 100,000 | ||||||||||||||
Otay Village III Lender LLC | EB-5 Program | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt offering, amount | $ 125,000,000 | ||||||||||||||
Number of units under subscription | unit | 250 | ||||||||||||||
Subscription price per unit | $ / unit | 500,000 | ||||||||||||||
Term | 5 years | ||||||||||||||
Number of options to extend term | 2 | ||||||||||||||
Debt extension term | 1 year | ||||||||||||||
Effective interest rate (as a percent) | 3.50% | ||||||||||||||
Otay Village 8 Lender LLC | EB-5 Program | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt offering, amount | $ 134,000,000 | ||||||||||||||
Number of units under subscription | unit | 268 | ||||||||||||||
Subscription price per unit | $ / unit | 500,000 | ||||||||||||||
Otay Village Lender, LLC | EB-5 Program | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Principal amount outstanding | $ 105,000,000 | ||||||||||||||
San Elijo Hills project | Construction Loan Payable | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt covenant, maximum borrowing capacity | 31,450,000 | $ 31,450,000 | |||||||||||||
Maximum amount allowed to borrow under debt covenants | $ 11,200,000 | 11,200,000 | |||||||||||||
Proceeds from construction loan | 10,300,000 | ||||||||||||||
Principal Repurchased | $ 9,050,000 | ||||||||||||||
Write off of Deferred Debt Issuance Cost | $ 250,000 | ||||||||||||||
Debt extension term | 6 months | ||||||||||||||
San Elijo Hills project | Construction Loan Payable | Revolving Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit facility | $ 20,200,000 | $ 20,200,000 | |||||||||||||
The Residences and Shops at Village of Escaya Project | Construction Loan Payable | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from Collection of Lease Receivables | $ 58,850,000 | ||||||||||||||
Project threshold | $ 35,000,000 | ||||||||||||||
Debt extension term | 12 months | ||||||||||||||
The Residences and Shops at Village of Escaya Project | Construction Loan Payable | LIBOR | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Spread on variable rate (as a percent) | 3.15% | ||||||||||||||
Community Facility Building | The Residences and Shops at Village of Escaya Project | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Area of Real Estate property (in sqft) | ft² | 10,000 | ||||||||||||||
Apartment Building | The Residences and Shops at Village of Escaya Project | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Number of real estate properties | apartment | 272 | 272 | |||||||||||||
Retail Site | The Residences and Shops at Village of Escaya Project | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Area of Real Estate property (in sqft) | ft² | 20,000 | 20,000 |
NONCONTROLLING INTEREST (Detail
NONCONTROLLING INTEREST (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2018USD ($)a | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2018USD ($)a | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Noncontrolling Interest [Line Items] | ||||||||
Noncontrolling interest | $ 3,811,000 | $ 5,106,000 | $ 3,811,000 | $ 5,106,000 | ||||
Distributions to noncontrolling interests | 0 | $ 1,950,000 | $ 3,300,000 | |||||
Impairment of leasehold | $ 17,450,000 | 17,450,000 | ||||||
Noncontrolling Interest | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Impairment of leasehold | $ 1,750,000 | |||||||
Pacho Limited Partnership | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Noncontrolling interest percentage | 10.00% | 10.00% | ||||||
San Elijo Ranch, Inc. | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Ownership percentage by parent | 85.00% | 85.00% | ||||||
Noncontrolling interest percentage | 15.00% | 15.00% | ||||||
Dividends declared and distributed by subsidiary | $ 13,000,000 | $ 22,000,000 | ||||||
Distributions to noncontrolling interests | $ 1,950,000 | $ 3,300,000 | ||||||
Carlsbad Village 80, LLC | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Ownership percentage by parent | 90.00% | 90.00% | ||||||
Noncontrolling interest percentage | 10.00% | 10.00% | ||||||
Noncontrolling interest | $ 150,000 | $ 150,000 | ||||||
Area of land (in acres) | a | 1.74 | 1.74 | ||||||
Payments for interest in joint venture | $ 600,000 | |||||||
San Elijo Ranch, Inc. | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Rate of return on advances to subsidiary (as a percent) | 12.00% | |||||||
Noncontrolling interest | $ 4,050,000 | $ 3,650,000 | $ 4,050,000 | $ 3,650,000 |
STOCK INCENTIVE PLANS (Narrativ
STOCK INCENTIVE PLANS (Narrative) (Details) | Dec. 31, 2017shares | Aug. 04, 2017$ / sharesshares | Mar. 15, 2017$ / sharesshares | Aug. 31, 2014installment | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2009shares | Dec. 31, 2008USD ($)shares | Dec. 31, 1999shares | Aug. 13, 2014shares | Aug. 31, 2004shares | Jul. 31, 2004shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock available for grant (in shares) | 300,000 | ||||||||||||
Compensation costs related to stock incentive plans | $ | $ 650,000 | $ 2,000,000 | $ 70,000 | ||||||||||
Maximum grants available per employee (in shares) | 30,000 | ||||||||||||
Common shares subject to option, granted (in shares) | 7,000 | 143,500 | 7,000 | ||||||||||
Weighted-average exercise price, granted (USD per share) | $ / shares | $ 50.50 | $ 44 | $ 40.50 | ||||||||||
Number of shares available for grant (in shares) | 249,650 | ||||||||||||
Impact of compensation costs related to stock incentive plans on net income | $ | $ 150,000 | $ 800,000 | $ 30,000 | ||||||||||
Total unrecognized compensation cost | $ | $ 1,100,000 | ||||||||||||
Weighted-average period of recognition for total unrecognized compensation cost | 1 year 4 months 24 days | ||||||||||||
Number of shares authorized for repurchase (in shares) | 500,000 | ||||||||||||
Common stock repurchased (in shares) | 478 | 394,931 | |||||||||||
Purchase of common shares for treasury | $ | $ 5,900,000 | ||||||||||||
Remaining number of shares authorized for repurchase (in shares) | 104,591 | ||||||||||||
Minimum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage of fair market value allowed for the issuance of options and rights | 100.00% | ||||||||||||
Director | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Automatic annual grant to directors (in shares) | 1,000 | ||||||||||||
Employees And Certain Non-Employees | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Number of installments | installment | 4 | ||||||||||||
Term until first instalment of vesting becomes exercisable | 1 year | ||||||||||||
Term until expiration | 5 years | ||||||||||||
Installment period | 4 years | ||||||||||||
Restricted Stock Units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock available for grant (in shares) | 100,000 | ||||||||||||
Restricted stock settled (in shares) | 75,000 | ||||||||||||
2017 RSU Plan | Restricted Stock Units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock available for grant (in shares) | 66,000 | ||||||||||||
Stock Incentive Plan - 1999 | Nonemployee Stock Option | Director | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common shares subject to option, granted (in shares) | 7,000 | ||||||||||||
Weighted-average exercise price, granted (USD per share) | $ / shares | $ 50.50 | ||||||||||||
Tranche One | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Exercise price (in dollars per share) | $ / shares | $ 44.20 | ||||||||||||
Tranche One | Restricted Stock Units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Restricted stock settled (in shares) | 22,500 | 45,000 | 22,500 | ||||||||||
Award vesting rights (as a percent) | 50.00% | ||||||||||||
Award settlement period | 30 days | ||||||||||||
Compensation costs related to stock incentive plans | $ | $ 1,000,000 | 1,000,000 | |||||||||||
Tranche Two | Restricted Stock Units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Restricted stock settled (in shares) | 15,000 | 30,000 | |||||||||||
Award vesting rights (as a percent) | 50.00% | ||||||||||||
Award settlement period | 30 days | ||||||||||||
Compensation costs related to stock incentive plans | $ | $ 600,000 | $ 750,000 | |||||||||||
Expiration period | 10 days |
STOCK INCENTIVE PLANS (Schedule
STOCK INCENTIVE PLANS (Schedule Of Option Activity) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Common shares subject to option, beginning balance (in shares) | 170,500 | 33,000 | 79,500 |
Common shares subject to option, granted (in shares) | 7,000 | 143,500 | 7,000 |
Common shares subject to option, exercised (in shares) | (5,000) | (5,000) | (41,000) |
Common shares subject to option, cancelled (in shares) | (1,250) | (1,000) | (12,500) |
Common shares subject to option, ending balance (in shares) | 171,250 | 170,500 | 33,000 |
Common shares subject to option, exercisable at balance at end of period (in shares) | 62,750 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Weighted-average exercise price, beginning balance (USD per share) | $ 44.18 | $ 40.98 | $ 30 |
Weighted-average exercise price, granted (USD per share) | 50.50 | 44 | 40.50 |
Weighted-average exercise price, exercised (USD per share) | 33.08 | 22.35 | 24.66 |
Weighted-average exercise price, cancelled (USD per share) | 32.30 | 22.35 | 24.36 |
Weighted-average exercise price, ending balance (USD per share) | 44.85 | $ 44.18 | $ 40.98 |
Weighted-average exercise price, exercisable at balance at end of period (USD per share) | $ 45.69 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted average remaining contractual term, balance at end of period | 3 years 4 months 24 days | ||
Weighted average remaining contractual term, exercisable at balance at end of period | 1 year 4 months 24 days | ||
Aggregate intrinsic value, exercised | $ 107,710 | $ 115,250 | $ 694,830 |
Aggregate intrinsic value, exercisable at balance at end of period | $ 0 |
STOCK INCENTIVE PLANS (Summary
STOCK INCENTIVE PLANS (Summary Of Weighted-Average Assumptions) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Risk free rate | 2.71% | 1.82% | 1.06% |
Expected volatility | 27.24% | 28.86% | 29.97% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected life | 4 years 3 months 18 days | 5 years | 4 years 3 months 18 days |
Fair value per grant (USD per share) | $ 13.55 | $ 12.57 | $ 10.53 |
SALES OF REAL ESTATE (Schedule
SALES OF REAL ESTATE (Schedule Of Real Estate Sales Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Real Estate Properties [Line Items] | |||
Sales of real estate | $ 88,324 | $ 50,622 | $ 46,042 |
Undeveloped land | Otay Land | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 0 | 245 | 22,767 |
Undeveloped land | Rampage property | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 26,000 | 0 | 0 |
Undeveloped land | SweetBay project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 1,997 | 0 | 1,283 |
Developed land | Otay Land | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 1,047 | 0 | 0 |
Developed lots | San Elijo Hills project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 1,600 | 3,167 | 12,143 |
Developed lots | Ashville Park project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 0 | 31 | 485 |
Developed lots | The Market Common | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 1,050 | 2,181 | 2,042 |
Developed lots | Maine projects | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 0 | 0 | 0 |
Single family homes | San Elijo Hills project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 38,898 | 13,088 | 0 |
Single family homes | Ashville Park project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 0 | 0 | 568 |
Single family homes | SweetBay project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 17,097 | 24,729 | 4,168 |
Revenues from profit sharing agreements | Ashville Park project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 12 | 120 | 214 |
Revenues from profit sharing agreements | The Market Common | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 623 | 1,261 | 1,582 |
Buildings | San Elijo Hills project | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | 0 | 5,800 | 0 |
Buildings | Maine projects | |||
Real Estate Properties [Line Items] | |||
Sales of real estate | $ 0 | $ 0 | $ 790 |
SALES OF REAL ESTATE (Schedul_2
SALES OF REAL ESTATE (Schedule of Changes in Deferred Revenue Prior to Adoption) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Jan. 01, 2018 | |
Movement in Deferred Revenue [Roll Forward] | ||
Deferred revenue balance at January 1 | $ 4,311 | |
Cumulative effect of the adoption of accounting standards | $ 1,228 | |
Revenue deferred on the date of sale | 433 | |
Deferred revenue recognized in operations | (3,514) | |
Deferred revenue balance at December 31 | $ 1,230 | |
Deferred Revenue | ||
Movement in Deferred Revenue [Roll Forward] | ||
Cumulative effect of the adoption of accounting standards | $ (1,230) |
SALES OF REAL ESTATE (Narrative
SALES OF REAL ESTATE (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jan. 31, 2018USD ($) | Jun. 30, 2015property | Sep. 30, 2015USD ($) | Dec. 31, 2018USD ($)property | Dec. 31, 2017USD ($)property | Dec. 31, 2016USD ($) | |
Real Estate Properties [Line Items] | ||||||
Proceeds from sale of real estate | $ 26,000,000 | |||||
Advertising costs | $ 3,050,000 | $ 2,350,000 | $ 1,000,000 | |||
San Elijo Hills project | ||||||
Real Estate Properties [Line Items] | ||||||
Number of real estate properties contracted to construct and sell | property | 58 | |||||
Refundable deposit payment received | $ 500,000 | |||||
Number of units sold | property | 24 | 9 | ||||
Proceeds from sale of real estate | $ 38,900,000 | $ 13,100,000 | ||||
Real estate revenue | 38,900,000 | 13,000,000 | ||||
Cost of sales | $ 32,550,000 | $ 12,200,000 |
REVENUES FROM CONTRACTS WITH _3
REVENUES FROM CONTRACTS WITH CUSTOMERS (Separation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 118,952 | ||||||||||
Rental income | $ 3,823 | $ 5,996 | $ 5,911 | $ 5,889 | $ 5,764 | $ 5,877 | $ 6,357 | $ 5,932 | 21,619 | $ 23,930 | $ 22,717 |
Total revenues | 140,571 | 114,508 | 86,947 | ||||||||
Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 14,550 | 21,400 | 18,376 | 33,998 | 7,514 | 7,980 | 20,178 | 14,950 | 88,324 | 50,622 | 46,042 |
Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 669 | 7,768 | 10,278 | 11,506 | 10,221 | 8,584 | 8,306 | 8,754 | 30,221 | 35,865 | 13,184 |
Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 22 | $ 119 | $ 136 | $ 130 | $ 190 | $ 157 | $ 127 | $ 110 | $ 407 | $ 584 | $ 568 |
REVENUES FROM CONTRACTS WITH _4
REVENUES FROM CONTRACTS WITH CUSTOMERS (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 118,952 | ||||||||||
Rental income | $ 3,823 | $ 5,996 | $ 5,911 | $ 5,889 | $ 5,764 | $ 5,877 | $ 6,357 | $ 5,932 | 21,619 | $ 23,930 | $ 22,717 |
Total revenues | 140,571 | 114,508 | 86,947 | ||||||||
Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 87,687 | ||||||||||
Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 637 | ||||||||||
Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 669 | 7,768 | 10,278 | 11,506 | 10,221 | 8,584 | 8,306 | 8,754 | 30,221 | 35,865 | 13,184 |
Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 22 | $ 119 | $ 136 | $ 130 | $ 190 | $ 157 | $ 127 | $ 110 | 407 | 584 | 568 |
Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 118,952 | ||||||||||
Rental income | 21,607 | ||||||||||
Total revenues | 140,559 | ||||||||||
Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 87,687 | ||||||||||
Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 637 | ||||||||||
Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 30,221 | ||||||||||
Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 407 | ||||||||||
Total Corporate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rental income | 12 | ||||||||||
Total revenues | 12 | $ 12 | $ 12 | ||||||||
Total Corporate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Total Corporate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Total Corporate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Total Corporate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Otay Land project | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 31,268 | ||||||||||
Rental income | 0 | ||||||||||
Total revenues | 31,268 | ||||||||||
Otay Land project | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 1,047 | ||||||||||
Otay Land project | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Otay Land project | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 30,221 | ||||||||||
Otay Land project | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
San Elijo Hills project | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 40,805 | ||||||||||
Rental income | 0 | ||||||||||
Total revenues | 40,805 | ||||||||||
San Elijo Hills project | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 40,498 | ||||||||||
San Elijo Hills project | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
San Elijo Hills project | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
San Elijo Hills project | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 307 | ||||||||||
Ashville Park project | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 113 | ||||||||||
Rental income | 0 | ||||||||||
Total revenues | 113 | ||||||||||
Ashville Park project | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Ashville Park project | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 13 | ||||||||||
Ashville Park project | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Ashville Park project | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 100 | ||||||||||
The Market Common | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 1,674 | ||||||||||
Rental income | 10,220 | ||||||||||
Total revenues | 11,894 | ||||||||||
The Market Common | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 1,050 | ||||||||||
The Market Common | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 624 | ||||||||||
The Market Common | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
The Market Common | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
SweetBay project | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 19,092 | ||||||||||
Rental income | 345 | ||||||||||
Total revenues | 19,437 | ||||||||||
SweetBay project | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 19,092 | ||||||||||
SweetBay project | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
SweetBay project | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
SweetBay project | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rampage property | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 26,000 | ||||||||||
Rental income | 0 | ||||||||||
Total revenues | 26,000 | ||||||||||
Rampage property | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 26,000 | ||||||||||
Rampage property | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rampage property | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rampage property | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
BRP Leasing | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rental income | 11,013 | ||||||||||
Total revenues | 11,013 | ||||||||||
BRP Leasing | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
BRP Leasing | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
BRP Leasing | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
BRP Leasing | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Pacho project | Real Estate Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Rental income | 29 | ||||||||||
Total revenues | 29 | ||||||||||
Pacho project | Real Estate Segment | Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Pacho project | Real Estate Segment | Profit participation from real estate sales | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Pacho project | Real Estate Segment | Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | ||||||||||
Pacho project | Real Estate Segment | Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 0 |
REVENUES FROM CONTRACTS WITH _5
REVENUES FROM CONTRACTS WITH CUSTOMERS (Schedule of Changes in Deferred Revenue Upon Adoption) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Contract With Customer, Liability [Roll Forward] | |
Performance obligations not yet complete on the date of sale | $ 1,008 |
Performance obligations satisfied | 0 |
Contract liability balance at December 31 | $ 1,008 |
REVENUES FROM CONTRACTS WITH _6
REVENUES FROM CONTRACTS WITH CUSTOMERS (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Jan. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Estimated contract cost to fulfill performance obligation | $ 700,000 | |
Receivables | 500,000 | $ 1,300,000 |
Impairment charges | $ 0 |
OTHER RESULTS OF OPERATIONS (Sc
OTHER RESULTS OF OPERATIONS (Schedule Of Interest And Other Income) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Interest income | $ 174,000 | $ 36,000 | $ 876,000 |
Income from utility service agreement | 384,000 | 353,000 | 300,000 |
Gain on redeemed investments | 0 | 0 | 1,914,000 |
Other | 83,000 | 29,000 | 93,000 |
Total | 4,909,000 | 618,000 | 4,739,000 |
Otay Ranch And Flat Rock | |||
Loss Contingencies [Line Items] | |||
Gain on settlement of a lawsuit | 0 | 0 | 1,000,000 |
British Petroleum | |||
Loss Contingencies [Line Items] | |||
Gain on settlement of a lawsuit | 0 | 0 | 556,000 |
Hurricane Michael damages | |||
Loss Contingencies [Line Items] | |||
Insurance proceeds | 4,268,000 | 0 | 0 |
Weather related damages | |||
Loss Contingencies [Line Items] | |||
Insurance proceeds | $ 0 | $ 200,000 | $ 0 |
OTHER RESULTS OF OPERATIONS (Na
OTHER RESULTS OF OPERATIONS (Narrative) (Details) - USD ($) | Sep. 26, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | |||||
Service income | $ 400,000 | $ 350,000 | $ 300,000 | ||
Gain on redeemed investments | 0 | 0 | 1,914,000 | ||
SweetBay project | |||||
Loss Contingencies [Line Items] | |||||
Insurance proceeds | $ 4,250,000 | ||||
Settlement amount | 550,000 | ||||
Otay Ranch And Flat Rock | |||||
Loss Contingencies [Line Items] | |||||
Gain on settlement of a lawsuit | $ 0 | $ 0 | $ 1,000,000 | ||
Settlement amount | $ 350,000 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Contingency [Line Items] | ||||||
Provisional income tax expense recognized for impact of Tax Act | $ 2,150,000 | $ 2,150,000 | ||||
Increase to effective income tax rate due to Tax Act (as a percent) | 104.00% | |||||
Tax Act, income tax expense (benefit) | $ (1,700,000) | $ 1,700,000 | ||||
Deferred tax valuation allowance was released as a credit to income tax expense | $ 13,200,000 | $ 31,850,000 | ||||
Reduction in deferred tax liabilities due to settlement of income tax examination | $ 8,600,000 | $ 8,600,000 | ||||
Reduction in unrecognized tax benefits | $ 4,678,000 | |||||
Otay Land project | ||||||
Income Tax Contingency [Line Items] | ||||||
Deferred tax valuation allowance was released as a credit to income tax expense | $ 31,850,000 |
INCOME TAXES (Schedule Of Compo
INCOME TAXES (Schedule Of Components Of Income Tax Benefit (Provision)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | $ 0 | $ (5,427) | $ 3,720 |
State and local | (125) | 309 | 1,329 |
Total current income taxes | (125) | (5,118) | 5,049 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | (355) | (1,885) | (35,181) |
State and local | (74) | (1,929) | (2,057) |
Total deferred income taxes | (429) | (3,814) | (37,238) |
Actual income tax provision (benefit) | $ (554) | $ (8,932) | $ (32,189) |
INCOME TAXES (Reconciliation Of
INCOME TAXES (Reconciliation Of Effective Tax Provision) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Expected federal income tax provision | $ (433) | $ 720 | $ 229 |
State and local income taxes, net of federal income tax benefit | (175) | 1,607 | (472) |
Decrease in valuation allowance | 230 | 0 | (31,846) |
Decrease in unrecognized tax benefit | 0 | (13,212) | 0 |
Impact of tax reform | 0 | 2,133 | 0 |
Excess of stock detriment (benefit) | (297) | (109) | 0 |
Employee incentive stock options | 0 | (88) | 0 |
Permanent difference on tax exempt municipal bond interest | 0 | 0 | (198) |
Noncontrolling interest | 506 | 25 | 40 |
Meals and entertainment | 32 | 43 | 37 |
Prior year adjustment | (423) | (53) | 18 |
Other | 6 | 2 | 3 |
Actual income tax provision (benefit) | $ (554) | $ (8,932) | $ (32,189) |
INCOME TAXES (Schedule Of Defer
INCOME TAXES (Schedule Of Deferred Tax Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Tax Asset: | ||
Minimum tax credit carryovers | $ 30,899 | $ 31,559 |
Pacho leasehold impairments | 4,393 | 0 |
Equity method investments | 5,390 | 5,908 |
Other, net | 2,231 | 2,136 |
Deferred tax asset, gross | 42,913 | 39,603 |
Valuation allowance | (230) | 0 |
Deferred tax assets, net | 42,683 | 39,603 |
Deferred Tax Liability: | ||
Depreciation | (2,458) | (2,462) |
Other, net | (1,569) | (84) |
Deferred tax liability | (4,027) | (2,546) |
Net deferred tax asset | $ 38,656 | $ 37,057 |
INCOME TAXES (Changes In Unreco
INCOME TAXES (Changes In Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | $ 0 | $ 4,446 | $ 2,976 |
Increases based on tax positions related to current period | 382 | 1,360 | |
Decreases based on tax positions related to prior periods | (4,678) | ||
Increases based on tax positions related to prior period | 692 | ||
Interest expense recognized | 248 | (150) | 110 |
Unrecognized tax benefits, ending balance | 940 | 0 | 4,446 |
Unrecognized Tax Benefits | |||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | 0 | 4,296 | 2,936 |
Increases based on tax positions related to current period | 382 | 1,360 | |
Decreases based on tax positions related to prior periods | (4,678) | ||
Increases based on tax positions related to prior period | 692 | ||
Unrecognized tax benefits, ending balance | 692 | 0 | 4,296 |
Interest | |||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | 0 | 150 | 40 |
Interest expense recognized | 248 | (150) | 110 |
Unrecognized tax benefits, ending balance | $ 248 | $ 0 | $ 150 |
EARNINGS (LOSS) PER SHARE (Sche
EARNINGS (LOSS) PER SHARE (Schedule of Calculation of Numerator and Denominator For Loss Per Common Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Numerator – net income attributable to HomeFed Corporation common shareholders | $ 2,916 | $ (12,430) | $ 654 | $ 8,792 | $ (3,453) | $ 470 | $ 13,682 | $ 232 | $ (68) | $ 10,931 | $ 32,565 |
Denominator for basic earnings per share– weighted average shares (in shares) | 15,476 | 15,450 | 15,435 | ||||||||
Denominator for diluted earnings per share– weighted average shares (in shares) | 15,476 | 15,489 | 15,445 | ||||||||
Restricted Stock Units | |||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Restricted stock units and Stock options (in shares) | 0 | 36 | 0 | ||||||||
Employee Stock Option | |||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Restricted stock units and Stock options (in shares) | 0 | 3 | 10 |
EARNINGS (LOSS) PER SHARE (Narr
EARNINGS (LOSS) PER SHARE (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive outstanding options excluded from the computation of earnings per share (in shares) | 22,000 | ||
Employee Stock Option | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive outstanding options excluded from the computation of earnings per share (in shares) | 170,000 | 74,800 | 16,600 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Schedule Of Future Minimum Rental Payments Receivables From Real Estate Held For Investment) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 5,065 |
2020 | 4,570 |
2021 | 4,239 |
2022 | 3,584 |
2023 | 2,909 |
Thereafter | 8,255 |
Total | $ 28,622 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) | Sep. 26, 2017USD ($) | Feb. 28, 2013a | Dec. 31, 2017USD ($)ft²apartment | Mar. 31, 2016USD ($) | Dec. 31, 2018USD ($)a | Dec. 31, 2017USD ($)ft²apartment | Dec. 31, 2016USD ($) | Dec. 31, 2002a | Mar. 31, 2018ft²apartment |
Commitments And Contingencies [Line Items] | |||||||||
Area of office space (in sqft) | a | 2,240 | ||||||||
Rental expense (net of sublease income) | $ 300,000 | $ 250,000 | $ 250,000 | ||||||
Rent escalator (as a percent) | 3.00% | ||||||||
Restricted cash | $ 2,685,000 | $ 0 | $ 2,685,000 | ||||||
Area of land related to environmental remediation (in acres) | a | 30 | ||||||||
Minimum | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Insurance coverage | 2,000,000 | ||||||||
Maximum | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Insurance coverage | 22,000,000 | ||||||||
The Market Common | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Restricted cash | 1,250,000 | ||||||||
Flat Rock | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Area of land related to environmental remediation (in acres) | a | 30 | ||||||||
Amount of legal costs to be reimbursed | $ 350,000 | ||||||||
Recovery sought on purchase agreement | $ 13,500,000 | ||||||||
Otay Ranch And Flat Rock | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Settlement amount | $ 350,000 | ||||||||
Reversal of previously recorded accrual | $ 400,000 | ||||||||
SweetBay project | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Settlement amount | $ 550,000 | ||||||||
Letter of Credit | The Market Common | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Letter of credit for infrastructure improvements | 1,250,000 | ||||||||
Apartment Building | The Residences and Shops at Village of Escaya Project | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Number of real estate properties | apartment | 272 | 272 | 272 | ||||||
Retail Site | The Residences and Shops at Village of Escaya Project | |||||||||
Commitments And Contingencies [Line Items] | |||||||||
Area of Real Estate property (in sqft) | ft² | 20,000 | 20,000 | 20,000 | ||||||
Contract service expenses | $ 45,550,000 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES (Schedule of Future Minimum Rental Payments) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 317 |
2020 | 357 |
2021 | 367 |
2022 | 378 |
2023 | 390 |
Thereafter | 470 |
Total | 2,279 |
Less: sublease income | (91) |
Total, net of sublease income | $ 2,188 |
COMMITMENTS AND CONTINGENCIES_5
COMMITMENTS AND CONTINGENCIES (Schedule Of Outstanding Bonds) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
The Market Common | |
Other Commitments [Line Items] | |
Amount of outstanding bonds | $ 400 |
Otay Land project | |
Other Commitments [Line Items] | |
Amount of outstanding bonds | 56,200 |
San Elijo Hills project | |
Other Commitments [Line Items] | |
Amount of outstanding bonds | 650 |
Ashville Park project | |
Other Commitments [Line Items] | |
Amount of outstanding bonds | $ 800 |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) | Sep. 27, 2017USD ($) | Sep. 30, 2017$ / sharesshares | Dec. 31, 2018USD ($)ft²aflooremployee | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Related Party Transaction [Line Items] | ||||||
Area of office space (in sqft) | a | 2,240 | |||||
Accounts receivable, deposits and other assets | $ 20,790,000 | $ 21,565,000 | ||||
Rental income | (550,000) | (800,000) | $ (850,000) | |||
Administrative services fee expenses | $ 180,000 | 180,000 | 180,000 | |||
Notice required for Leucadia to cancel agreement | 1 year | |||||
Notice required for company to cancel agreement | 30 days | |||||
Director | ||||||
Related Party Transaction [Line Items] | ||||||
Value of note outstanding purchased by related party | $ 7,000,000 | $ 5,000,000 | ||||
Percent of note outstanding purchased by related party | (9.30%) | (4.00%) | ||||
Empire | ||||||
Related Party Transaction [Line Items] | ||||||
Area of office space (in sqft) | ft² | 286,000 | |||||
Master lease term | 20 years | |||||
Number of floors | floor | 9 | |||||
Rental income | $ 7,400,000 | |||||
Leucadia | ||||||
Related Party Transaction [Line Items] | ||||||
Number of shares sold | shares | 14,008 | |||||
Number of floors | floor | 4 | |||||
Rental income | $ 12,000 | 12,000 | 12,000 | |||
Price per share (in dollars per share) | $ / shares | $ 43 | |||||
Third Party Tenants | ||||||
Related Party Transaction [Line Items] | ||||||
Number of floors | floor | 5 | |||||
MWR Associates | ||||||
Related Party Transaction [Line Items] | ||||||
Number of floors | floor | 2 | |||||
BRP Holding | ||||||
Related Party Transaction [Line Items] | ||||||
Area of office space (in sqft) | ft² | 850,000 | |||||
Non-cash expense of amortization related to purchase price accounting | $ 1,400,000 | |||||
Operating costs | 10,600,000 | |||||
BRP Leasing | ||||||
Related Party Transaction [Line Items] | ||||||
Accounts receivable, deposits and other assets | 1,700,000 | |||||
Rental income | $ 4,950,000 | |||||
BRP Holding | ||||||
Related Party Transaction [Line Items] | ||||||
Noncontrolling interest percentage | 61.25% | |||||
6.5 % Senior Notes due 2018 | ||||||
Related Party Transaction [Line Items] | ||||||
Fee amount as percentage | 0.50% | |||||
Fee amount as percentage on first and second anniversary | 0.50% | |||||
6.5 % Senior Notes due 2018 | Jefferies | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses from transaction with related party | $ 100,000 | |||||
Consulting agreement with Patrick Bienvenue | Director | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses from transaction with related party | $ 155,000 | $ 39,000 | $ 10,000 | |||
Builder LLCs | ||||||
Related Party Transaction [Line Items] | ||||||
Members of management committee | employee | 4 | |||||
Employee | Builder LLCs | ||||||
Related Party Transaction [Line Items] | ||||||
Members of management committee | employee | 2 | |||||
Berkadia | Advisory fee related to refinancing of BRP Holding loan | Corporate Joint Venture | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases from related party | $ 400,000 | |||||
Berkadia | Advisory Fee | Corporate Joint Venture | ||||||
Related Party Transaction [Line Items] | ||||||
Purchases from related party | $ 100,000 | |||||
Jefferies | JZ Capital Partners Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Noncontrolling interest percentage | 9.70% | |||||
Jefferies | Board of Directors Chairman | JZ Capital Partners Limited | ||||||
Related Party Transaction [Line Items] | ||||||
Noncontrolling interest percentage | 10.00% |
FAIR VALUE (Details)
FAIR VALUE (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Impairment of leasehold | $ 17,450,000 | $ 17,450,000 | ||
Provision for impairment losses on real estate | $ 750,000 | $ 0 | $ 0 | |
Real estate held for development | 328,239,000 | 311,664,000 | ||
Assets measured at fair value on a nonrecurring basis | 0 | |||
Liabilities measured at fair value on a nonrecurring basis | 0 | |||
Notes | Carrying Amount | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt | 0 | 74,590,000 | ||
Notes | Fair Value | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt | 0 | 75,470,000 | ||
EB-5 | Carrying Amount | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt | 88,773,000 | 43,623,000 | ||
EB-5 | Fair Value | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt | 105,000,000 | $ 46,500,000 | ||
Noncontrolling Interest | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Impairment of leasehold | $ 1,750,000 |
SEGMENT INFORMATION (Narrative)
SEGMENT INFORMATION (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
SEGMENT INFORMATION (Schedule O
SEGMENT INFORMATION (Schedule Of Segment Reporting) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Total revenues | $ 140,571 | $ 114,508 | $ 86,947 |
Total consolidated loss from continuing operations before income taxes and noncontrolling interest | (2,059) | 2,057 | 655 |
Total consolidated depreciation and amortization expenses | 2,586 | 3,685 | 4,973 |
Total consolidated assets | 594,008 | 607,947 | |
Real estate | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 140,559 | 110,989 | 82,499 |
Total consolidated loss from continuing operations before income taxes and noncontrolling interest | 11,239 | 14,497 | 9,405 |
Total consolidated depreciation and amortization expenses | 2,514 | 3,284 | 4,670 |
Total consolidated assets | 531,005 | 538,636 | |
Farming | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 3,507 | 4,436 | |
Total consolidated loss from continuing operations before income taxes and noncontrolling interest | (342) | 462 | |
Total consolidated depreciation and amortization expenses | 341 | 257 | |
Total consolidated assets | 9,925 | ||
Corporate | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 12 | 12 | 12 |
Total consolidated loss from continuing operations before income taxes and noncontrolling interest | (13,298) | (12,098) | (9,212) |
Total consolidated depreciation and amortization expenses | 72 | 60 | $ 46 |
Total consolidated assets | $ 63,003 | $ 59,386 |
SELECTED QUARTERLY FINANCIAL _3
SELECTED QUARTERLY FINANCIAL DATA (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 118,952 | ||||||||||
Rental income | $ 3,823 | $ 5,996 | $ 5,911 | $ 5,889 | $ 5,764 | $ 5,877 | $ 6,357 | $ 5,932 | 21,619 | $ 23,930 | $ 22,717 |
Income (losses) from operations | (3,353) | (17,034) | 910 | 12,509 | (709) | 988 | 765 | 395 | (6,968) | 1,439 | (4,084) |
Net income attributable to HomeFed Corporation common shareholders | $ 2,916 | $ (12,430) | $ 654 | $ 8,792 | $ (3,453) | $ 470 | $ 13,682 | $ 232 | (68) | 10,931 | 32,565 |
Basic earnings (loss) per common share attributable to HomeFed Corporation shareholders (USD per share) | $ 0.19 | $ (0.80) | $ 0.04 | $ 0.57 | $ (0.22) | $ 0.03 | $ 0.89 | $ 0.02 | |||
Diluted earnings (loss) per common share attributable to HomeFed Corporation shareholders (USD per share) | $ 0.19 | $ (0.80) | $ 0.04 | $ 0.57 | $ (0.22) | $ 0.03 | $ 0.88 | $ 0.02 | |||
Sales of real estate | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 14,550 | $ 21,400 | $ 18,376 | $ 33,998 | $ 7,514 | $ 7,980 | $ 20,178 | $ 14,950 | 88,324 | 50,622 | 46,042 |
Cost of goods and services sold | 11,549 | 16,255 | 16,417 | 15,835 | 6,839 | 7,609 | 18,248 | 12,502 | 60,056 | 45,198 | 35,830 |
Contract service revenues | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 669 | 7,768 | 10,278 | 11,506 | 10,221 | 8,584 | 8,306 | 8,754 | 30,221 | 35,865 | 13,184 |
Cost of goods and services sold | 669 | 7,768 | 10,278 | 11,506 | 10,221 | 8,584 | 8,306 | 8,754 | 30,221 | 35,865 | 13,184 |
Farming | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | 0 | 0 | 0 | 0 | 96 | 3,411 | 0 | 0 | 0 | 3,507 | 4,436 |
Cost of goods and services sold | 0 | 0 | 0 | 0 | 406 | 1,179 | 988 | 937 | 0 | 3,510 | 3,596 |
Co-op marketing and advertising fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contract with customer | $ 22 | $ 119 | $ 136 | $ 130 | $ 190 | $ 157 | $ 127 | $ 110 | $ 407 | $ 584 | $ 568 |
SELECTED QUARTERLY FINANCIAL _4
SELECTED QUARTERLY FINANCIAL DATA (unaudited) (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||
Impairment loss | $ 1,800,000 | $ 18,200,000 | ||||
Impairment of leasehold | 17,450,000 | $ 17,450,000 | ||||
Provision for impairment losses on real estate | $ 750,000 | $ 0 | $ 0 | |||
Credit to income tax expense | $ 13,200,000 | |||||
Deferred tax valuation allowance was released as a credit to income tax expense | $ 13,200,000 | $ 31,850,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 1 Months Ended | |||
Feb. 28, 2019 | Jan. 31, 2019 | Jul. 31, 2018 | Feb. 28, 2017 | |
EB-5 Program | Otay Village III Lender LLC | ||||
Subsequent Event [Line Items] | ||||
Debt offering, amount | $ 125,000,000 | |||
EB-5 Program | Otay Village III Lender LLC | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Escrow withdrawl | $ 18,500,000 | |||
Debt offering, amount | 123,500,000 | |||
Escrow deposit | 1,500,000 | |||
EB-5 Program | Otay Village 8 Lender LLC | ||||
Subsequent Event [Line Items] | ||||
Debt offering, amount | $ 134,000,000 | |||
EB-5 Program | Otay Village 8 Lender LLC | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Escrow deposit | $ 5,000,000 | |||
Subsidiary | San Elijo Hills project | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Dividends payable | $ 6,000,000 | |||
Dividends | $ 900,000 |
Uncategorized Items - hofd-2018
Label | Element | Value |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | $ 458,598,000 |
Contract with Customer, Liability | us-gaap_ContractWithCustomerLiability | 0 |
Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,228,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 453,492,000 |
Additional Paid-in Capital [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 600,308,000 |
Common Stock [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | 155,000 |
Retained Earnings [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | (146,971,000) |
Noncontrolling Interest [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Adjusted Balance | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterestAdjustedBalance1 | $ 5,106,000 |