Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 28, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | TEJON RANCH CO | ||
Entity Central Index Key | 96,869 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock Shares Outstanding | 20,823,789 | ||
Trading Symbol | TRC | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 404,004,456 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and cash equivalents | $ 1,258 | $ 1,930 |
Marketable securities - available-for-sale | 26,675 | 32,815 |
Accounts receivable | 8,740 | 6,511 |
Inventories | 3,084 | 3,517 |
Prepaid expenses and other current assets | 4,458 | 4,120 |
Total current assets | 44,215 | 48,893 |
Real estate and improvements - held for lease, net | 20,026 | 21,942 |
Real estate development (includes $89,381 at December 31, 2016 and $84,194 at December 31, 2015, attributable to Centennial Founders, LLC, Note 17) | 248,265 | 235,466 |
Property and equipment, net | 46,034 | 44,469 |
Investments in unconsolidated joint ventures | 33,803 | 30,680 |
Long-term water assets | 42,413 | 43,806 |
Deferred tax assets | 2,282 | 4,659 |
Other assets | 2,663 | 2,004 |
TOTAL ASSETS | 439,701 | 431,919 |
Current Liabilities: | ||
Trade accounts payable | 2,415 | 3,252 |
Accrued liabilities and other | 3,188 | 3,492 |
Income taxes payable | 0 | 1,237 |
Deferred income | 1,529 | 1,525 |
Revolving line of credit | 7,700 | 0 |
Current maturities of long-term debt | 3,853 | 815 |
Total current liabilities | 18,685 | 10,321 |
Long-term debt, less current portion | 69,853 | 73,223 |
Long-term deferred gains | 3,662 | 3,816 |
Other liabilities | 13,034 | 13,251 |
Total liabilities | 105,234 | 100,611 |
Commitments and contingencies | ||
Tejon Ranch Co. Stockholders’ Equity | ||
Common stock, $.50 par value per share: Authorized shares - 30,000,000, Issued and outstanding shares - 20,810,301 at December 31, 2016 and 20,688,154 at December 31, 2015 | 10,405 | 10,344 |
Additional paid-in capital | 229,762 | 216,803 |
Accumulated other comprehensive loss | (6,239) | (6,902) |
Retained earnings | 71,947 | 71,389 |
Total Tejon Ranch Co. Stockholders’ Equity | 305,875 | 291,634 |
Non-controlling interest | 28,592 | 39,674 |
Total equity | 334,467 | 331,308 |
TOTAL LIABILITIES AND EQUITY | $ 439,701 | $ 431,919 |
Consolidated Balance Sheets Con
Consolidated Balance Sheets Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Common stock, par value per share (usd per share) | $ 0.50 | $ 0.50 |
Common stock, authorized shares (in shares) | 30,000,000 | 30,000,000 |
Common stock, issued shares (in shares) | 20,810,301 | 20,688,154 |
Common stock, outstanding shares (in shares) | 20,810,301 | 20,688,154 |
Real estate development | $ 248,265 | $ 235,466 |
Centennial-VIE | ||
Real estate development | $ 89,381 | $ 84,194 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Total revenues | $ 45,577,000 | $ 51,147,000 | $ 51,069,000 |
Costs and Expenses: | |||
Total expenses | 53,483,000 | 54,343,000 | 49,126,000 |
Operating (loss) income | (7,906,000) | (3,196,000) | 1,943,000 |
Other Income: | |||
Gain on sale of real estate | 1,044,000 | 0 | 0 |
Investment income | 457,000 | 528,000 | 696,000 |
Other income | 158,000 | 381,000 | 526,000 |
Total other income | 1,659,000 | 909,000 | 1,222,000 |
(Loss) income from operations before equity in earnings of unconsolidated joint ventures | (6,247,000) | (2,287,000) | 3,165,000 |
Equity in earnings of unconsolidated joint ventures, net | 7,098,000 | 6,324,000 | 5,294,000 |
Income before income tax expense | 851,000 | 4,037,000 | 8,459,000 |
Income tax expense | 336,000 | 1,125,000 | 2,697,000 |
Net income | 515,000 | 2,912,000 | 5,762,000 |
Net (loss) income attributable to non-controlling interest | (43,000) | (38,000) | 107,000 |
Net income attributable to common stockholders | $ 558,000 | $ 2,950,000 | $ 5,655,000 |
Net Income (loss) Per Share | $ 0.03 | $ 0.14 | $ 0.27 |
Net income per share attributable to common stockholders, diluted (in dollars per share( | $ 0.03 | $ 0.14 | $ 0.27 |
Ranch operations | |||
Revenues: | |||
Total revenues | $ 3,923,000 | $ 3,534,000 | |
Costs and Expenses: | |||
Total expenses | $ 5,734,000 | 6,112,000 | 5,998,000 |
Operating Segments | Real estate - commercial/industrial | |||
Revenues: | |||
Total revenues | 9,438,000 | 8,272,000 | 7,845,000 |
Costs and Expenses: | |||
Total expenses | 7,100,000 | 6,694,000 | 7,206,000 |
Operating (loss) income | 2,338,000 | 1,578,000 | 639,000 |
Other Income: | |||
Equity in earnings of unconsolidated joint ventures, net | 7,098,000 | 6,324,000 | 5,294,000 |
Operating Segments | Mineral resources | |||
Revenues: | |||
Total revenues | 14,153,000 | 15,116,000 | 16,255,000 |
Costs and Expenses: | |||
Total expenses | 7,796,000 | 7,396,000 | 6,418,000 |
Operating (loss) income | 6,357,000 | 7,720,000 | 9,837,000 |
Operating Segments | Real estate - resort/residential | |||
Costs and Expenses: | |||
Total expenses | 1,630,000 | 2,349,000 | 2,608,000 |
Operating (loss) income | (1,630,000) | (2,349,000) | (2,608,000) |
Operating Segments | Farming | |||
Revenues: | |||
Total revenues | 18,648,000 | 23,836,000 | 23,435,000 |
Costs and Expenses: | |||
Total expenses | 18,673,000 | 18,984,000 | 16,250,000 |
Operating (loss) income | (25,000) | 4,852,000 | 7,185,000 |
Operating Segments | Ranch operations | |||
Revenues: | |||
Total revenues | 3,338,000 | 3,923,000 | 3,534,000 |
Costs and Expenses: | |||
Operating (loss) income | (2,396,000) | (2,189,000) | (2,464,000) |
Corporate | |||
Costs and Expenses: | |||
Total expenses | $ 12,550,000 | $ 12,808,000 | $ 10,646,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Comprehensive income attributable to common stockholders | |||
Net income | $ 515 | $ 2,912 | $ 5,762 |
Other comprehensive income/(loss): | |||
Unrealized loss on available-for-sale securities | 62 | (188) | (208) |
Benefit plan adjustments | (371) | (1,301) | (3,168) |
Benefit plan reclassification for losses included in net income | 0 | 536 | 407 |
Equity in other comprehensive income of unconsolidated joint venture | 0 | 0 | 0 |
Unrealized interest rate swap gains/(losses) | 1,040 | 678 | (2,227) |
Other comprehensive (loss) income before taxes | 945 | (41) | (6,199) |
Benefit (provision) for income taxes related to other comprehensive loss items | (282) | 38 | 2,644 |
Other comprehensive (loss) income | 663 | (3) | (3,555) |
Comprehensive income | 1,178 | 2,909 | 2,207 |
Comprehensive (loss) income attributable to non-controlling interests | (43) | (38) | 107 |
Comprehensive income attributable to common stockholders | 1,221 | 2,947 | 2,100 |
SERP | |||
Other comprehensive income/(loss): | |||
Benefit plan adjustments | 214 | 234 | $ (1,003) |
Benefit plan reclassification for losses included in net income | $ 214 | $ (389) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Noncontrolling Interest |
Beginning Balance (in shares) at Dec. 31, 2013 | 20,563,023 | ||||||
Beginning Balance, value at Dec. 31, 2013 | $ 320,187 | $ 280,582 | $ 10,282 | $ 210,848 | $ (3,333) | $ 62,785 | $ 39,605 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 5,762 | 5,655 | 5,655 | 107 | |||
Net (loss) income attributable to non-controlling interest | 107 | ||||||
Other comprehensive income | (3,555) | (3,555) | (3,555) | ||||
Restricted stock issuance (in shares) | 94,014 | ||||||
Restricted stock issuance | 0 | 0 | $ 47 | (47) | |||
Stock compensation | 2,564 | 2,564 | 2,564 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (20,559) | ||||||
Shares withheld for taxes and tax benefit of vested shares | (625) | (625) | $ (11) | (603) | (11) | ||
Warrants exercised | 0 | 1 | (1) | ||||
Ending Balance (in shares) at Dec. 31, 2014 | 20,636,478 | ||||||
Ending Balance, value at Dec. 31, 2014 | 324,333 | 284,621 | $ 10,318 | 212,763 | (6,899) | 68,439 | 39,712 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 2,912 | 2,950 | 2,950 | (38) | |||
Net (loss) income attributable to non-controlling interest | (38) | ||||||
Other comprehensive income | (3) | (3) | (3) | ||||
Restricted stock issuance (in shares) | 85,584 | ||||||
Restricted stock issuance | 0 | 0 | $ 43 | (43) | |||
Stock compensation | 3,922 | 3,922 | 3,922 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (33,908) | ||||||
Shares withheld for taxes and tax benefit of vested shares | (921) | (921) | $ (17) | (904) | |||
Modified share-based awards | 1,065 | 1,065 | 1,065 | ||||
Ending Balance (in shares) at Dec. 31, 2015 | 20,688,154 | ||||||
Ending Balance, value at Dec. 31, 2015 | 331,308 | 291,634 | $ 10,344 | 216,803 | (6,902) | 71,389 | 39,674 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 515 | 558 | 558 | ||||
Net (loss) income attributable to non-controlling interest | (43) | (43) | |||||
Other comprehensive income | 663 | 663 | 663 | ||||
Restricted stock issuance (in shares) | 200,240 | ||||||
Restricted stock issuance | 0 | 0 | $ 100 | (100) | |||
Stock compensation | 4,881 | 4,881 | 4,881 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (78,093) | ||||||
Shares withheld for taxes and tax benefit of vested shares | (2,900) | (2,900) | $ (39) | (2,861) | |||
Modified share-based awards | 0 | 11,039 | 11,039 | (11,039) | |||
Ending Balance (in shares) at Dec. 31, 2016 | 20,810,301 | ||||||
Ending Balance, value at Dec. 31, 2016 | $ 334,467 | $ 305,875 | $ 10,405 | $ 229,762 | $ (6,239) | $ 71,947 | $ 28,592 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net income | $ 515 | $ 2,912 | $ 5,762 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 4,549 | 5,090 | 4,871 |
Amortization of premium/discount of marketable securities | 434 | 555 | 769 |
Equity in earnings | (7,098) | (6,324) | (5,294) |
Non-cash retirement plan expense | 1,046 | 997 | 164 |
Gain on sale of real estate/assets | (1,183) | (95) | 0 |
Deferred income taxes | 1,939 | (120) | 112 |
Stock compensation expense | 4,585 | 3,757 | 3,534 |
Distribution of earnings from unconsolidated joint ventures | 4,500 | 7,200 | 0 |
Changes in operating assets and liabilities: | |||
Receivables, inventories, prepaids and other assets, net | (1,603) | 2,733 | 2,291 |
Current liabilities, net | (2,099) | 263 | 1,009 |
Net cash provided by operating activities | 5,585 | 16,968 | 13,218 |
Investing Activities | |||
Maturities and sales of marketable securities | 11,750 | 24,157 | 20,844 |
Funds invested in marketable securities | (5,983) | (15,574) | (8,525) |
Real estate and equipment expenditures | (26,380) | (28,048) | (24,775) |
Reimbursement proceeds from Communities Facilities District | 6,155 | 4,971 | 0 |
Proceeds from sale of real estate/assets | 4,616 | 796 | 0 |
Investment in unconsolidated joint ventures | (2,000) | (52) | (9,656) |
Purchase of partner interest in TMV LLC | 0 | 0 | (70,000) |
Distribution of equity from unconsolidated joint ventures | 1,600 | 1,100 | 0 |
Investments in long-term water assets | 0 | 0 | (480) |
Other | 0 | (11) | 0 |
Net cash used in investing activities | (10,242) | (12,661) | (92,592) |
Financing Activities | |||
Borrowings of line of credit | 20,700 | 17,540 | 31,050 |
Repayments of line of credit | (13,000) | (24,390) | (24,200) |
Borrowings of long-term debt | 0 | 0 | 70,000 |
Repayments of long-term debt | (815) | (244) | (244) |
Taxes on vested stock grants | (2,900) | (921) | (625) |
Net cash provided by (used in) provided by financing activities | 3,985 | (8,015) | 75,981 |
Decrease in cash and cash equivalents | (672) | (3,708) | (3,393) |
Cash and cash equivalents at beginning of year | 1,930 | 5,638 | 9,031 |
Cash and cash equivalents at end of year | 1,258 | 1,930 | 5,638 |
Supplemental cash flow information | |||
Increase in CIP attributable to reclassifying equity in investment of TMV, LLC | 0 | 0 | 44,950 |
Accrued capital expenditures included in current liabilities | 652 | 329 | 1,096 |
Capital expenditure financing arrangement | 467 | 0 | 0 |
Taxes paid (net of refunds) | $ 1,135 | $ 1,817 | $ (2,384) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company Tejon Ranch Co. (the Company, Tejon, we, us and our) is a diversified real estate development and agribusiness company committed to responsibly using our land and resources to meet the housing, employment, and lifestyle needs of Californians. Current operations consist of land planning and entitlement, land development, commercial sales and leasing, leasing of land for mineral royalties, water asset management and sales, grazing leases, income portfolio management, and farming. These activities are performed through our five segments: • Real Estate - Commercial/Industrial • Real Estate - Resort/Residential • Mineral Resources • Farming • Ranch Operations Our prime asset is approximately 270,000 acres of contiguous, largely undeveloped land that, at its most southerly border, is 60 miles north of Los Angeles and, at its most northerly border, is 15 miles east of Bakersfield. We create value by securing entitlements for our land, facilitating infrastructure development, strategic land planning, development, and conservation, in order to maximize the highest and best use for our land. We are involved in several joint ventures, which facilitate the development of portions of our land. We are also actively engaged in land planning, land entitlement, and conservation projects. Any references to the number of acres, number of buildings, square footage, number of leases, occupancy, and any amounts derived from these values in the notes to the consolidated financial statements are unaudited. Principles of Consolidation The consolidated financial statements include the accounts of the Company, and the accounts of all subsidiaries and investments in which a controlling interest is held by the Company. All significant intercompany transactions have been eliminated in consolidation. We have evaluated subsequent events through the date of issuance of our consolidated financial statements. Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The carrying amount for cash equivalents approximates fair value. Marketable Securities The Company considers those investments not qualifying as cash equivalents, but which are readily marketable, to be marketable securities. The Company classifies all marketable securities as available-for-sale. These are stated at fair value with the unrealized gains (losses), net of tax, reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of equity. Investments in Unconsolidated Joint Ventures Investments in unconsolidated joint ventures in which the Company does not have a controlling interest, or is not the primary beneficiary if the joint venture is determined to be a variable interest entity under Accounting Standards Codification 810 – “Consolidation,” are accounted for under the equity method of accounting and, accordingly, are adjusted for capital contributions, distributions, and the Company’s equity in net earnings or loss of the respective joint venture. Fair Values of Financial Instruments The Company follows the Financial Accounting Standards Board's authoritative guidance for fair value measurements of certain financial instruments. The guidance defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the exchange (exit) price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This guidance establishes a three-level hierarchy for fair value measurements based upon the inputs to the valuation of an asset or liability. Observable inputs are those which can be easily seen by market participants while unobservable inputs are generally developed internally, utilizing management’s estimates and assumptions: • Level 1 – Valuation is based on quoted prices in active markets for identical assets and liabilities. • Level 2 – Valuation is determined from quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar instruments in markets that are not active, or by model-based techniques in which all significant inputs are observable in the market. • Level 3 – Valuation is derived from model-based techniques in which at least one significant input is unobservable and based on our own estimates about the assumptions that market participants would use to value the asset or liability. When available, we use quoted market prices in active markets to determine fair value. We consider the principal market and nonperformance risk associated with our counterparties when determining the fair value measurement. Fair value measurements are used on a recurring basis for marketable securities, investments within the pension plan and hedging instruments, if any. Interest Rate Swap Agreements In October 2014, we entered into an interest rate swap agreement with Wells Fargo. See Note 8 (Line of Credit and Long-Term Debt) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. We believe it is prudent at times to limit the variability of floating-rate interest payments and in the past have entered into interest rate swaps to manage those fluctuations. We recognize interest rate swap agreements as either an asset or liability on the balance sheet at fair value. The accounting for changes in fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a Company must designate the hedging instrument, based on the hedged exposure, as a fair value hedge, a cash flow hedge, or a hedge of a net investment in a foreign operation. Our interest rate swap agreement is considered a cash flow hedge because it was designed to match the terms of the Term Loan as a hedge of the exposure to variability in expected future cash flows. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the earnings effect of the hedged transactions in a cash flow hedge. This interest rate swap agreement will be evaluated based on whether it is deemed “highly effective” in reducing our exposure to variable interest rates. We formally document all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. We make an assessment at the inception of each interest rate swap agreement and on a quarterly basis to determine whether these instruments are “highly effective” in offsetting changes in cash flows associated with the hedged items. The ineffective portion of each interest rate swap agreement is immediately recognized in earnings. While we intend to continue to meet the conditions for such hedge accounting, if swaps did not qualify as “highly effective,” the changes in the fair values of the derivatives used as hedges would be reflected in earnings. The effective portion of changes in the fair value of our interest rate swap agreements that are designated and that qualify as cash flow hedges is recognized in accumulated other comprehensive income. Amounts classified in accumulated other comprehensive income will be reclassified into earnings in the period during which the hedged transactions affect earnings. The fair value of each interest rate swap agreement is determined using widely accepted valuation techniques including discounted cash flow analyses on the expected cash flows of each derivative. These analyses reflect the contractual terms of the derivatives, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities (also referred to as “significant other observable inputs”). The fair values of our interest rate swap agreements are determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreements. Variable Interest Entity We evaluate all of our interests in VIEs for consolidation. When our interests are determined to be variable interests, we assess whether we are deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. ASC810, Consolidation, defines the primary beneficiary as the party that has both (i) the power to direct the activities of the VIE that most significantly impact its economic performance, and (ii) the obligation to absorb losses and the right to receive benefits from the VIE which could be potentially significant. We consider our variable interests as well as any variable interests of our related parties in making this determination. Where both of these factors are present, we are deemed to be the primary beneficiary and we consolidate the VIE. Where either one of these factors is not present, we are not the primary beneficiary and do not consolidate the VIE. To assess whether we have the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, we consider all facts and circumstances, including our role in establishing the VIE and our ongoing rights and responsibilities. This assessment includes first, identifying the activities that most significantly impact the VIE’s economic performance; and second, identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE or have the right to unilaterally remove those decision makers are deemed to have the power to direct the activities of a VIE. Effective January 1, 2016, we implemented Accounting Standards Update (“ASU”) 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis, which specifies that the right to remove the decision maker in a VIE must be exercisable without cause for the decision maker to not be deemed the party that has the power to direct the activities of a VIE. The application of the ASU to our pre-existing entities did not change our respective conclusions as to whether or not they should be consolidated. To assess whether we have the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, we consider all of our economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that we apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing significance include: the design of the VIE, including its capitalization structure; subordination of interests; payment priority; relative share of interests held across various classes within the VIE’s capital structure; and the reasons why the interests are held by us. As of December 31, 2016 and 2015 , we had one VIE consolidated in our financial statements see Note 17 (Investment in Unconsolidated and Consolidated Joint Ventures) to the Notes to Consolidated Financial Statements for further discussion. Credit Risk The Company grants credit in the course of operations to co-ops, wineries, nut marketing companies, and lessees of the Company’s facilities. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. Our commercial revenues are derived primarily from rental payments and reimbursement of operating expenses under our leases. If our client tenants fail to make rental payments under their leases, our financial condition, and cash flows could be adversely affected. Please refer to Rental Income for process of evaluating and monitoring credit quality of tenants. As of December 31, 2016 and 2015 , the PEF power plant lease generated approximately 8% and 7% of our total revenues, respectively. We had no customers account for 5% or more of our revenues from operations in 2016 . The Company maintains its cash and cash equivalents in federally insured financial institutions. The account balances at these institutions periodically exceed FDIC insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant. Farm Inventories Costs of bringing crops to harvest are inventoried when incurred. Such costs are expensed when the crops are sold. Expenses are computed and recognized on an average cost per pound or per ton basis, as appropriate. Costs during the current year related to the next year’s crop are inventoried and carried in inventory until the matching crop is harvested and sold. Farm inventories held for sale are valued at the lower of cost (first-in, first-out method) or market. Property and Equipment Property and equipment are stated on the basis of cost, except for land acquired upon organization in 1936, which is stated on the basis carried by the Company’s predecessor. Depreciation is computed using the straight-line method over the estimated useful lives of the various assets. Our property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2016 December 31, 2015 Vineyards and orchards 20 $ 49,210 $ 48,008 Machinery, furniture fixtures and other equipment 3 - 10 19,807 18,072 Buildings and improvements 10 - 27.5 8,828 8,828 Land and land improvements 15 7,456 7,722 Development in process 8,908 7,413 94,209 90,043 Less: accumulated depreciation (48,175 ) (45,574 ) $ 46,034 $ 44,469 Long-Term Water Assets Long-term purchased water contracts are in place with the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water Storage District. These contracts provide the Company with the right to receive water over the term of the contracts that expire in 2035. The Company also purchased a contract that allows and requires it to purchase 6,693 acre-feet of water each year from the Nickel Family LLC. The initial term of this contract runs through 2044. The purchase price of these contracts is being amortized on the straight-line basis over their contractual life. Water contracts with the Wheeler Ridge Maricopa Water Storage District and the Tejon-Castac Water District are also in place, but were entered into with each district at inception and not purchased later from third parties, and therefore do not have a related financial value on the books of the Company. As a result, there is no amortization expense related to these contracts. Vineyards and Orchards Costs of planting and developing vineyards and orchards are capitalized until the crops become commercially productive. Interest costs and depreciation of irrigation systems and trellis installations during the development stage are also capitalized. Revenues from crops earned during the development stage are netted against development costs. Depreciation commences when the crops become commercially productive. At the time farm crops are harvested, contracted, and delivered to buyers and revenues can be estimated, revenues are recognized and any related inventoried costs are expensed, which traditionally occurs during the third and fourth quarters of each year. It is not unusual for portions of our almond or pistachio crop to be sold in the year following the harvest. Orchard (almond and pistachio) revenues are based upon the contract settlement price or estimated selling price, whereas vineyard revenues are typically recognized at the contracted selling price. Estimated prices for orchard crops are based upon the quoted estimate of what the final market price will be by marketers and handlers of the orchard crops. These market price estimates are updated through the crop payment cycle as new information is received as to the final settlement price for the crop sold. These estimates are adjusted to actual upon receipt of final payment for the crop. This method of recognizing revenues on the sale of orchard crops is a standard practice within the agribusiness community. Adjustments for differences between original estimates and actual revenues received are recorded during the period in which such amounts become known. The net effect of these adjustments increased farming revenue by $734,000 in 2016 , $3,531,000 in 2015 , and $4,132,000 in 2014 . The adjustment for 2016 includes $653,000 for almonds and $81,000 for pistachios. The adjustment for 2015 includes $1,260,000 for almonds and $2,271,000 for pistachios. The adjustment for 2014 includes $1,458,000 for almonds and $2,674,000 for pistachios. The Almond Board of California has the authority to require producers of almonds to withhold a portion of their annual production from the marketplace through a marketing order approved by the Secretary of Agriculture. At December 31, 2016 , 2015 , and 2014 , no such withholding was mandated. Common Stock Options and Grants The Company follows Accounting Standards Codification (“ASC”) 718, “Compensation – Stock Compensation” in accounting for stock incentive plans using the fair value method of accounting. The estimated fair value of the restricted stock grants and restricted stock units are expensed over the expected vesting period. For performance based grants the Company makes estimates of the number of shares that will actually be granted based upon estimated ranges of success in meeting defined performance measures. Periodically, the Company updates its estimates and reflects any changes to the estimate in the consolidated statements of operations. Long-Lived Assets In accordance with ASC 360 “Property, Plant, and Equipment” the Company records impairment losses on long-lived assets held and used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than their related carrying amounts. In addition, the Company accounts for long-lived assets to be disposed of at the lower of their carrying amounts or fair value less selling and disposal costs. At 2016 and 2015 , management of the Company believes that none of its assets are impaired. Sales of Real Estate In recognizing revenue from land sales, the Company follows the provisions in ASC 976 “Real Estate – Retail Land” to record these sales. ASC 976 provides specific sales recognition criteria to determine when land sales revenue can be recorded. For example, ASC 976 requires a land sale to be consummated with a sufficient down payment of at least 20% to 25% of the sales price depending upon the type and timeframe for development of the property sold, and that any receivable from the sale cannot be subject to future subordination. In addition, the seller cannot retain any material continuing involvement in the property sold, or be required to develop the property in the future or construct facilities or off-site improvements. Sales of Easements From time to time the Company sells easements over its land and the easements are either in the form of rights of access granted for such things as utility corridors or are in the form of conservation easements that generally require the Company to divest its rights to commercially develop a portion of its land, but do not result in a change in ownership of the land or restrict the Company from continuing other revenue generating activities on the land. Sales of conservation easements are accounted for in accordance with Staff Accounting Bulletin Topic 13 - Revenue Recognition, or SAB Topic 13. Since the conservation easements generally do not impose any significant continuing performance obligations on the Company, revenue from conservation easement sales have been recognized when the four criteria of SAB Topic 13 have been met, which generally occurs in the period the sale has closed and consideration has been received. Allocation of Costs Related to Land Sales and Leases When the Company sells land within one of its real estate developments and has not completed all infrastructure development related to the total project, the Company follows ASC 976 “Real Estate – Retail Land” to determine the appropriate costs of sales for the sold land and the timing of recognition of the sale. In the calculation of cost of sales or allocations to leased land, the Company uses estimates and forecasts to determine total costs at completion of the development project. These estimates of final development costs can change as conditions in the market change and costs of construction change. Royalty Income Royalty revenues are contractually defined as to the percentage of royalty and are tied to production and market prices. The Company’s royalty arrangements generally require payment on a monthly basis with the payment based on the previous month’s activity. The Company accrues monthly royalty revenues based upon estimates and adjusts to actual as the Company receives payments. Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. We classify amounts currently recognized as income, and amounts expected to be received in later years, as an asset in deferred rent in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accounts payable, accrued expenses, and tenant security deposits in the accompanying consolidated balance sheets. We commence recognition of rental income at the date the property is ready for its intended use and the client tenant takes possession of or controls the physical use of the property. During the term of each lease, we monitor the credit quality of our tenants by (i) reviewing the credit rating of tenants that are rated by a nationally recognized credit rating agency, (ii) reviewing financial statements of the client tenants that are publicly available or that are required to be delivered to us pursuant to the applicable lease, (iii) monitoring news reports regarding our tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. We have employees who are assigned the responsibility for assessing and monitoring the credit quality of our tenants and any material changes in credit quality. Environmental Expenditures Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and which do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Generally, the timing of these accruals coincides with the completion of a feasibility study or the Company’s commitment to a formal plan of action. No liabilities for environmental costs have been recorded at December 31, 2016 and 2015 . Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statement dates and the reported amounts of revenue and expenses during the reporting period. Due to uncertainties inherent in the estimation process, it is reasonably possible that actual results could differ from these estimates. Reclassifications The Company has made certain reclassifications to the prior periods to conform to the current year presentation as follows: Ranch Operations During the fourth quarter of 2015, the Company reclassified revenues and expenses comprised of grazing leases, special services and other ancillary services supporting the ranch, from commercial/industrial into a new segment called ranch operations. As a result, the Company has reclassified prior period ranch operation revenues and expenses on the consolidated statements of income to conform to the current year presentation. Revenues reclassified for the twelve months ended December 31, 2015 and December 31, 2014 were $3,923,000 and $3,534,000 , respectively. Expenses reclassified for the twelve months ended December 31, 2015 and December 31, 2014 were $6,112,000 and $5,998,000 , respectively. 2014 Performance and Milestone Share-Based Grants During 2013 and 2014, the Compensation Committee of the Board of Directors, or the Board, conducted a compensation study prepared by an outside consultant that was completed during the first quarter of 2014. One of the outcomes of the compensation study was that the Board elected to modify selected outstanding and unvested performance share grants, or the existing performance milestone grants, and issue new milestone performance grants. The Company has assessed that it is probable that these new performance milestones will be met. The values for the 2014 performance grants, including the new milestone grants, are fixed at threshold, target and maximum performance values, meaning that the amount of shares at vesting will vary depending on the stock price at that time. These grants cannot be settled in cash and there are sufficient registered shares in the equity compensation plans to meet the delivery requirements. During the second quarter of 2015, the 2014 performance milestone grants were modified to fix the number of shares to be received rather than have the number of shares to be issued at vesting float with the price of the stock, which converted the awards from liability awards to equity awards. As such, we reclassified $1,065,000 from other liabilities to equity. In accordance with ASC 718, "Compensation - Stock Compensation," this resulted in a probable-to-probable modification resulting in no impact to earnings. Recent Accounting Pronouncements In January 2016, the FASB issued ASU 2016-01, "Financial Statements - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities," which requires equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) to be measured at fair value with changes in fair value recognized in net income. There will no longer be an available-for-sale classification for equity securities with readily determinable fair values. The new guidance is effective for periods beginning after December 15, 2017, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases." From the lessee's perspective, the new standard establishes a right-of-use, or ROU, model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement for a lessee. From the lessor's perspective, the new standard requires a lessor to classify leases as either sales-type, finance or operating. A lease will be treated as a sale if it transfers all of the risks and rewards, as well as control of the underlying asset, to the lessee. If risks and rewards are conveyed without the transfer of control, the lease is treated as a financing lease. If the lessor doesn’t convey risks and rewards or control, an operating lease results. ASU 2016-02 is effective for periods beginning after December 15, 2018. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In March 2016, the FASB issued an ASU No. 2016-08, "Revenue from Contracts" with Customers that further clarifies an ASU issued in 2014 on recognition of revenue arising from contracts with customers. The core principle of this ASU is that entities will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in such exchange. Leases are specifically excluded from this ASU and will be governed by the applicable lease codification. However, this update may have implications in certain variable payment terms included in lease agreements and in sale and leaseback transactions. The ASU is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2017. The Company's preliminary assessment of revenues from contracts yielded an immaterial impact to the Company's consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, "Compensation—Stock Compensation (Topic 718) — Improvements to Employee Share-Based Payment Accounting." This ASU includes a requirement that the tax effect related to the settlement of share-based awards be recorded in income tax benefit or expense in the statements of earnings rather than directly to additional paid-in-capital. This change has no impact on total shareholders’ equity and is required to be adopted prospectively. In addition, the ASU modifies the classification of certain share-based payment activities within the statements of cash flows and this change is generally required to be applied retrospectively. The ASU also allows for forfeitures to be recorded when they occur rather than estimated over the vesting period. The ASU is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2016, with early adoption permitted. This change is required to be applied on a modified retrospective basis. The adoption of ASU 2016-09 for the most part is not expected to have a material impact on our financial condition, results of operations or cash flows. However, the update may add volatility to our income tax expense in future periods depending upon, among other things, the level of tax expense and the price of the Company's common stock at the date of vesting for share-based awards. The Company will continue to record forfeitures over the vesting period. The impact of the other aspects of ASU 2016-09 are based on the Company’s future stock price at the date of vesting or exercise of share-based payments as well as the timing of exercises and, as such, the Company cannot estimate the impact of these aspects, other than to expect that the adoption of this standard will benefit future tax expense in the short term, the extent to which cannot be reasonably estimated at this time, nor can we estimate whether such benefits will continue or will result in increased tax expense in the longer term. In June 2016, the FASB issued an ASU No. 2016-13 "Financial Instruments—Credit Losses (Topic 326)" changing the impairment model for most financial instruments by requiring companies to recognize an allowance for expected losses, rather than incurred losses as required currently by the other-than-temporary impairment model. The ASU will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases, and off-balance-sheet credit exposures (e.g., loan commitments). The ASU is effective for reporting periods beginning after December 15, 2019, with early adoption permitted, and will be applied as a cumulative adjustment to retained earnings as of the effective date. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2 |
Equity
Equity | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Equity | EQUITY Earnings Per Share (EPS) Basic net income (loss) per share attributable to common stockholders is based upon the weighted-average number of shares of common stock outstanding during the year. Diluted net income (loss) per share attributable to common stockholders is based upon the weighted-average number of shares of common stock outstanding and the weighted-average number of shares outstanding assuming the issuance of common stock upon exercise of stock options, warrants to purchase common stock, and the vesting of restricted stock grants per ASC 260, “Earnings Per Share.” Twelve Months Ended December 31, 2016 2015 2014 Weighted average number of shares outstanding: Common stock 20,737,903 20,665,792 20,595,422 Common stock equivalents-stock options, grants 46,839 71,879 37,033 Diluted shares outstanding 20,784,742 20,737,671 20,632,455 Warrants On August 7, 2013, the Company announced that its Board of Directors declared a dividend of 3,000,000 warrants, or the Warrants, to purchase shares of Company common stock, par value $0.50 per share, or Common Stock, to holders of record of Common Stock as of August 21, 2013, the Record Date. The Warrants were issued pursuant to a Warrant Agreement between the Company, Computershare, Inc. and Computershare Trust Company, N.A., as warrant agent. The Warrants were distributed to shareholders on August 28, 2013. Each Warrant entitled the holder to purchase one share of Common Stock at an initial exercise price of $40.00 per share. The Warrants expired out of the money on August 31, 2016. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | MARKETABLE SECURITIES ASC 320 “Investments – Debt and Equity Securities” requires that an enterprise classify all debt securities as either held-to-maturity, trading or available-for-sale. The Company has elected to classify its securities as available-for-sale and therefore is required to adjust securities to fair value at each reporting date. All costs and both realized and unrealized gains and losses on securities are determined on a specific identification basis. The following is a summary of available-for-sale securities at December 31: ($ in thousands) 2016 2015 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 1,868 $ 1,863 $ 4,810 $ 4,797 with unrecognized losses for more than 12 months — — 239 238 with unrecognized gains 3,320 3,329 2,800 2,805 Total Certificates of deposit Level 1 5,188 5,192 7,849 7,840 U.S. Treasury and agency notes with unrecognized losses for less than 12 months 947 946 860 857 with unrecognized losses for more than 12 months — — — — with unrecognized gains 857 859 736 738 Total U.S. Treasury and agency notes Level 2 1,804 1,805 1,596 1,595 Corporate notes with unrecognized losses for less than 12 months 11,658 11,592 14,638 14,516 with unrecognized losses for more than 12 months 1,053 1,042 2,080 2,061 with unrecognized gains 3,431 3,435 3,334 3,339 Total Corporate notes Level 2 16,142 16,069 20,052 19,916 Municipal notes with unrecognized losses for less than 12 months 2,556 2,526 1,742 1,725 with unrecognized losses for more than 12 months 271 269 301 298 with unrecognized gains 812 814 1,435 1,441 Total Municipal notes Level 2 3,639 3,609 3,478 3,464 $ 26,773 $ 26,675 $ 32,975 $ 32,815 We evaluate our securities for other-than-temporary impairment based on the specific facts and circumstances surrounding each security valued below its cost. Factors considered include the length of time the securities have been valued below cost, the financial condition of the issuer, industry reports related to the issuer, the severity of any decline, our intention not to sell the security, and our assessment as to whether it is more likely than not that we will be required to sell the security before a recovery of its amortized cost basis. We then segregate the loss between the amounts representing a decrease in cash flows expected to be collected, or the credit loss, which is recognized through earnings, and the balance of the loss which is recognized through other comprehensive income. At December 31, 2016 , the fair market value of investment securities was $98,000 below the cost basis of securities. The Company’s gross unrealized holding gains equal $15,000 and gross unrealized holding losses equal $113,000 . The Company has determined that any unrealized losses in the portfolio are temporary as of December 31, 2016 . As of December 31, 2016 , the adjustment to accumulated other comprehensive loss in consolidated equity for the temporary change in the value of securities reflects an improvement in the market value of available-for-sale securities of $62,000 , which includes estimated taxes of $24,000 . The following tables summarize the maturities, at par, of marketable securities by year ($ in thousands): December 31, 2016 2017 2018 2019 2020 Total Certificates of deposit $ 531 $ 4,306 $ 324 $ — $ 5,161 U.S. Treasury and agency notes 1,234 444 142 — 1,820 Corporate notes 4,316 7,133 4,232 — 15,681 Municipal notes 840 1,688 1,075 — 3,603 $ 6,921 $ 13,571 $ 5,773 $ — $ 26,265 December 31, 2015 2016 2017 2018 2019 Total Certificates of deposit $ 2,492 $ 631 $ 4,510 $ 169 $ 7,802 U.S. Treasury and agency notes 100 759 579 188 1,626 Corporate notes 4,572 6,525 6,462 1,881 19,440 Municipal notes 995 940 1,455 — 3,390 $ 8,159 $ 8,855 $ 13,006 $ 2,238 $ 32,258 The Company’s investments in corporate notes are with companies that have an investment grade rating from Standard & Poor’s. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following at December 31: ($ in thousands) 2016 2015 Farming inventories $ 2,709 $ 3,248 Other 375 269 $ 3,084 $ 3,517 Farming inventories consist of costs incurred during the current year related to the next year’s crop, as well as any current year’s unsold product and farming chemicals. |
Real Estate
Real Estate | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate [Abstract] | |
Real Estate | REAL ESTATE Real estate consists of the following at December 31: ($ in thousands) 2016 2015 Real estate development Mountain Village $ 126,096 $ 120,954 Centennial 89,381 84,194 Grapevine 23,917 18,285 Tejon Ranch Commerce Center 8,871 12,033 Real estate development 248,265 235,466 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 21,643 19,783 Rancho Santa Fe and Other — 4,242 Real estate and improvements - held for lease 21,643 24,025 Less accumulated depreciation (1,617 ) (2,083 ) Real estate and improvements - held for lease, net $ 20,026 $ 21,942 In January 2016, we completed construction of a multi-tenant commercial building located at TRCC-East. The multi-tenant building has a gross leasable area of 4,645 and is leased to Baja Fresh and Habit Burger. In October 2016, we sold unimproved real property located at TRCC-East for $1,193,000 at a gain of $1,026,000 . The Company deferred $411,000 because of continuing involvement related to the completion of certain land improvements. In November 2016, we sold a building and land located in Rancho Santa Fe California for $4,700,000 , recognizing a gain of $1,044,000 . |
Long Term Water Assets
Long Term Water Assets | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Long Term Water Assets | LONG-TERM WATER ASSETS Long-term assets consist of water and water contracts held for future use or sale. The water is held at cost which includes the price paid for the water and the cost to pump and deliver the water from the California aqueduct into the water bank. Water is currently held in a water bank on Company land in southern Kern County. Company banked water costs also include costs related to the right to receive additional acre feet of water in the future from the Antelope Valley East Kern Water Agency, or AVEK. The Company has also banked water within an AVEK owned water bank. We have also been purchasing water for our future use or sale. In 2008 we purchased 8,393 acre-feet of transferable water and in 2009 we purchased an additional 6,393 acre-feet of transferable water, all of which is currently held on our behalf by AVEK or has been placed in the Company's water bank. We also have secured State Water Project, or SWP, entitlement under long-term SWP water contracts within the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water District, totaling 3,444 acre-feet of SWP entitlement annually, subject to SWP allocations. These contracts extend through 2035. On November 6, 2013 , the Company acquired from DMB Pacific, or DMB, a contract to purchase water that obligates the Company to purchase 6,693 acre feet of water each year from the Nickel Family, LLC, or Nickel, a California limited liability company that is located in Kern County. The aggregate purchase price was approximately $18,700,000 and was paid one-half in cash and one-half in shares of Company Common Stock. The number of shares of Common Stock delivered was determined based on the volume weighted average price of Common Stock for the ten trading days that ended two days prior to closing, which calculated to be 251,876 shares of Common Stock. This Nickel water purchase is similar to other transactions the Company has completed over the last several years as the Company has been building its water assets for internal needs as well as for investment purposes due to the limited water supply within California. The initial term of the water purchase agreement with Nickel runs through 2044 and includes a Company option to extend the contract for an additional 35 years . The purchase cost of water in 2016 was $695 per acre-foot. Purchase costs in 2016 and beyond are subject to annual cost increases based on the greater of the consumer price index and 3% , resulting in a 2017 purchase cost of $717 per acre-foot. The water purchased under the contract with Nickel will ultimately be used in the development of the Company’s land for commercial/industrial development, residential development, and farming. Interim uses may include the sale of portions of this water to third party users on an annual basis until this water is fully allocated to Company uses, as just described. Annual amortization for these contracts is $1,351,000 per year. In 2016 , we sold 7,285 acre feet of water totaling $9,601,000 with a cost of $5,925,000 , which cost is recorded in the mineral resources segment on the Consolidated Statements of Operations. Water contracts with the Wheeler Ridge Maricopa Water Storage District, or WRMWSD, and the Tejon-Castac Water District, or TCWD, are also in place, but were entered into with each district at inception of the contract and not purchased later from third parties, and do not have a related financial value on the books of the Company. Therefore there is no amortization expense related to these contracts. Water assets consist of the following: (in acre feet, unaudited) December 31, 2016 December 31, 2015 Banked water and water for future delivery AVEK water bank 13,033 13,033 Company water bank 17,287 8,700 AVEK water for future delivery 2,362 2,362 Total Company and AVEK banked water 32,682 24,095 Transferable water * 9,062 14,786 Water Contracts 10,137 10,137 Total purchased water - third parties 51,881 49,018 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 TCWD - Banked water contracted to Company 33,390 34,496 Total purchased and contracted water sources in acre feet 106,567 104,810 * 9,061 acre-feet of transferable water with AVEK will be returned to the Company at a 1.5 to 1 factor giving the Company use of a total of 13,594 feet. ($ in thousands) December 31, 2016 December 31, 2015 Banked water and water for future delivery $ 4,779 $ 4,779 Transferable water 9,075 9,117 Water Contracts 29,910 31,261 Total long-term assets 43,764 45,157 less: Current portion (1,351 ) (1,351 ) $ 42,413 $ 43,806 On August 6, 2015, Tejon Ranchcorp, or Ranchcorp, a wholly-owned subsidiary of Tejon Ranch Co., entered into a Water Supply Agreement with Pastoria Energy Facility, L.L.C., or PEF. PEF is the current lessee under the power plant lease. Pursuant to the Water Supply Agreement, on January 1, 2016, PEF may purchase from Ranchcorp up to 2,000 acre-feet of water and from January 1, 2017 through July 31, 2030, PEF may purchase from Ranchcorp up to 3,500 acre-feet of water per year, with an option to extend the term. PEF is under no obligation to purchase water from Ranchcorp in any year, but is required to pay Ranchcorp an annual option payment equal to 30% of the maximum annual payment. The price of the water under the Water Supply Agreement is $1,025 per acre foot of annual water, subject to 3% annual increases commencing January 1, 2017. The Water Supply Agreement contains other customary terms and conditions, including representations and warranties, which are typical for agreements of this type. The Company's commitments to sell water can be met through current water assets. |
Accrued Liabilities and Other
Accrued Liabilities and Other | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other | ACCRUED LIABILITIES AND OTHER Accrued liabilities and other consists of the following: ($ in thousands) December 31, 2016 December 31, 2015 Accrued vacation $ 901 $ 801 Accrued paid personal leave 590 585 Accrued bonus 1,346 1,549 Other 351 557 $ 3,188 $ 3,492 |
Line-of-Credit and Long-term De
Line-of-Credit and Long-term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Line-of-Credit and Long-term Debt | LINE-OF-CREDIT AND LONG-TERM DEBT Debt consists of the following: ($ in thousands) December 31, 2016 December 31, 2015 Revolving line of credit $ 7,700 $ — Notes payable 73,400 74,215 Other borrowings 467 — Total short-term and long-term debt 81,567 74,215 Less line-of-credit and current maturities of long-term debt (11,553 ) (815 ) Less deferred loan costs (161 ) (177 ) Long-term debt, less current portion $ 69,853 $ 73,223 On October 13, 2014 , the Company as borrower entered into an Amended and Restated Credit Agreement, a Term Note and a Revolving Line of Credit Note, with Wells Fargo, or collectively the Credit Facility. The Credit Facility adds a $70,000,000 term loan, or Term Loan to the existing $30,000,000 revolving line of credit, or RLC. Funds from the Term Loan were used to finance the Company's purchase of DMB TMV LLC’s interest in TMV LLC as disclosed in the Current Report on Form 8-K filed on July 16, 2014 . The Term Loan had a $69,439,000 balance as of December 31, 2016 . Any future borrowings under the RLC will be used for ongoing working capital requirements and other general corporate purposes. To maintain availability of funds under the RLC, undrawn amounts under the RLC will accrue a commitment fee of 10 basis points per annum. The Company's ability to borrow additional funds in the future under the RLC is subject to compliance with certain financial covenants and making certain representations and warranties. The RLC had an outstanding balance of $7,700,000 and no outstanding balance as of December 31, 2016 and 2015 , respectively. At the Company’s option, the interest rate on this line of credit can float at 1.50% over a selected LIBOR rate or can be fixed at 1.50% above LIBOR for a fixed rate term. During the term of this credit facility (which matures in September 2019 ), we can borrow at any time and partially or wholly repay any outstanding borrowings and then re-borrow, as necessary. The interest rate per annum applicable to the Term Loan is LIBOR (as defined in the Term Note) plus a margin of 170 basis points. The interest rate for the term of the note has been fixed through the use of an interest rate swap at a rate of 4.11% . The Term Loan requires interest only payments for the first two years of the term and thereafter requires monthly amortization payments pursuant to a schedule set forth in the Term Note, with the final outstanding principal amount due October 5, 2024 . The Company may make voluntary prepayments on the Term Loan at any time without penalty (excluding any applicable LIBOR or interest rate swap breakage costs). Each optional prepayment will be applied to reduce the most remote principal payment then unpaid. The Credit Facility is secured by the Company's farmland and farm assets, which include equipment, crops and crop receivables and the PEF power plant lease and lease site, and related accounts and other rights to payment and inventory. The Credit Facility requires compliance with three financial covenants: (a) total liabilities divided by tangible net worth not greater than 0.75 to 1.0 at each quarter end; (b) a debt service coverage ratio not less than 1.25 to 1.00 as of each quarter end on a rolling four quarter basis; and (c) maintain liquid assets equal to or greater than $20,000,000 . At December 31, 2016 and 2015 , we were in compliance with all financial covenants. The Credit Facility also contains customary negative covenants that limit the ability of the Company to, among other things, make capital expenditures, incur indebtedness and issue guaranties, consummate certain assets sales, acquisitions or mergers, make investments, pay dividends or repurchase stock, or incur liens on any assets. The Credit Facility contains customary events of default, including: failure to make required payments; failure to comply with terms of the Credit Facility; bankruptcy and insolvency; and a change in control without consent of the bank (which consent will not be unreasonably withheld). The Credit Facility contains other customary terms and conditions, including representations and warranties, which are typical for credit facilities of this type. The foregoing descriptions of the Credit Facility documents are qualified in their entirety by reference to each such material contract. Copies of the Credit Facility documents are filed as Exhibits 10.31 through 10.33 in the Current Report on Form 8-K filed October 17, 2014 . The balance of the long-term debt instruments listed above approximates the fair value of the instrument. During the third quarter of 2013, we entered into a promissory note agreement with CMFG Life Insurance Company, to pay a principal amount of $4,750,000 with principal and interest due monthly starting on October 1, 2013. The interest rate on this promissory note is 4.25% per annum, with monthly principal and interest payments of $102,700 ending on September 1, 2028. The proceeds from this promissory note were used to eliminate debt that had been previously used to provide long-term financing for a building being leased to Starbucks and provide additional working capital for future investment. The current balance on the note is $3,961,000 . The balance of this long-term debt instrument listed above approximates the fair value of the instrument. The following table summarizes our outstanding indebtedness and respective principal maturities as of December 31, ($ in thousands) 2017 2018 2019 2020 2021 Thereafter Total Term loan $ 3,393 $ 3,563 $ 3,715 $ 3,881 $ 4,051 $ 50,836 $ 69,439 Promissory note 266 277 289 302 315 2,512 3,961 Other borrowings 194 218 54 — — — 466 Total long-term debt $ 3,853 $ 4,058 $ 4,058 $ 4,183 $ 4,366 $ 53,348 $ 73,866 |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | OTHER LIABILITIES Other liabilities consist of the following: ($ in thousands) December 31, 2016 December 31, 2015 Pension liability (See Note 15) $ 2,931 $ 2,263 Interest rate swap liability (See Note 10) 1,865 2,905 Supplemental executive retirement plan liability (See Note 15) 8,015 7,999 Other 223 84 $ 13,034 $ 13,251 For the captions presented in the table above, please refer to the respective Notes to Consolidated Financial Statements for further detail. |
Interest Rate Swap Liability
Interest Rate Swap Liability | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swap Liability | INTEREST RATE SWAP LIABILITY During October 2014 , the Company entered into an interest rate swap agreement to hedge cash flows tied to changes in the underlying floating interest rate tied to LIBOR for the Term Loan as discussed in Note 8 (Line of Credit and Long-Term Debt) of the Notes to Consolidated Financial Statements. The ineffective portion of the change in fair value of our interest rate swap agreement is required to be recognized directly in earnings. During the year ended December 31, 2016 , our interest rate swap agreement was 100% effective; because of this, no hedge ineffectiveness was recognized in earnings. Changes in fair value, including accrued interest and adjustments for non-performance risk, on the effective portion of our interest rate swap agreements that are designated and that qualify as cash flow hedges are classified in accumulated other comprehensive loss. Amounts classified in accumulated other comprehensive loss are subsequently reclassified into earnings in the period during which the hedged transactions affect earnings. As of December 31, 2016 , the fair values of our interest rate swap agreement aggregating a liability balance were classified in other liabilities based upon its respective fair value. We had the following outstanding interest rate swap agreement designated as cash flow hedges of interest rate risk as of December 31, 2016 ($ in thousands): Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value as of 12/31/2016 Notional Amount as of 12/31/2016 October 15, 2014 October 5, 2024 Level 2 4.11% $(1,865) $69,439 |
Stock Compensation - Restricted
Stock Compensation - Restricted Stock and Performance Share Grants | 12 Months Ended |
Dec. 31, 2016 | |
Stock Compensation - Restricted Stock and Performance Share Grants [Abstract] | |
Stock Compensation - Restricted Stock and Performance Share Grants | STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS The Company’s stock incentive plans provide for the making of awards to employees based upon a service condition or through the achievement of performance-related objectives. The Company has issued three types of stock grant awards under these plans: restricted stock with service condition vesting; performance share grants that only vest upon the achievement of specified performance conditions, such as corporate cash flow goals, or Performance Condition Grants; and performance share grants that include threshold, target, and maximum achievement levels based on the achievement of specific performance milestones, or Performance Milestone Grants. The Company has also granted performance share grants that contain both performance-based and market-based conditions. Compensation cost for these awards is recognized based on either the achievement of the performance-based conditions, if they are considered probable, or if they are not considered probable, on the achievement of the market-based condition. Failure to satisfy the threshold performance conditions will result in the forfeiture of shares. Forfeiture of share awards with service conditions or performance-based restrictions results in a reversal of previously recognized share-based compensation expense. Forfeiture of share awards with market-based restrictions does not result in a reversal of previously recognized share-based compensation expense. The following is a summary of the Company's performance share grants with performance conditions for the year ended December 31, 2016 : Performance Share Grants with Performance Conditions Below threshold performance — Threshold performance 133,073 Target performance 293,967 Maximum performance 440,751 The following is a summary of the Company’s stock grant activity, both time and performance unit grants, assuming target achievement for outstanding performance grants for the following twelve month periods ended: December 31, 2016 December 31, 2015 December 31, 2014 Stock Grants Outstanding Beginning of the Year at Target Achievement 272,353 237,045 265,701 New Stock Grants/Additional shares due to maximum achievement 287,091 114,221 165,996 Vested Grants (172,749 ) (52,436 ) (41,694 ) Expired/Forfeited Grants (524 ) (26,477 ) (152,958 ) Stock Grants Outstanding at Target Achievement 386,171 272,353 237,045 The unamortized cost associated with nonvested stock grants and the weighted-average period over which it is expected to be recognized as of December 31, 2016 was $3,308,025 and 22 months , respectively. The fair value of restricted stock with time-based vesting features is based upon the Company’s share price on the date of grant and is expensed over the service period. Fair value of performance grants that cliff vest based on the achievement of performance conditions is based on the share price of the Company’s stock on the day of grant once the Company determines that it is probable that the award will vest. This fair value is expensed over the service period applicable to these grants. For performance grants that contain a range of shares from zero to maximum we determine, based on historic and projected results, the probability of (1) achieving the performance objective, and (2) the level of achievement. Based on this information, we determine the fair value of the award and measure the expense over the service period related to these grants. Because the ultimate vesting of all performance grants is tied to the achievement of a performance condition, we estimate whether the performance condition will be met and over what period of time. Ultimately, we adjust compensation cost according to the actual outcome of the performance condition. Under the Non-Employee Director Stock Incentive Plan, or NDSI Plan, each non-employee director receives his or her annual compensation in stock. Beginning in the second half of 2013, the Compensation Committee of the Board conducted a compensation study prepared by an outside consultant that was completed during the first quarter of 2014. One of the outcomes of the compensation study was that the Board elected to modify selected outstanding and unvested performance share grants, or the existing performance milestone grants, and issue new milestone performance grants. The Company has assessed that it is probable that these new performance milestones will be met. As discussed above, the performance share grant approved by the Board in March 2014, included the modification of existing performance milestone grants totaling 133,890 restricted stock units and the issuance of new performance share grants totaling 89,837 restricted stock units. The restricted stock units of the modified existing performance milestone grants have been accounted for as probable-to-probable modification since the Company has determined that achieving the existing performance milestones was probable. The unamortized total cost relating to these probable-to-probable modified performance share grants is being recognized ratably over the new requisite service period. The impact of modifying the existing performance stock grants is an annual expense of $1,109,000 over the service period. The values for the 2014 performance grants, including the new milestone grants, are fixed at threshold, target and maximum performance values, meaning that the amount of shares at vesting will vary depending on the stock price at that time. The total value for these grants at maximum performance is $5,702,000 . During the second quarter of 2015, the 2014 performance milestone grants were modified to fix the number of shares to be received rather than have the number of shares to be issued at vesting float with the price of the stock, which converted the awards from liability awards to equity awards. As such, we reclassified $1,065,000 from other liabilities to equity. In accordance with ASC 718, "Compensation - Stock Compensation," this resulted in a probable-to-probable modification and had no impact on earnings. In 2016, these milestone performance grants were met at levels above target and at target achievement levels. The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan: December 31, 2016 December 31, 2015 December 31, 2014 Expensed $ 3,847,000 $ 2,989,000 $ 2,645,000 Capitalized 296,000 165,000 95,000 4,143,000 3,154,000 2,740,000 NDSI Plan 738,000 768,000 889,000 $ 4,881,000 $ 3,922,000 $ 3,629,000 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company accounts for income taxes using ASC 740, “Income Taxes” which is an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized differently in the financial statements and the tax returns. The provision for income taxes consists of the following at December 31: ($ in thousands) 2016 2015 2014 Total provision: $ 336 $ 1,125 $ 2,697 Federal: Current (758 ) 1,521 2,289 Deferred 1,021 (682 ) (313 ) 263 839 1,976 State: Current (145 ) 585 603 Deferred 218 (299 ) 118 73 286 721 $ 336 $ 1,125 $ 2,697 The reasons for the difference between total income tax expense and the amount computed by applying the statutory Federal income tax rate of 34% to income before taxes are as follows for the years ended December 31: ($ in thousands) 2016 2015 2014 Income tax at statutory rate $ 304 $ 1,360 $ 2,912 State income taxes, net of Federal benefit 42 213 452 Oil and mineral depletion (161 ) (213 ) (385 ) Permanent differences 82 (92 ) (172 ) Other 69 (143 ) (110 ) Total provision $ 336 $ 1,125 $ 2,697 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows at December 31: ($ in thousands) 2016 2015 Deferred income tax assets: Accrued expenses $ 561 $ 578 Deferred revenues 654 652 Capitalization of costs 3,224 3,023 Pension adjustment 4,690 4,396 Stock grant expense 2,309 3,593 State deferred taxes 37 221 Book deferred gains 1,912 1,711 Joint venture allocations 932 860 Provision for additional capitalized costs 1,003 1,003 Interest rate swap 799 1,244 Other 41 3 Total deferred income tax assets $ 16,162 $ 17,284 Deferred income tax liabilities: Deferred gains $ 51 $ 1,390 Depreciation 5,279 5,040 Cost of sales allocations 1,252 1,252 Joint venture allocations 5,389 3,121 Straight line rent 926 929 Prepaid expenses 323 149 State deferred taxes 470 617 Other 190 127 Total deferred income tax liabilities $ 13,880 $ 12,625 Net deferred income tax asset $ 2,282 $ 4,659 Allowance for deferred tax assets — — Net deferred taxes $ 2,282 $ 4,659 Due to the nature of our deferred tax assets, the Company believes they will be used through operations in future years and a valuation allowance is not necessary. The Company made total federal and state income tax payments of $1,750,000 in 2016 and $2,100,000 during 2015 . The Company received refunds of $615,000 and $283,000 in 2016 and 2015 , respectively. The Company evaluates its tax positions for all income tax items based on their technical merits to determine whether each position satisfies the “more likely than not to be sustained upon examination” test. The tax benefits are then measured as the largest amount of benefit, determined on a cumulative basis, that is “more likely than not” to be realized upon ultimate settlement. As a result of this evaluation, the Company determined there were no uncertain tax positions that required recognition and measurement for the years ended December 31, 2016 and 2015 within the scope of ASC 740, "Income Taxes." Tax years from 2014 to 2016 and 2013 to 2016 remain available for examination by the Federal and California State taxing authorities, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Leases | LEASES The Company is a lessor of certain property pursuant to various commercial lease agreements having terms ranging up to 60 years . The Company generates income from commercial rents. The following is a summary of income from commercial rents included in real estate revenue as of December 31: 2016 2015 2014 Base rent $ 5,613,000 $ 5,208,000 $ 4,934,000 Percentage rent $ 495,000 $ 652,000 $ 422,000 Future minimum rental income on commercial, communication and right-of-way on non-cancelable leases as of December 31, 2016 : 2017 2018 2019 2020 2021 Thereafter $ 5,330 $ 5,063 $ 4,996 $ 5,006 $ 4,708 $ 23,980 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES In 2016 , the Company paid $8,529,000 for water contracts. These estimated water contract payments consist of SWP, contracts with Wheeler Ridge Maricopa Water Storage District, Tejon-Castac Water District, or TCWD, Tulare Lake Basin Water Storage District, Dudley-Ridge Water Storage District and the Nickel water contract. These contracts for the supply of future water run through 2035 and 2044 . The Tulare Lake Basin Water Storage District and Dudley-Ridge Water Storage District SWP contracts have now been transferred to AVEK, for our use in the Antelope Valley. As discussed in Note 6 (Long-Term Water Assets) of the Notes to Consolidated Financial Statement, we purchased the assignment of a contract to purchase water in late 2013. The assigned water contract is with Nickel Family, LLC, and obligates us to purchase 6,693 acre-feet of water annually starting in 2014 and running through 2044. The Company is obligated to make payments of approximately $800,000 per year through 2021 to the Tejon Ranch Conservancy as prescribed in the Conservation Agreement we entered into with five major environmental organizations in 2008. Our advances to the Tejon Ranch Conservancy are dependent on the occurrence of certain events and their timing, and are therefore subject to change in amount and period. These amounts are recorded in construction in progress for the Centennial, Grapevine and MV projects. The Company exited a consulting contract during the second quarter of 2014 related to the Grapevine Development and is obligated to pay an earned incentive fee at the time of successful receipt of project entitlements and at a value measurement date five-years after entitlements have been achieved for Grapevine. The final amount of the incentive fees will not be finalized until the future payment dates. The Company believes that net savings from exiting the contract over this future time period will more than offset the incentive payment costs. The Tejon Ranch Public Facilities Financing Authority, or TRPFFA, is a joint powers authority formed by Kern County and TCWD to finance public infrastructure within the Company’s Kern County developments. TRPFFA has created two Community Facilities Districts, or CFDs, the West CFD and the East CFD. The West CFD has placed liens on 420 acres of the Company’s land to secure payment of special taxes related to $28,620,000 of bond debt sold by TRPFFA for TRCC-West. The East CFD has placed liens on 1,931 acres of the Company’s land to secure payments of special taxes related to $55,000,000 of bond debt sold by TRPFFA for TRCC-East. At TRCC-West, the West CFD has no additional bond debt approved for issuance. At TRCC-East, the East CFD has approximately $65,000,000 of additional bond debt authorized by TRPFFA that can be sold in the future. In connection with the sale of bonds there is a standby letter of credit for $4,921,000 related to the issuance of East CFD bonds. The standby letter of credit is in place to provide additional credit enhancement and cover approximately two years' worth of interest on the outstanding bonds. This letter of credit will not be drawn upon unless the Company, as the largest land owner in the CFD, fails to make its property tax payments. The Company believes that the letter of credit will never be drawn upon. The letter of credit is for two years and will be renewed in two -year intervals as necessary. The annual cost related to the letter of credit is approximately $83,000 . The Company is obligated, as a landowner in each CFD, to pay its share of the special taxes assessed each year. The secured lands include both the TRCC-West and TRCC-East developments. Proceeds from the sale of West CFD bonds went to reimburse the Company for public infrastructure related to the TRCC-West development. At December 31, 2016 there were no additional improvement funds remaining from the West CFD bonds and there are $7,768,000 in improvement funds within the East CFD bonds for reimbursement of cost during 2017 and future years. During 2016 , improvement funds totaling $6,155,000 were distributed. During 2016 , the Company paid approximately $2,585,000 in special taxes. As development continues to occur at TRCC, new owners of land and new lease tenants, through triple net leases, will bear an increasing portion of the assessed special tax. This amount could change in the future based on the amount of bonds outstanding and the amount of taxes paid by others. The assessment of each individual property sold or leased is not determinable at this time because it is based on the current tax rate and the assessed value of the property at the time of sale or on its assessed value at the time it is leased to a third-party. Accordingly, the Company is not required to recognize an obligation at December 31, 2016 . In July 2014, the Company received a copy of a Notice of Intent to Sue, or Notice, dated July 17, 2014 indicating that the Center for Biological Diversity, the Wishtoyo Foundation and Dee Dominguez intend to initiate a lawsuit against the U.S. Fish and Wildlife Service, or USFWS, under the federal Endangered Species Act challenging USFWS's approval of Ranchcorp's Tehachapi Uplands Multiple Species Habitat Conservation Plan, or TUMSHCP, and USFWS's issuance of an Incidental Take Permit, or ITP, to Ranchcorp for the take of federally listed species. The foregoing approvals authorize, among other things, removal of California condor habitat associated with Ranchcorp's potential future development of MV. No lawsuit has been filed at this time. It is not possible to predict whether any lawsuit will actually be filed or whether the Company or Ranchcorp will incur any damages from such a lawsuit. Mountain Village On November 10, 2009, a suit was filed in the U.S. District Court for the Eastern District of California (Fresno division) by David Laughing Horse Robinson, an alleged representative of the federally-unrecognized “Kawaiisu Tribe” (collectively, “Robinson”) alleging, inter alia, that the Company does not hold legal title to the land within the MV development that it seeks to develop. The grounds for the federal lawsuit were the subject of a United States Supreme Court decision in 1924 where the United States Supreme Court found against the Indian tribes. The suit named as defendants the Company, two affiliates (Tejon Mountain Village LLC and Tejon Ranchcorp), the County of Kern, and Ken Salazar, in his capacity as U.S. Secretary of the Interior. On March 28, 2016, the United States Supreme Court ruled in favor of the Company and as a result this matter is no longer capable of further litigation. National Cement The Company leases land to National Cement Company of California Inc., or National, for the purpose of manufacturing Portland cement from limestone deposits on the leased acreage. The California Regional Water Quality Control Board, or RWQCB, for the Lahontan Region issued orders in the late 1990s with respect to environmental conditions on the property currently leased to National. The Company's former tenant Lafarge Corporation, or Lafarge, and current tenant National, continue to remediate these environmental conditions to the RWQCB orders. The Company is not aware of any failure by Lafarge or National to comply with directives of the RWQCB. Under current and prior leases, National and Lafarge are obligated to indemnify the Company for costs and liabilities arising out of their use of the leased premises. The remediation on environmental conditions is included within the scope of the National or Lafarge indemnity obligations. If the Company were required to remediate the environmental conditions at its own cost, it is unlikely that the amount of any such expenditure by the Company would be material and there is no reasonable likelihood of continuing risk from this matter. Antelope Valley Groundwater Cases On November 29, 2004, a conglomerate of public water suppliers filed a cross-complaint in the Los Angeles Superior Court seeking a judicial determination of the rights to groundwater within the Antelope Valley basin, including the groundwater underlying the Company’s land near the Centennial project. Four phases of a multi-phase trial have been completed. Upon completion of the third phase, the court ruled that the groundwater basin is currently in overdraft and established a current total sustainable yield. The fourth phase of trial occurred in the first half of 2013 and resulted in confirmation of each party’s groundwater pumping for 2011 and 2012. The fifth phase of the trial commenced in February 2014, and concerned 1) whether the United States has a federal reserved water right to basin groundwater, and 2) the rights to return flows from imported water. The court heard evidence on the federal reserved right but continued the trial on the return flow issues while most of the parties to the adjudication discussed a settlement, including rights to return flows. In February 2015, more than 140 parties representing more than 99% of the current water use within the adjudication boundary agreed to a settlement. On March 4, 2015, the settling parties, including Tejon, submitted a Stipulation for Entry of Judgment and Physical Solution to the court for approval. On December 23, 2015, the court entered Judgment approving the Stipulation for Entry of Judgment and Physical Solution. The Company’s water supply plan for the Centennial project anticipated reliance on, among other sources, a certain quantity of groundwater underlying the Company’s lands in the Antelope Valley. The Company’s allocation in the Judgment is consistent with that amount. Prior to the Judgment becoming final, on February 19 and 22, 2016, several parties, including the Willis Class and Phelan Pinon Hills CSD, filed notices of appeal from the Judgment. Appellate briefing will likely occur during the first three quarters of 2017. Notwithstanding the appeals, the parties with assistance from the Court have begun establishment of the Watermaster and administration of the Physical Solution, consistent with the Judgment. Summary and Status of Kern Water Bank Lawsuits On June 3, 2010, the Central Delta and South Delta Water Agencies and several environmental groups, including the Center for Biological Diversity (collectively, “Central Delta”), filed a complaint in the Sacramento County Superior Court against the California Department of Water Resources, or DWR, Kern County Water Agency and a number of “real parties in interest,” including the Company and TCWD. The lawsuit challenges certain amendments to the SWP contracts that were originally approved in 1995, known as the “Monterey Amendments.” Relative to the Company, petitioners in this action sought to invalidate environmental documentation prepared pursuant to the California Environmental Quality Act pertaining to the Kern Water Bank. The original Environmental Impact Report, or EIR, for the Monterey Amendments was determined to be insufficient in an earlier lawsuit. The current lawsuit principally (i) challenges the adequacy of the remedial EIR that DWR prepared as a result of the original lawsuit and (ii) challenges the validity of the Monterey Amendments on various grounds, including the transfer of the Kern Water Bank (“KBW”) lands, from DWR to the Kern County Water Agency and in turn to the Kern Water Bank Authority, or KWBA, whose members are various Kern and Kings County interests, including TCWD, which TCWD has a 2% interest in the KWBA. A parallel lawsuit was also filed by Central Delta in Kern County Superior Court on July 2, 2010, against Kern County Water Agency, also naming the Company and TCWD as real parties in interest, which has been stayed pending the outcome of the other action against DWR. The Company is named on the ground that it “controls” TCWD. This lawsuit has since been moved to the Sacramento County Superior Court. Another lawsuit was filed in Kern County Superior Court on June 3, 2010, by two districts adjacent to the KWB, namely Rosedale Rio Bravo and Buena Vista Water Storage Districts, or Rosedale, asserting that the remedial EIR did not adequately evaluate potential impacts arising from operations of the KWB, but this lawsuit did not name the Company, only TCWD. TCWD has a contract right for water stored in the KWB and rights to recharge and withdraw water. This lawsuit has since been moved to the Sacramento County Superior Court. In an initial favorable ruling on January 25, 2013, the court determined that the challenges to the validity of the Monterey Amendments, including the transfer of the KWB lands, were not timely and were barred by the statutes of limitation, the doctrine of laches, and by the annual validating statute. The substantive hearing on the challenges to the EIR was held on January 31, 2014. On March 5, 2014 the court issued a decision, rejecting all of Central Delta’s California Environmental Quality Act, or CEQA, claims, except the Rosedale claim, joined by Central Delta, that the EIR did not adequately evaluate future impacts from operation of the KWB, in particular potential impacts on groundwater and water quality. On November 24, 2014, the court issued a writ of mandate (the “2014 Writ”) that requires DWR to prepare a revised EIR regarding the Monterey Amendments evaluating the potential operational impacts of the KWB. The 2014 Writ authorizes the continued operation of the KWB pending completion of the revised EIR subject to certain conditions including those described in an interim operating plan negotiated between the KWBA and Rosedale. The writ of mandate, as revised by the court, requires DWR to certify the revised EIR and file the return to the writ of mandate by September 28, 2016. On September 20, 2016 the Director of DWR (a) certified the Revised EIR as in compliance with CEQA, (b) adopted findings, a statement of overriding considerations, and a mitigation, monitoring and reporting program as required by CEQA, (c) made a new finding pertaining to carrying out the Monterey Amendments through continued use and operation of the KWB by the KWBA, and (d) caused a notice of determination to be filed with the Office of Planning and Resources of the State of California on September 22, 2016. On September 28, 2016, DWR filed with the Superior Court its return to the 2014 Writ of mandate. On November 24, 2014, the court entered a judgment in the Central Delta case (1) dismissing the challenges to the validity of the Monterey Amendments and the transfer of the KWB in their entirety and (2) granting in part, and denying, in part, the CEQA petition for writ of mandate. Central Delta has appealed the judgment and the KWBA and certain other parties have filed a cross-appeal with regard to certain defenses to the CEQA cause of action. The appeals are pending in the California Court of Appeal. On December 3, 2014, the court entered judgment in the Rosedale case (i) in favor of Rosedale in the CEQA cause of action, and (ii) dismissing the declaratory relief cause of action. No appeal of the Rosedale judgment has been filed. On October 21, 2016, the Central Delta petitioners and a new party, the Center for Food Safety (“CFS Petitioners”), filed a new lawsuit against DWR and naming a number of real parties in interest, including KWBA and TCWD (but not including the Company). The new lawsuit challenges DWR’s (i) certification of the Revised EIR, (ii) compliance with the 2014 Writ and CEQA, and (iii) finding concerning the continued use and operation of the KWB by KWBA. The Superior Court has not scheduled a hearing on DWR’s return to the 2014 Writ or on the CFS Petition. The CFS Petitioners indicate that they intend to seek to stay the Superior Court proceedings on the return to the 2014 Writ and the CFS Petition until a decision of the Court of Appeal on Central Delta’s appeal of the Judgment. To the extent that there may be an adverse outcome of the claims, the monetary value cannot be estimated at this time. To the extent there may be an adverse outcome of the claims still pending as described above, the monetary value cannot be estimated at this time. Grapevine On December 6, 2016 the Kern County Board of Supervisors granted entitlement approval for the Grapevine project (described below). On January 5, 2017 the Center for Biological Diversity (CBD) and the Center for Food Safety (CFS) filed an action in Kern County Superior Court pursuant to the California Environmental Quality Act (CEQA), against Kern County and the Kern County Board of Supervisors (collectively, the “County”) concerning the County’s granting of approvals for the Grapevine project, including certification of the final environmental impact report and related findings (EIR); approval of associated general plan amendments; adoption of associated zoning maps; adoption of Specific Plan Amendment No. 155, Map No. 500; adoption of Special Plan No. 1, Map No. 202; exclusion from Agricultural Preserve No. 19; and adoption of a development agreement, among other associated approvals. The Company and its wholly-owned subsidiary, Tejon Ranchcorp, are named as real parties in interest in this action. The action alleges that the County failed to properly follow the procedures and requirements of CEQA including failure to identify, analyze and mitigate impacts to air quality, greenhouse gas emissions, biological resources, traffic, water supply and hydrology, growth inducing impacts, failure to adequately consider project alternatives and to provide support for the County’s findings and statement of overriding considerations in adopting the EIR and failure to adequately describe the environmental setting and project description. As of the publication of this filing there have been no hearings on this matter and the County and real parties in interest have not filed their responsive pleadings. Petitioners seek to invalidate the County's approval of the project, the environmental approvals and require the County to revise the environmental documentation. Proceedings Incidental to Business From time to time, we are involved in other proceedings incidental to our business, including actions relating to employee claims, environmental law issues, real estate disputes, contractor disputes and grievance hearings before labor regulatory agencies. The outcome of these other proceedings is not predictable. However, based on current circumstances, we do not believe that the ultimate resolution of these other proceedings, after considering available defenses and any insurance coverage or indemnification rights, will have a material adverse effect on our financial position, results of operations or cash flows either individually or in the aggregate. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | RETIREMENT PLANS The Company sponsors a defined benefit retirement plan that covers eligible employees hired prior to February 1, 2007. The benefits are based on years of service and the employee’s five -year final average salary. The accounting for the defined benefit plan requires the use of assumptions and estimates in order to calculate periodic benefit cost and the value of the plan's assets and benefit obligation. These assumptions include discount rates, investment returns, and project salary increases, amongst others. The discount rates used in valuing the plan's benefits obligations were determined with reference to high quality corporate and government bonds that are appropriately matched to the duration of the plan's obligation. Contributions are intended to provide for benefits attributable to service both to date and expected to be provided in the future. The Company funds the plan in accordance with the Employee Retirement Income Security Act of 1974, or ERISA. The following table sets forth changes in the plan's net benefit obligation and accumulated benefit information as of December 31: ($ in thousands) 2016 2015 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 8,970 $ 11,051 Service cost 223 265 Interest cost 406 466 Actuarial gain/assumption changes 378 (1,239 ) Benefits paid (50 ) (33 ) Settlements paid (22 ) (1,540 ) Benefit obligation at end of year $ 9,905 $ 8,970 Accumulated benefit obligation at end of year $ 8,475 $ 7,661 Change in Plan Assets Fair value of plan assets at beginning of year $ 6,707 $ 7,972 Actual return on plan assets 339 (142 ) Employer contribution — 450 Benefits/expenses paid (50 ) (33 ) Settlements paid (22 ) (1,540 ) Fair value of plan assets at end of year $ 6,974 $ 6,707 Funded status - liability $ (2,931 ) $ (2,263 ) Amounts recorded in equity Net actuarial loss $ 3,465 $ 3,123 Prior service cost (61 ) (90 ) Total amount recorded $ 3,404 $ 3,033 Amount recorded, net taxes $ 2,042 $ 1,820 Other changes in plan assets and benefit obligations recognized in other comprehensive income include the following as of December 31: ($ in thousands) 2016 2015 Net loss (gain) $ 556 $ (482 ) Recognition of net actuarial loss (213 ) (849 ) Recognized prior service cost 29 29 Total changes $ 372 $ (1,302 ) Changes, net of taxes $ 188 $ (781 ) The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Amortization net actuarial gain $ 230 Amortization prior service cost $ (29 ) At December 31, 2016 and 2015 the Company had a long-term pension liability. The Company has always valued its plan assets as of December 31 each year so there were no additional transition impacts upon implementation of a year-end measurement date for plan assets as required by ASC 715 "Compensation - Retirement Benefits." For 2017 , the Company is estimating that contributions to the pension plan will be approximately $0 . Based on actuarial estimates, it is expected that annual benefit payments from the pension trust will be as follows: 2017 2018 2019 2020 2021 Thereafter $ 181 $ 179 $ 245 $ 257 $ 269 $ 2,121 Plan assets consist of equity, debt and short-term money market investment funds. The plan’s current investment policy targets 65% equities, 25% debt and 10% money market funds. Equity and debt investment percentages are allowed to fluctuate plus or minus 20% around the respective targets to take advantage of market conditions. As an example, equities can fluctuate from 78% to 52% of plan assets. At December 31, 2016 , the investment mix was approximately 60% equity, 29% debt, and 11% money market funds. At December 31, 2015 , the investment mix was approximately 61% equity, 33% debt and 6% money market funds. Equity investments consist of a combination of individual equity securities plus value funds, growth funds, large cap funds and international stock funds. Debt investments consist of U.S. Treasury securities and investment grade corporate debt. The weighted-average discount rate and rate of increase in future compensation levels used in determining the periodic pension cost is 4.3% in 2016 and 4.6% in 2015 . The expected long-term rate of return on plan assets is 7.5% in 2016 and 2015 . The long-term rate of return on plan assets is based on the historical returns within the plan and expectations for future returns. See the following table for fair value hierarchy by investment type at December 31: ($ in thousands) Fair Value Hierarchy 2016 2015 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 776 $ 459 Collective Funds Level 2 3,423 2,726 Treasury/Corporate Notes Level 2 1,181 1,181 Corporate Equities Level 1 1,594 2,341 Fair value of plan assets $ 6,974 $ 6,707 Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Cost components: Service cost $ (223 ) $ (265 ) $ (248 ) Interest cost (406 ) (466 ) (392 ) Expected return on plan assets 517 615 576 Net amortization and deferral (184 ) (284 ) (45 ) Settlement recognition — (536 ) (407 ) Total net periodic pension cost $ (296 ) $ (936 ) $ (516 ) The Company has a Supplemental Executive Retirement Plan, or SERP, to restore to executives designated by the Compensation Committee of the Board of Directors the full benefits under the pension plan that would otherwise be restricted by certain limitations now imposed under the Internal Revenue Code. The SERP is currently unfunded. The following SERP benefit information is as of December 31: ($ in thousands) 2016 2015 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 7,999 $ 7,431 Service cost — — Interest cost 323 278 Actuarial gain/assumption changes 129 726 Benefits paid (436 ) (436 ) Benefit obligation at end of year $ 8,015 $ 7,999 Accumulated benefit obligation at end of year $ 7,482 $ 7,117 Funded status - liability $ (8,015 ) $ (7,999 ) ($ in thousands) 2016 2015 Amounts recorded in stockholders’ equity Net actuarial loss (gain) $ 2,248 $ 2,462 Prior service cost — — Total amount recorded $ 2,248 $ 2,462 Amount recorded, net taxes $ 1,349 $ 1,477 Other changes in benefit obligations recognized in other comprehensive income for 2016 and 2015 include the following components: ($ in thousands) 2016 2015 Net (gain) loss $ 129 $ 726 Recognition of net actuarial gain or (loss) (343 ) (337 ) Total changes $ (214 ) $ 389 Changes, net of taxes $ 638 $ 233 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Amortization net actuarial gain or (loss) $ 372 Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2017 2018 2019 2020 2021 Thereafter $ 503 $ 498 $ 493 $ 488 $ 482 $ 2,559 The weighted-average discount rate and rate of increase in future compensation levels used in determining the actuarial present value of projected benefits obligation was 3.90% and 3.5% for 2016 , 4.15% and 3.5% for 2015 , and 3.85% and 3.5% for 2014 . Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Cost components: Service cost $ — $ — $ 26 Interest cost 323 278 258 Net amortization and deferral 343 337 23 Total net periodic pension cost $ 666 $ 615 $ 307 |
Business Segments
Business Segments | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Segments | SEGMENTS AND RELATED INFORMATION We currently operate in five reporting segments: commercial/industrial real estate development, resort/residential real estate development, mineral resources, farming, and ranch operations. Information pertaining to operating results of the Company's reporting segments are as follows: ($ in thousands) December 31, 2016 December 31, 2015 December 31, 2014 Revenues Real estate—commercial/industrial (1) $ 9,438 $ 8,272 $ 7,845 Mineral resources 14,153 15,116 16,255 Farming (2) 18,648 23,836 23,435 Ranch operations (1) 3,338 3,923 3,534 Segment revenues 45,577 51,147 51,069 Equity in unconsolidated joint ventures, net 7,098 6,324 5,294 Gain on sale of real estate 1,044 — — Investment income 457 528 696 Other income 158 381 526 Total revenues and other income 54,334 58,380 57,585 Segment Profits (Losses) Real estate—commercial/industrial (1) 2,338 1,578 639 Real estate—resort/residential (2) (1,630 ) (2,349 ) (2,608 ) Mineral resources 6,357 7,720 9,837 Farming (2) (25 ) 4,852 7,185 Ranch operations (1) (2,396 ) (2,189 ) (2,464 ) Segment profits (3) 4,644 9,612 12,589 Equity in unconsolidated joint ventures, net 7,098 6,324 5,294 Gain on sale of real estate 1,044 — — Investment income 457 528 696 Other income 158 381 526 Corporate expenses (12,550 ) (12,808 ) (10,646 ) Income from operations before income taxes $ 851 $ 4,037 $ 8,459 (1) During the fourth quarter of 2015, the Company reclassified revenues and expenses previously classified as commercial/industrial into a new segment called Ranch Operations. Ranch operations is comprised of grazing leases, game management and other ancillary services supporting the ranch. (2) During the fourth quarter of 2014, the Company determined hay crop sales previously recorded in the resort/residential segment revenues fit most appropriately with our farming segment revenues. The Company has reclassified prior periods to conform to the current year presentation. (3) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. The revenue components of the commercial/industrial real estate segment for the years ended December 31 are as follows: ($ in thousands) 2016 2015 2014 Pastoria Energy Facility Lease $ 3,612 $ 3,694 $ 3,445 Tejon Ranch Commerce Center 2,014 1,567 908 Commercial leases 1,587 1,368 1,021 Communication leases 806 784 782 Landscaping and other 709 859 1,181 Land Sale 710 — 508 Total commercial revenues $ 9,438 $ 8,272 $ 7,845 Equity in earnings of unconsolidated joint ventures 7,098 6,324 5,294 Commercial revenues & equity in earnings of unconsolidated joint ventures $ 16,536 $ 14,596 $ 13,139 Commercial lease revenue consists of land and building leases to tenants at our commercial retail and industrial developments, base and percentage rents from our PEF power plant lease, communication tower rents, and payments from easement leases. On November 2016, we sold building and land, that was part of our commercial segment, located in Rancho Santa Fe California for $4,700,000, recognizing a gain of $1,044,000, which is not included in the numbers above. The resort/residential real estate development segment is actively involved in the land entitlement and development process internally and through joint venture entities. The segment produced losses of $ 1,630,000 , $ 2,349,000 , and $ 2,608,000 during the years ended December 31, 2016 , 2015 , and 2014 , respectively. The mineral resources segment receives oil and mineral royalties from the exploration and development companies that extract or mine the natural resources from our land and receives revenue from water sales. The following table summarizes these activities for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Oil and gas $ 1,549 $ 2,661 $ 6,096 Rock aggregate 1,164 870 1,216 Cement 1,299 1,263 1,043 Land lease for oil exploration 176 157 198 Water sales 9,601 10,165 7,702 Reimbursable costs 364 — — Total mineral resources revenues $ 14,153 $ 15,116 $ 16,255 The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The revenue components of the farming segment were as follows for each of the year ended December 31: ($ in thousands) 2016 2015 2014 Almonds $ 7,373 $ 12,238 $ 10,036 Pistachios 6,199 6,425 7,585 Wine grapes 3,744 4,338 3,978 Hay 520 749 1,361 Total crop proceeds 17,836 23,750 22,960 Other farming revenues 812 86 475 Total farming revenues $ 18,648 $ 23,836 $ 23,435 Ranch operations consists of game management revenues and ancillary land uses such as grazing leases and filming. Within game management we operate our High Desert Hunt Club, a premier upland bird hunting club. The High Desert Hunt Club offers over 6,400 acres and 35 hunting fields, each field providing different terrain and challenges. The hunting season runs from mid-October through March. We sell individual hunting packages as well as memberships. Ranch operations also includes Hunt at Tejon, which offers a wide variety of guided big game hunts including trophy Rocky Mountain elk, deer, turkey and wild pig. We offer guided hunts and memberships for both the Spring and Fall hunting seasons. ($ in thousands) 2016 2015 2014 Game management $ 1,296 $ 1,658 $ 1,652 Grazing 1,187 1,484 1,155 High Desert Hunt Club 334 351 302 Filming and other 521 430 425 Total ranch operations revenues $ 3,338 $ 3,923 $ 3,534 Information pertaining to assets of the Company’s reporting segments is as follows for each of the years ended December 31: ($ in thousands) Identifiable Assets Depreciation and Amortization Capital Expenditures 2016 Real estate - commercial/industrial $ 65,290 $ 551 $ 5,196 Real estate - resort/residential 243,963 77 16,013 Mineral resources 45,066 1,357 2,161 Farming 36,895 1,150 2,006 Ranch operations 3,893 641 523 Corporate 44,594 773 481 Total $ 439,701 $ 4,549 $ 26,380 2015 Real estate - commercial/industrial $ 67,550 $ 469 $ 7,023 Real estate - resort/residential 228,064 71 16,404 Mineral resources 46,025 1,501 1,199 Farming 32,542 929 2,583 Ranch operations 4,313 460 299 Corporate 53,425 1,660 540 Total $ 431,919 $ 5,090 $ 28,048 2014 Real estate - commercial/industrial $ 67,640 $ 645 $ 8,391 Real estate - resort/residential 212,534 76 10,214 Mineral resources 47,434 1,351 — Farming 34,464 1,633 4,701 Ranch operations 4,295 453 561 Corporate 65,556 713 908 Total $ 431,923 $ 4,871 $ 24,775 Segment profits (losses) are total revenues less operating expenses, excluding interest income, corporate expenses, equity in earnings of unconsolidated joint ventures, and interest expense. Identifiable assets by segment include both assets directly identified with those operations and an allocable share of jointly used assets. Corporate assets consist primarily of cash and cash equivalents, marketable securities, deferred income taxes, and land and buildings. Land is valued at cost for acquisitions since 1936. Land acquired in 1936, upon organization of the Company, is stated on the basis carried by the Company’s predecessor. |
Investment in Unconsolidated an
Investment in Unconsolidated and Consolidated Joint Ventures | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated and Consolidated Joint Ventures | INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES The Company maintains investments in joint ventures. The Company accounts for its investments in unconsolidated joint ventures using the equity method of accounting unless the venture is a variable interest entity, or VIE, and meets the requirements for consolidation. The Company’s investment in its unconsolidated joint ventures at December 31, 2016 was $33,803,000 . The equity in the income of the unconsolidated joint ventures was $7,098,000 for the twelve months ended December 31, 2016 . The unconsolidated joint ventures have not been consolidated as of December 31, 2016 , because the Company does not control the investments. The Company’s current joint ventures are as follows: • Petro Travel Plaza Holdings LLC – TA/Petro is an unconsolidated joint venture with TravelCenters of America, LLC for the development and management of travel plazas and convenience stores. The Company has 50% voting rights and shares 60% of profit and losses in this joint venture. It houses multiple commercial eating establishments as well as diesel and gasoline operations in TRCC. The Company does not control the investment due to its having only 50% voting rights, and because our partner in the joint venture is the managing partner and performs all of the day-to-day operations and has significant decision making authority regarding key business components such as fuel inventory and pricing at the facility. At December 31, 2016 , the Company had an equity investment balance of $18,372,000 in this joint venture. • Majestic Realty Co. – Majestic Realty Co., or Majestic, is a privately-held developer and owner of master planned business parks in the United States. The Company partnered with Majestic to form two 50/50 joint ventures to acquire, develop, manage, and operate industrial real estate at TRCC. The partners have equal voting rights and equally share in the profit and loss of the joint venture. At December 31, 2016 , the Company's investment in these joint ventures was $1,655,000 , which includes our outside basis. ◦ In August 2016, we partnered with Majestic to form TRC-MRC 2, LLC to acquire, lease, and maintain a fully occupied warehouse at TRCC-West. The partnership acquired the 651,909 square foot building for $24,773,000 and was largely financed through a $21,080,000 promissory note guaranteed by both partners. The note matures in September 2020 and currently has an outstanding principal balance of $21,080,000 . ◦ In September 2016, TRC-MRC 1, LLC was formed to develop and operate an approximately 480,480 square foot industrial building at TRCC-East. The joint venture is currently constructing the industrial building. • Rockefeller Joint Ventures – The Company has three joint ventures with Rockefeller Group Development Corporation or Rockefeller. At December 31, 2016 , the Company’s combined equity investment balance in these three joint ventures was $13,776,000 . ◦ Two joint ventures are for the development of buildings on approximately 91 acres and are part of an agreement for the potential development of up to 500 acres of land in TRCC including pursuing Foreign Trade Zone, or FTZ, designation and development of the property within the FTZ for warehouse distribution and light manufacturing. The Company owns a 50% interest in each of the joint ventures. Currently the Five West Parcel LLC joint venture owns and leases a 606,000 square foot building to Dollar General which has now been extended to April 2022, and includes an option to extend for an additional three years. For operating revenue, please see the following table. The Five West Parcel joint venture currently has an outstanding term loan with a balance of $10,251,000 that matures on May 5, 2022. The Company and Rockefeller guarantee the performance of the debt. The second of these joint ventures, 18-19 West LLC, was formed in August 2009 through the contribution of 61.5 acres of land by the Company, which is being held for future development. Both of these joint ventures are being accounted for under the equity method due to both members having significant participating rights in the management of the ventures. ◦ The third joint venture is the TRCC/Rock Outlet Center LLC joint venture that was formed during the second quarter of 2013 to develop, own, and manage a net leasable 326,000 square foot outlet center on land at TRCC-East. The cost of the outlet center was approximately $87,000,000 and was funded through a construction loan for up to 60% of the costs and the remaining 40% was through equity contributions from the two members. The Company controls 50% of the voting interests of TRCC/Rock Outlet Center LLC, thus it does not control by voting interest alone. The Company is the named managing member, as such we considered the presumption that a managing member controls the limited liability company. The managing member's responsibilities relate to the routine day-to-day activities of TRCC/Rock Outlet Center LLC. However, all operating decisions during development and operations, including the setting and monitoring of the budget, leasing, marketing, financing and selection of the contractor for any of the project's construction, are jointly made by both members of the joint venture. Therefore, the Company concluded that both members have significant participating rights that are sufficient to overcome the presumption of the Company controlling the joint venture through it being named the managing member. Therefore, the investment in TRCC/Rock Outlet Center LLC is being accounted for under the equity method. The TRCC/Rock Outlet Center LLC joint venture is separate from the aforementioned agreement to potentially develop up to 500 acres of land in TRCC. During the fourth quarter of 2013, the TRCC/Rock Outlet Center LLC joint venture entered into a construction line of credit agreement with a financial institution for $52,000,000 that, as of December 31, 2016 , had an outstanding balance of $50,712,000 . The Company and Rockefeller guarantee the performance of the debt. • Centennial Founders, LLC – Centennial Founders, LLC, or CFL, is a joint venture with TRI Pointe Homes, Lewis Investment Company, and CalAtlantic that was organized to pursue the entitlement and development of land that the Company owns in Los Angeles County. Based on the Second Amended and Restated Limited Company Agreement of Centennial Founders, LLC and the change in control and funding that resulted from the amended agreement, Centennial Founders, LLC qualified as a VIE, beginning in the third quarter of 2009 and the Company was determined to be the primary beneficiary. As a result, Centennial Founders, LLC has been consolidated into our financial statements beginning in that quarter. Our partners retained a noncontrolling interest in the joint venture. On November 30, 2016, CFL and Lewis entered a Redemption and Withdrawal Agreement (the Agreement), whereby Lewis irrevocably and unconditionally withdrew as a member of CFL, CFL redeemed Lewis' entire interest for no consideration. As a result, our noncontrolling interest balance was reduced by $11,039,000 . At December 31, 2016 , the Company owned 84.07% of Centennial Founders, LLC. The Company’s investment balance in its unconsolidated joint ventures differs from its respective capital accounts in the respective joint ventures. The differential represents the difference between the cost basis of assets contributed by the Company and the agreed upon contribution value of the assets contributed. Condensed balance sheet information and statement of operations of the Company’s unconsolidated joint ventures are as follows: Balance Sheet Information as of December 31: Joint Venture TRC Assets Borrowings Equity Investment In 2016 2015 2016 2015 2016 2015 2016 2015 Petro Travel Plaza Holdings, LLC $ 68,652 $ 64,484 $ (15,275 ) $ (14,914 ) $ 51,287 $ 46,710 $ 18,372 $ 15,626 Five West Parcel, LLC 16,614 17,278 (10,251 ) (10,725 ) 6,043 6,213 2,837 2,922 18-19 West, LLC 4,623 4,640 — — 4,621 4,640 1,741 1,750 TRCC/Rock Outlet Center, LLC 86,056 89,289 (50,712 ) (51,557 ) 34,523 36,891 9,198 10,382 TRC-MRC 1, LLC 199 — — — 199 — 224 — TRC-MRC 2, LLC 23,965 — (21,080 ) — 2,592 — 1,431 — Total $ 200,109 $ 175,691 $ (97,318 ) $ (77,196 ) $ 99,265 $ 94,454 $ 33,803 $ 30,680 Centennial Founders, LLC $ 86,099 $ 81,981 $ — $ — $ 85,281 $ 81,227 Consolidated Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings(Loss) Equity in Earnings (Loss) 2016 2015 2014 2016 2015 2014 2016 2015 2014 Petro Travel Plaza Holdings, LLC $ 114,947 $ 115,776 $ 122,584 $ 12,077 $ 10,629 $ 8,229 $ 7,246 $ 6,377 $ 4,937 Five West Parcel, LLC 2,887 3,408 3,635 1,029 1,084 442 515 $ 542 $ 221 18-19 West, LLC 10 20 60 (129 ) (108 ) 15 (65 ) $ (54 ) $ 7 TRCC/Rock Outlet Center, LLC 1 9,542 8,988 5,220 (367 ) (1,082 ) 328 (184 ) $ (541 ) $ 164 TRC-MRC 1, LLC — — — — — — — $ — $ — TRC-MRC 2, LLC 2 1,178 — — (828 ) — — (414 ) — — Tejon Mountain Village, LLC — — — — — (70 ) — — (35 ) $ 128,564 $ 128,192 $ 131,499 $ 11,782 $ 10,523 $ 8,944 $ 7,098 $ 6,324 $ 5,294 Centennial Founders, LLC $ 520 $ 749 $ 1,361 $ (246 ) $ (140 ) $ 415 Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.9 million, $2.1 million, and $0.7 million as of December 31, 2016, 2015, and 2014, respectively. (2)Earnings for TRC-MRC 2, LLC include non-cash amortization of purchase accounting adjustments related to in-place leases of $1.2 million that will be amortized over the remaining lease period. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS During 2014, we had a gain of $1,145,000 related to a land sale of $1,268,000 sold to the TA/Petro joint venture. Related to the sale, we recognized $458,000 of the gain and deferred $687,000 of the gain, which will be recognized at the time we exit the joint venture or the joint venture is terminated. TA/Petro is an unconsolidated joint venture with TravelCenters of America, LLC for the development and management of travel plazas and convenience stores. The company has 50% voting rights and shares 60% of profit and losses in this joint venture, which owns and operates travel plazas/commercial highway operations in TRCC. See Note 17 (Investments in Unconsolidated and Consolidated Joint Ventures) of the Notes to Consolidated Financial Statements for further detail regarding the TA/Petro unconsolidated joint venture. Also during 2014, the Company completed the asset purchase of DMB TMV LLC's membership interest in TMV LLC, which increased our development in process balance by $101,648,000 . TCWD is a not-for-profit governmental entity, organized on December 28, 1965, pursuant to Division 13 of the Water Code, State of California. TCWD is a landowner voting district, which requires an elector, or voter, to be an owner of land located within the district. TCWD was organized to provide the water needs for future municipal and industrial development. The Company is the largest landowner and taxpayer within TCWD. The Company has a water service contract with TCWD that entitles us to receive all of TCWD’s State Water Project entitlement and all of TCWD’s banked water. TCWD is also entitled to make assessments of all taxpayers within the district, to the extent funds are required to cover expenses and to charge water users within the district for the use of water. From time to time, we transact with TCWD in the ordinary course of business. We believe that the terms negotiated for all transactions are no less favorable than those that could be negotiated in arm’s length transactions. |
Unaudited Quarterly Operating R
Unaudited Quarterly Operating Results | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Operating Results | UNAUDITED QUARTERLY OPERATING RESULTS The following is a tabulation of unaudited quarterly operating results for the years indicated: ($ in thousands, except per share) Total Revenue 1 Segment Profit (Loss) Net Income (Loss) Net Income (Loss) attributable to Common Stockholders Net Income (loss) Per Share Net Income(Loss), Per Share attributable to Common Stockholders 2 2016 First Quarter $ 13,122 $ 3,186 $ 1,195 $ 1,209 $ 0.06 $ 0.06 Second Quarter 7,006 56 (728 ) (688 ) (0.04 ) $ (0.03 ) Third Quarter 13,223 1,187 317 324 0.02 $ 0.02 Fourth Quarter 12,841 215 (269 ) (287 ) (0.01 ) (0.01 ) $ 46,192 $ 4,644 $ 515 $ 558 2015 First Quarter $ 16,826 $ 4,643 $ 1,601 $ 1,617 $ 0.08 $ 0.08 Second Quarter 7,159 1,362 377 406 0.02 $ 0.02 Third Quarter 12,187 (614 ) (811 ) (788 ) (0.04 ) $ (0.04 ) Fourth Quarter 15,884 4,221 1,745 1,715 0.08 $ 0.08 $ 52,056 $ 9,612 $ 2,912 $ 2,950 _______________________________ (1) Includes investment income and other income. (2) Net income (loss) per share on a diluted basis. Quarterly rounding of per share amounts can result in a variance from the reported annual amount. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, and the accounts of all subsidiaries and investments in which a controlling interest is held by the Company. All significant intercompany transactions have been eliminated in consolidation. We have evaluated subsequent events through the date of issuance of our consolidated financial statements. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The carrying amount for cash equivalents approximates fair value. |
Marketable Securities | Marketable Securities The Company considers those investments not qualifying as cash equivalents, but which are readily marketable, to be marketable securities. The Company classifies all marketable securities as available-for-sale. These are stated at fair value with the unrealized gains (losses), net of tax, reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of equity. |
Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures Investments in unconsolidated joint ventures in which the Company does not have a controlling interest, or is not the primary beneficiary if the joint venture is determined to be a variable interest entity under Accounting Standards Codification 810 – “Consolidation,” are accounted for under the equity method of accounting and, accordingly, are adjusted for capital contributions, distributions, and the Company’s equity in net earnings or loss of the respective joint venture. |
Fair Values of Financial Instruments | Fair Values of Financial Instruments The Company follows the Financial Accounting Standards Board's authoritative guidance for fair value measurements of certain financial instruments. The guidance defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the exchange (exit) price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This guidance establishes a three-level hierarchy for fair value measurements based upon the inputs to the valuation of an asset or liability. Observable inputs are those which can be easily seen by market participants while unobservable inputs are generally developed internally, utilizing management’s estimates and assumptions: • Level 1 – Valuation is based on quoted prices in active markets for identical assets and liabilities. • Level 2 – Valuation is determined from quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar instruments in markets that are not active, or by model-based techniques in which all significant inputs are observable in the market. • Level 3 – Valuation is derived from model-based techniques in which at least one significant input is unobservable and based on our own estimates about the assumptions that market participants would use to value the asset or liability. When available, we use quoted market prices in active markets to determine fair value. We consider the principal market and nonperformance risk associated with our counterparties when determining the fair value measurement. Fair value measurements are used on a recurring basis for marketable securities, investments within the pension plan and hedging instruments, if any. |
Interest Rate Swap Agreements | Interest Rate Swap Agreements In October 2014, we entered into an interest rate swap agreement with Wells Fargo. See Note 8 (Line of Credit and Long-Term Debt) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. We believe it is prudent at times to limit the variability of floating-rate interest payments and in the past have entered into interest rate swaps to manage those fluctuations. We recognize interest rate swap agreements as either an asset or liability on the balance sheet at fair value. The accounting for changes in fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a Company must designate the hedging instrument, based on the hedged exposure, as a fair value hedge, a cash flow hedge, or a hedge of a net investment in a foreign operation. Our interest rate swap agreement is considered a cash flow hedge because it was designed to match the terms of the Term Loan as a hedge of the exposure to variability in expected future cash flows. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the earnings effect of the hedged transactions in a cash flow hedge. This interest rate swap agreement will be evaluated based on whether it is deemed “highly effective” in reducing our exposure to variable interest rates. We formally document all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. We make an assessment at the inception of each interest rate swap agreement and on a quarterly basis to determine whether these instruments are “highly effective” in offsetting changes in cash flows associated with the hedged items. The ineffective portion of each interest rate swap agreement is immediately recognized in earnings. While we intend to continue to meet the conditions for such hedge accounting, if swaps did not qualify as “highly effective,” the changes in the fair values of the derivatives used as hedges would be reflected in earnings. The effective portion of changes in the fair value of our interest rate swap agreements that are designated and that qualify as cash flow hedges is recognized in accumulated other comprehensive income. Amounts classified in accumulated other comprehensive income will be reclassified into earnings in the period during which the hedged transactions affect earnings. The fair value of each interest rate swap agreement is determined using widely accepted valuation techniques including discounted cash flow analyses on the expected cash flows of each derivative. These analyses reflect the contractual terms of the derivatives, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities (also referred to as “significant other observable inputs”). The fair values of our interest rate swap agreements are determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs” such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreements. |
Variable Interest Entity | Variable Interest Entity We evaluate all of our interests in VIEs for consolidation. When our interests are determined to be variable interests, we assess whether we are deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. ASC810, Consolidation, defines the primary beneficiary as the party that has both (i) the power to direct the activities of the VIE that most significantly impact its economic performance, and (ii) the obligation to absorb losses and the right to receive benefits from the VIE which could be potentially significant. We consider our variable interests as well as any variable interests of our related parties in making this determination. Where both of these factors are present, we are deemed to be the primary beneficiary and we consolidate the VIE. Where either one of these factors is not present, we are not the primary beneficiary and do not consolidate the VIE. To assess whether we have the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, we consider all facts and circumstances, including our role in establishing the VIE and our ongoing rights and responsibilities. This assessment includes first, identifying the activities that most significantly impact the VIE’s economic performance; and second, identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE or have the right to unilaterally remove those decision makers are deemed to have the power to direct the activities of a VIE. Effective January 1, 2016, we implemented Accounting Standards Update (“ASU”) 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis, which specifies that the right to remove the decision maker in a VIE must be exercisable without cause for the decision maker to not be deemed the party that has the power to direct the activities of a VIE. The application of the ASU to our pre-existing entities did not change our respective conclusions as to whether or not they should be consolidated. To assess whether we have the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, we consider all of our economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that we apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing significance include: the design of the VIE, including its capitalization structure; subordination of interests; payment priority; relative share of interests held across various classes within the VIE’s capital structure; and the reasons why the interests are held by us. |
Credit Risk | Credit Risk The Company grants credit in the course of operations to co-ops, wineries, nut marketing companies, and lessees of the Company’s facilities. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. Our commercial revenues are derived primarily from rental payments and reimbursement of operating expenses under our leases. If our client tenants fail to make rental payments under their leases, our financial condition, and cash flows could be adversely affected. Please refer to Rental Income for process of evaluating and monitoring credit quality of tenants. As of December 31, 2016 and 2015 , the PEF power plant lease generated approximately 8% and 7% of our total revenues, respectively. We had no customers account for 5% or more of our revenues from operations in 2016 . The Company maintains its cash and cash equivalents in federally insured financial institutions. The account balances at these institutions periodically exceed FDIC insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant. |
Farm Inventories | Farm Inventories Costs of bringing crops to harvest are inventoried when incurred. Such costs are expensed when the crops are sold. Expenses are computed and recognized on an average cost per pound or per ton basis, as appropriate. Costs during the current year related to the next year’s crop are inventoried and carried in inventory until the matching crop is harvested and sold. Farm inventories held for sale are valued at the lower of cost (first-in, first-out method) or market. |
Property and Equipment | Property and Equipment Property and equipment are stated on the basis of cost, except for land acquired upon organization in 1936, which is stated on the basis carried by the Company’s predecessor. Depreciation is computed using the straight-line method over the estimated useful lives of the various assets. |
Long-term Water Assets | Long-Term Water Assets Long-term purchased water contracts are in place with the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water Storage District. These contracts provide the Company with the right to receive water over the term of the contracts that expire in 2035. The Company also purchased a contract that allows and requires it to purchase 6,693 acre-feet of water each year from the Nickel Family LLC. The initial term of this contract runs through 2044. The purchase price of these contracts is being amortized on the straight-line basis over their contractual life. Water contracts with the Wheeler Ridge Maricopa Water Storage District and the Tejon-Castac Water District are also in place, but were entered into with each district at inception and not purchased later from third parties, and therefore do not have a related financial value on the books of the Company. As a result, there is no amortization expense related to these contracts. |
Vineyards and Orchards | Vineyards and Orchards Costs of planting and developing vineyards and orchards are capitalized until the crops become commercially productive. Interest costs and depreciation of irrigation systems and trellis installations during the development stage are also capitalized. Revenues from crops earned during the development stage are netted against development costs. Depreciation commences when the crops become commercially productive. At the time farm crops are harvested, contracted, and delivered to buyers and revenues can be estimated, revenues are recognized and any related inventoried costs are expensed, which traditionally occurs during the third and fourth quarters of each year. It is not unusual for portions of our almond or pistachio crop to be sold in the year following the harvest. Orchard (almond and pistachio) revenues are based upon the contract settlement price or estimated selling price, whereas vineyard revenues are typically recognized at the contracted selling price. Estimated prices for orchard crops are based upon the quoted estimate of what the final market price will be by marketers and handlers of the orchard crops. These market price estimates are updated through the crop payment cycle as new information is received as to the final settlement price for the crop sold. These estimates are adjusted to actual upon receipt of final payment for the crop. This method of recognizing revenues on the sale of orchard crops is a standard practice within the agribusiness community. Adjustments for differences between original estimates and actual revenues received are recorded during the period in which such amounts become known. |
Common Stock Options and Grants | Common Stock Options and Grants The Company follows Accounting Standards Codification (“ASC”) 718, “Compensation – Stock Compensation” in accounting for stock incentive plans using the fair value method of accounting. The estimated fair value of the restricted stock grants and restricted stock units are expensed over the expected vesting period. For performance based grants the Company makes estimates of the number of shares that will actually be granted based upon estimated ranges of success in meeting defined performance measures. Periodically, the Company updates its estimates and reflects any changes to the estimate in the consolidated statements of operations. |
Long-Lived Assets | Long-Lived Assets In accordance with ASC 360 “Property, Plant, and Equipment” the Company records impairment losses on long-lived assets held and used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than their related carrying amounts. In addition, the Company accounts for long-lived assets to be disposed of at the lower of their carrying amounts or fair value less selling and disposal costs. |
Sales of Real Estate | Sales of Real Estate In recognizing revenue from land sales, the Company follows the provisions in ASC 976 “Real Estate – Retail Land” to record these sales. ASC 976 provides specific sales recognition criteria to determine when land sales revenue can be recorded. For example, ASC 976 requires a land sale to be consummated with a sufficient down payment of at least 20% to 25% of the sales price depending upon the type and timeframe for development of the property sold, and that any receivable from the sale cannot be subject to future subordination. In addition, the seller cannot retain any material continuing involvement in the property sold, or be required to develop the property in the future or construct facilities or off-site improvements. |
Sales of Easements | Sales of Easements From time to time the Company sells easements over its land and the easements are either in the form of rights of access granted for such things as utility corridors or are in the form of conservation easements that generally require the Company to divest its rights to commercially develop a portion of its land, but do not result in a change in ownership of the land or restrict the Company from continuing other revenue generating activities on the land. Sales of conservation easements are accounted for in accordance with Staff Accounting Bulletin Topic 13 - Revenue Recognition, or SAB Topic 13. Since the conservation easements generally do not impose any significant continuing performance obligations on the Company, revenue from conservation easement sales have been recognized when the four criteria of SAB Topic 13 have been met, which generally occurs in the period the sale has closed and consideration has been received. |
Allocation of Costs Related to Land Sales and Leases | Allocation of Costs Related to Land Sales and Leases When the Company sells land within one of its real estate developments and has not completed all infrastructure development related to the total project, the Company follows ASC 976 “Real Estate – Retail Land” to determine the appropriate costs of sales for the sold land and the timing of recognition of the sale. In the calculation of cost of sales or allocations to leased land, the Company uses estimates and forecasts to determine total costs at completion of the development project. These estimates of final development costs can change as conditions in the market change and costs of construction change. |
Royalty Income | Royalty Income Royalty revenues are contractually defined as to the percentage of royalty and are tied to production and market prices. The Company’s royalty arrangements generally require payment on a monthly basis with the payment based on the previous month’s activity. The Company accrues monthly royalty revenues based upon estimates and adjusts to actual as the Company receives payments. |
Rental Income | Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. We classify amounts currently recognized as income, and amounts expected to be received in later years, as an asset in deferred rent in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accounts payable, accrued expenses, and tenant security deposits in the accompanying consolidated balance sheets. We commence recognition of rental income at the date the property is ready for its intended use and the client tenant takes possession of or controls the physical use of the property. During the term of each lease, we monitor the credit quality of our tenants by (i) reviewing the credit rating of tenants that are rated by a nationally recognized credit rating agency, (ii) reviewing financial statements of the client tenants that are publicly available or that are required to be delivered to us pursuant to the applicable lease, (iii) monitoring news reports regarding our tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. We have employees who are assigned the responsibility for assessing and monitoring the credit quality of our tenants and any material changes in credit quality. |
Environmental Expenditures | Environmental Expenditures Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and which do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Generally, the timing of these accruals coincides with the completion of a feasibility study or the Company’s commitment to a formal plan of action. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statement dates and the reported amounts of revenue and expenses during the reporting period. Due to uncertainties inherent in the estimation process, it is reasonably possible that actual results could differ from these estimates. |
Reclassifications | Reclassifications The Company has made certain reclassifications to the prior periods to conform to the current year presentation |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2016, the FASB issued ASU 2016-01, "Financial Statements - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities," which requires equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting) to be measured at fair value with changes in fair value recognized in net income. There will no longer be an available-for-sale classification for equity securities with readily determinable fair values. The new guidance is effective for periods beginning after December 15, 2017, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases." From the lessee's perspective, the new standard establishes a right-of-use, or ROU, model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement for a lessee. From the lessor's perspective, the new standard requires a lessor to classify leases as either sales-type, finance or operating. A lease will be treated as a sale if it transfers all of the risks and rewards, as well as control of the underlying asset, to the lessee. If risks and rewards are conveyed without the transfer of control, the lease is treated as a financing lease. If the lessor doesn’t convey risks and rewards or control, an operating lease results. ASU 2016-02 is effective for periods beginning after December 15, 2018. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In March 2016, the FASB issued an ASU No. 2016-08, "Revenue from Contracts" with Customers that further clarifies an ASU issued in 2014 on recognition of revenue arising from contracts with customers. The core principle of this ASU is that entities will recognize revenue to represent the transfer of goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in such exchange. Leases are specifically excluded from this ASU and will be governed by the applicable lease codification. However, this update may have implications in certain variable payment terms included in lease agreements and in sale and leaseback transactions. The ASU is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2017. The Company's preliminary assessment of revenues from contracts yielded an immaterial impact to the Company's consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, "Compensation—Stock Compensation (Topic 718) — Improvements to Employee Share-Based Payment Accounting." This ASU includes a requirement that the tax effect related to the settlement of share-based awards be recorded in income tax benefit or expense in the statements of earnings rather than directly to additional paid-in-capital. This change has no impact on total shareholders’ equity and is required to be adopted prospectively. In addition, the ASU modifies the classification of certain share-based payment activities within the statements of cash flows and this change is generally required to be applied retrospectively. The ASU also allows for forfeitures to be recorded when they occur rather than estimated over the vesting period. The ASU is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2016, with early adoption permitted. This change is required to be applied on a modified retrospective basis. The adoption of ASU 2016-09 for the most part is not expected to have a material impact on our financial condition, results of operations or cash flows. However, the update may add volatility to our income tax expense in future periods depending upon, among other things, the level of tax expense and the price of the Company's common stock at the date of vesting for share-based awards. The Company will continue to record forfeitures over the vesting period. The impact of the other aspects of ASU 2016-09 are based on the Company’s future stock price at the date of vesting or exercise of share-based payments as well as the timing of exercises and, as such, the Company cannot estimate the impact of these aspects, other than to expect that the adoption of this standard will benefit future tax expense in the short term, the extent to which cannot be reasonably estimated at this time, nor can we estimate whether such benefits will continue or will result in increased tax expense in the longer term. In June 2016, the FASB issued an ASU No. 2016-13 "Financial Instruments—Credit Losses (Topic 326)" changing the impairment model for most financial instruments by requiring companies to recognize an allowance for expected losses, rather than incurred losses as required currently by the other-than-temporary impairment model. The ASU will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases, and off-balance-sheet credit exposures (e.g., loan commitments). The ASU is effective for reporting periods beginning after December 15, 2019, with early adoption permitted, and will be applied as a cumulative adjustment to retained earnings as of the effective date. The Company is currently in the process of evaluating the impact of the adoption of this ASU on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 “Statement of Cash Flows (Topic 230),” is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The new guidance addresses the classification of various transactions including distributions received from equity method investments. The new guidance allows companies to adopt the cumulative earnings or nature of distribution for classifying distributions received from equity method investments. The ASU is effective for reporting periods beginning after December 15, 2017, with early adoption permitted, and will be applied retrospectively. During the year ended December 31, 2016, we received distributions of $4,500,000 and $1,600,000 classified as operating and investing activities, respectively, on our consolidated statements of cash flows. Classifications were determined using the cumulative earnings approach. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Property and equipment and their respective useful lives | Our property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2016 December 31, 2015 Vineyards and orchards 20 $ 49,210 $ 48,008 Machinery, furniture fixtures and other equipment 3 - 10 19,807 18,072 Buildings and improvements 10 - 27.5 8,828 8,828 Land and land improvements 15 7,456 7,722 Development in process 8,908 7,413 94,209 90,043 Less: accumulated depreciation (48,175 ) (45,574 ) $ 46,034 $ 44,469 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of weighted average number of shares outstanding | Diluted net income (loss) per share attributable to common stockholders is based upon the weighted-average number of shares of common stock outstanding and the weighted-average number of shares outstanding assuming the issuance of common stock upon exercise of stock options, warrants to purchase common stock, and the vesting of restricted stock grants per ASC 260, “Earnings Per Share.” Twelve Months Ended December 31, 2016 2015 2014 Weighted average number of shares outstanding: Common stock 20,737,903 20,665,792 20,595,422 Common stock equivalents-stock options, grants 46,839 71,879 37,033 Diluted shares outstanding 20,784,742 20,737,671 20,632,455 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of available-for-sale securities | The following is a summary of available-for-sale securities at December 31: ($ in thousands) 2016 2015 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 1,868 $ 1,863 $ 4,810 $ 4,797 with unrecognized losses for more than 12 months — — 239 238 with unrecognized gains 3,320 3,329 2,800 2,805 Total Certificates of deposit Level 1 5,188 5,192 7,849 7,840 U.S. Treasury and agency notes with unrecognized losses for less than 12 months 947 946 860 857 with unrecognized losses for more than 12 months — — — — with unrecognized gains 857 859 736 738 Total U.S. Treasury and agency notes Level 2 1,804 1,805 1,596 1,595 Corporate notes with unrecognized losses for less than 12 months 11,658 11,592 14,638 14,516 with unrecognized losses for more than 12 months 1,053 1,042 2,080 2,061 with unrecognized gains 3,431 3,435 3,334 3,339 Total Corporate notes Level 2 16,142 16,069 20,052 19,916 Municipal notes with unrecognized losses for less than 12 months 2,556 2,526 1,742 1,725 with unrecognized losses for more than 12 months 271 269 301 298 with unrecognized gains 812 814 1,435 1,441 Total Municipal notes Level 2 3,639 3,609 3,478 3,464 $ 26,773 $ 26,675 $ 32,975 $ 32,815 |
Summary of maturities, at par, of marketable securities by year | The following tables summarize the maturities, at par, of marketable securities by year ($ in thousands): December 31, 2016 2017 2018 2019 2020 Total Certificates of deposit $ 531 $ 4,306 $ 324 $ — $ 5,161 U.S. Treasury and agency notes 1,234 444 142 — 1,820 Corporate notes 4,316 7,133 4,232 — 15,681 Municipal notes 840 1,688 1,075 — 3,603 $ 6,921 $ 13,571 $ 5,773 $ — $ 26,265 December 31, 2015 2016 2017 2018 2019 Total Certificates of deposit $ 2,492 $ 631 $ 4,510 $ 169 $ 7,802 U.S. Treasury and agency notes 100 759 579 188 1,626 Corporate notes 4,572 6,525 6,462 1,881 19,440 Municipal notes 995 940 1,455 — 3,390 $ 8,159 $ 8,855 $ 13,006 $ 2,238 $ 32,258 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Components of inventories | Inventories consist of the following at December 31: ($ in thousands) 2016 2015 Farming inventories $ 2,709 $ 3,248 Other 375 269 $ 3,084 $ 3,517 |
Real Estate (Tables)
Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate [Abstract] | |
Schedule of Real Estate | Real estate consists of the following at December 31: ($ in thousands) 2016 2015 Real estate development Mountain Village $ 126,096 $ 120,954 Centennial 89,381 84,194 Grapevine 23,917 18,285 Tejon Ranch Commerce Center 8,871 12,033 Real estate development 248,265 235,466 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 21,643 19,783 Rancho Santa Fe and Other — 4,242 Real estate and improvements - held for lease 21,643 24,025 Less accumulated depreciation (1,617 ) (2,083 ) Real estate and improvements - held for lease, net $ 20,026 $ 21,942 |
Long Term Water Assets (Tables)
Long Term Water Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of water assets | Water assets consist of the following: (in acre feet, unaudited) December 31, 2016 December 31, 2015 Banked water and water for future delivery AVEK water bank 13,033 13,033 Company water bank 17,287 8,700 AVEK water for future delivery 2,362 2,362 Total Company and AVEK banked water 32,682 24,095 Transferable water * 9,062 14,786 Water Contracts 10,137 10,137 Total purchased water - third parties 51,881 49,018 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 TCWD - Banked water contracted to Company 33,390 34,496 Total purchased and contracted water sources in acre feet 106,567 104,810 * 9,061 acre-feet of transferable water with AVEK will be returned to the Company at a 1.5 to 1 factor giving the Company use of a total of 13,594 feet. ($ in thousands) December 31, 2016 December 31, 2015 Banked water and water for future delivery $ 4,779 $ 4,779 Transferable water 9,075 9,117 Water Contracts 29,910 31,261 Total long-term assets 43,764 45,157 less: Current portion (1,351 ) (1,351 ) $ 42,413 $ 43,806 |
Accrued Liabilities and Other (
Accrued Liabilities and Other (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities and other consists of the following: ($ in thousands) December 31, 2016 December 31, 2015 Accrued vacation $ 901 $ 801 Accrued paid personal leave 590 585 Accrued bonus 1,346 1,549 Other 351 557 $ 3,188 $ 3,492 |
Line-of-Credit and Long-term 35
Line-of-Credit and Long-term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Components of debt | Debt consists of the following: ($ in thousands) December 31, 2016 December 31, 2015 Revolving line of credit $ 7,700 $ — Notes payable 73,400 74,215 Other borrowings 467 — Total short-term and long-term debt 81,567 74,215 Less line-of-credit and current maturities of long-term debt (11,553 ) (815 ) Less deferred loan costs (161 ) (177 ) Long-term debt, less current portion $ 69,853 $ 73,223 |
Summary of outstanding indebtedness and respective principal maturities | The following table summarizes our outstanding indebtedness and respective principal maturities as of December 31, ($ in thousands) 2017 2018 2019 2020 2021 Thereafter Total Term loan $ 3,393 $ 3,563 $ 3,715 $ 3,881 $ 4,051 $ 50,836 $ 69,439 Promissory note 266 277 289 302 315 2,512 3,961 Other borrowings 194 218 54 — — — 466 Total long-term debt $ 3,853 $ 4,058 $ 4,058 $ 4,183 $ 4,366 $ 53,348 $ 73,866 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other liabilities consist of the following: ($ in thousands) December 31, 2016 December 31, 2015 Pension liability (See Note 15) $ 2,931 $ 2,263 Interest rate swap liability (See Note 10) 1,865 2,905 Supplemental executive retirement plan liability (See Note 15) 8,015 7,999 Other 223 84 $ 13,034 $ 13,251 |
Interest Rate Swap Liability (T
Interest Rate Swap Liability (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | We had the following outstanding interest rate swap agreement designated as cash flow hedges of interest rate risk as of December 31, 2016 ($ in thousands): Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value as of 12/31/2016 Notional Amount as of 12/31/2016 October 15, 2014 October 5, 2024 Level 2 4.11% $(1,865) $69,439 |
Stock Compensation - Restrict38
Stock Compensation - Restricted Stock and Performance Share Grants (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stock Compensation - Restricted Stock and Performance Share Grants [Abstract] | |
Summary of performance share grants with performance conditions | The following is a summary of the Company's performance share grants with performance conditions for the year ended December 31, 2016 : Performance Share Grants with Performance Conditions Below threshold performance — Threshold performance 133,073 Target performance 293,967 Maximum performance 440,751 |
Summary of stock grant activity | The following is a summary of the Company’s stock grant activity, both time and performance unit grants, assuming target achievement for outstanding performance grants for the following twelve month periods ended: December 31, 2016 December 31, 2015 December 31, 2014 Stock Grants Outstanding Beginning of the Year at Target Achievement 272,353 237,045 265,701 New Stock Grants/Additional shares due to maximum achievement 287,091 114,221 165,996 Vested Grants (172,749 ) (52,436 ) (41,694 ) Expired/Forfeited Grants (524 ) (26,477 ) (152,958 ) Stock Grants Outstanding at Target Achievement 386,171 272,353 237,045 |
Summary of stock compensation costs for Employee and NDSI Plans | The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan: December 31, 2016 December 31, 2015 December 31, 2014 Expensed $ 3,847,000 $ 2,989,000 $ 2,645,000 Capitalized 296,000 165,000 95,000 4,143,000 3,154,000 2,740,000 NDSI Plan 738,000 768,000 889,000 $ 4,881,000 $ 3,922,000 $ 3,629,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of provision (benefit) for income taxes | The provision for income taxes consists of the following at December 31: ($ in thousands) 2016 2015 2014 Total provision: $ 336 $ 1,125 $ 2,697 Federal: Current (758 ) 1,521 2,289 Deferred 1,021 (682 ) (313 ) 263 839 1,976 State: Current (145 ) 585 603 Deferred 218 (299 ) 118 73 286 721 $ 336 $ 1,125 $ 2,697 |
Reconciliation of income tax expense from statutory Federal income tax rate | The reasons for the difference between total income tax expense and the amount computed by applying the statutory Federal income tax rate of 34% to income before taxes are as follows for the years ended December 31: ($ in thousands) 2016 2015 2014 Income tax at statutory rate $ 304 $ 1,360 $ 2,912 State income taxes, net of Federal benefit 42 213 452 Oil and mineral depletion (161 ) (213 ) (385 ) Permanent differences 82 (92 ) (172 ) Other 69 (143 ) (110 ) Total provision $ 336 $ 1,125 $ 2,697 |
Components of net deferred tax assets and liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows at December 31: ($ in thousands) 2016 2015 Deferred income tax assets: Accrued expenses $ 561 $ 578 Deferred revenues 654 652 Capitalization of costs 3,224 3,023 Pension adjustment 4,690 4,396 Stock grant expense 2,309 3,593 State deferred taxes 37 221 Book deferred gains 1,912 1,711 Joint venture allocations 932 860 Provision for additional capitalized costs 1,003 1,003 Interest rate swap 799 1,244 Other 41 3 Total deferred income tax assets $ 16,162 $ 17,284 Deferred income tax liabilities: Deferred gains $ 51 $ 1,390 Depreciation 5,279 5,040 Cost of sales allocations 1,252 1,252 Joint venture allocations 5,389 3,121 Straight line rent 926 929 Prepaid expenses 323 149 State deferred taxes 470 617 Other 190 127 Total deferred income tax liabilities $ 13,880 $ 12,625 Net deferred income tax asset $ 2,282 $ 4,659 Allowance for deferred tax assets — — Net deferred taxes $ 2,282 $ 4,659 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Summary of income from commercial rents included in real estate revenue | The following is a summary of income from commercial rents included in real estate revenue as of December 31: 2016 2015 2014 Base rent $ 5,613,000 $ 5,208,000 $ 4,934,000 Percentage rent $ 495,000 $ 652,000 $ 422,000 |
Schedule of future minimum rental income | Future minimum rental income on commercial, communication and right-of-way on non-cancelable leases as of December 31, 2016 : 2017 2018 2019 2020 2021 Thereafter $ 5,330 $ 5,063 $ 4,996 $ 5,006 $ 4,708 $ 23,980 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Pension plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Summary of changes in benefit obligations and plan assets | The following table sets forth changes in the plan's net benefit obligation and accumulated benefit information as of December 31: ($ in thousands) 2016 2015 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 8,970 $ 11,051 Service cost 223 265 Interest cost 406 466 Actuarial gain/assumption changes 378 (1,239 ) Benefits paid (50 ) (33 ) Settlements paid (22 ) (1,540 ) Benefit obligation at end of year $ 9,905 $ 8,970 Accumulated benefit obligation at end of year $ 8,475 $ 7,661 Change in Plan Assets Fair value of plan assets at beginning of year $ 6,707 $ 7,972 Actual return on plan assets 339 (142 ) Employer contribution — 450 Benefits/expenses paid (50 ) (33 ) Settlements paid (22 ) (1,540 ) Fair value of plan assets at end of year $ 6,974 $ 6,707 Funded status - liability $ (2,931 ) $ (2,263 ) Amounts recorded in equity Net actuarial loss $ 3,465 $ 3,123 Prior service cost (61 ) (90 ) Total amount recorded $ 3,404 $ 3,033 Amount recorded, net taxes $ 2,042 $ 1,820 |
Schedule of other changes in plan assets and benefit obligations recognized in other comprehensive income | Other changes in plan assets and benefit obligations recognized in other comprehensive income include the following as of December 31: ($ in thousands) 2016 2015 Net loss (gain) $ 556 $ (482 ) Recognition of net actuarial loss (213 ) (849 ) Recognized prior service cost 29 29 Total changes $ 372 $ (1,302 ) Changes, net of taxes $ 188 $ (781 ) |
Summary of amounts expected to be recognized as component of net periodic pension costs during the next fiscal year | The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Amortization net actuarial gain $ 230 Amortization prior service cost $ (29 ) |
Schedule of expected annual benefit payments | Based on actuarial estimates, it is expected that annual benefit payments from the pension trust will be as follows: 2017 2018 2019 2020 2021 Thereafter $ 181 $ 179 $ 245 $ 257 $ 269 $ 2,121 |
Schedule of fair value of plan assets by investment type | See the following table for fair value hierarchy by investment type at December 31: ($ in thousands) Fair Value Hierarchy 2016 2015 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 776 $ 459 Collective Funds Level 2 3,423 2,726 Treasury/Corporate Notes Level 2 1,181 1,181 Corporate Equities Level 1 1,594 2,341 Fair value of plan assets $ 6,974 $ 6,707 |
Components of net periodic pension cost | Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Cost components: Service cost $ (223 ) $ (265 ) $ (248 ) Interest cost (406 ) (466 ) (392 ) Expected return on plan assets 517 615 576 Net amortization and deferral (184 ) (284 ) (45 ) Settlement recognition — (536 ) (407 ) Total net periodic pension cost $ (296 ) $ (936 ) $ (516 ) |
SERP | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Summary of changes in benefit obligations and plan assets | The following SERP benefit information is as of December 31: ($ in thousands) 2016 2015 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 7,999 $ 7,431 Service cost — — Interest cost 323 278 Actuarial gain/assumption changes 129 726 Benefits paid (436 ) (436 ) Benefit obligation at end of year $ 8,015 $ 7,999 Accumulated benefit obligation at end of year $ 7,482 $ 7,117 Funded status - liability $ (8,015 ) $ (7,999 ) ($ in thousands) 2016 2015 Amounts recorded in stockholders’ equity Net actuarial loss (gain) $ 2,248 $ 2,462 Prior service cost — — Total amount recorded $ 2,248 $ 2,462 Amount recorded, net taxes $ 1,349 $ 1,477 |
Schedule of other changes in plan assets and benefit obligations recognized in other comprehensive income | Other changes in benefit obligations recognized in other comprehensive income for 2016 and 2015 include the following components: ($ in thousands) 2016 2015 Net (gain) loss $ 129 $ 726 Recognition of net actuarial gain or (loss) (343 ) (337 ) Total changes $ (214 ) $ 389 Changes, net of taxes $ 638 $ 233 |
Summary of amounts expected to be recognized as component of net periodic pension costs during the next fiscal year | The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Amortization net actuarial gain or (loss) $ 372 |
Schedule of expected annual benefit payments | Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2017 2018 2019 2020 2021 Thereafter $ 503 $ 498 $ 493 $ 488 $ 482 $ 2,559 |
Components of net periodic pension cost | Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Cost components: Service cost $ — $ — $ 26 Interest cost 323 278 258 Net amortization and deferral 343 337 23 Total net periodic pension cost $ 666 $ 615 $ 307 |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |
Reconciliation of revenues, segment profits (losses) and net income (loss) | Information pertaining to operating results of the Company's reporting segments are as follows: ($ in thousands) December 31, 2016 December 31, 2015 December 31, 2014 Revenues Real estate—commercial/industrial (1) $ 9,438 $ 8,272 $ 7,845 Mineral resources 14,153 15,116 16,255 Farming (2) 18,648 23,836 23,435 Ranch operations (1) 3,338 3,923 3,534 Segment revenues 45,577 51,147 51,069 Equity in unconsolidated joint ventures, net 7,098 6,324 5,294 Gain on sale of real estate 1,044 — — Investment income 457 528 696 Other income 158 381 526 Total revenues and other income 54,334 58,380 57,585 Segment Profits (Losses) Real estate—commercial/industrial (1) 2,338 1,578 639 Real estate—resort/residential (2) (1,630 ) (2,349 ) (2,608 ) Mineral resources 6,357 7,720 9,837 Farming (2) (25 ) 4,852 7,185 Ranch operations (1) (2,396 ) (2,189 ) (2,464 ) Segment profits (3) 4,644 9,612 12,589 Equity in unconsolidated joint ventures, net 7,098 6,324 5,294 Gain on sale of real estate 1,044 — — Investment income 457 528 696 Other income 158 381 526 Corporate expenses (12,550 ) (12,808 ) (10,646 ) Income from operations before income taxes $ 851 $ 4,037 $ 8,459 (1) During the fourth quarter of 2015, the Company reclassified revenues and expenses previously classified as commercial/industrial into a new segment called Ranch Operations. Ranch operations is comprised of grazing leases, game management and other ancillary services supporting the ranch. (2) During the fourth quarter of 2014, the Company determined hay crop sales previously recorded in the resort/residential segment revenues fit most appropriately with our farming segment revenues. The Company has reclassified prior periods to conform to the current year presentation. (3) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. |
Schedule of information pertaining to assets of segments | Information pertaining to assets of the Company’s reporting segments is as follows for each of the years ended December 31: ($ in thousands) Identifiable Assets Depreciation and Amortization Capital Expenditures 2016 Real estate - commercial/industrial $ 65,290 $ 551 $ 5,196 Real estate - resort/residential 243,963 77 16,013 Mineral resources 45,066 1,357 2,161 Farming 36,895 1,150 2,006 Ranch operations 3,893 641 523 Corporate 44,594 773 481 Total $ 439,701 $ 4,549 $ 26,380 2015 Real estate - commercial/industrial $ 67,550 $ 469 $ 7,023 Real estate - resort/residential 228,064 71 16,404 Mineral resources 46,025 1,501 1,199 Farming 32,542 929 2,583 Ranch operations 4,313 460 299 Corporate 53,425 1,660 540 Total $ 431,919 $ 5,090 $ 28,048 2014 Real estate - commercial/industrial $ 67,640 $ 645 $ 8,391 Real estate - resort/residential 212,534 76 10,214 Mineral resources 47,434 1,351 — Farming 34,464 1,633 4,701 Ranch operations 4,295 453 561 Corporate 65,556 713 908 Total $ 431,923 $ 4,871 $ 24,775 |
Real estate - commercial/industrial | |
Segment Reporting Information [Line Items] | |
Components of segment revenues | The revenue components of the commercial/industrial real estate segment for the years ended December 31 are as follows: ($ in thousands) 2016 2015 2014 Pastoria Energy Facility Lease $ 3,612 $ 3,694 $ 3,445 Tejon Ranch Commerce Center 2,014 1,567 908 Commercial leases 1,587 1,368 1,021 Communication leases 806 784 782 Landscaping and other 709 859 1,181 Land Sale 710 — 508 Total commercial revenues $ 9,438 $ 8,272 $ 7,845 Equity in earnings of unconsolidated joint ventures 7,098 6,324 5,294 Commercial revenues & equity in earnings of unconsolidated joint ventures $ 16,536 $ 14,596 $ 13,139 |
Mineral resources | |
Segment Reporting Information [Line Items] | |
Components of segment revenues | The following table summarizes these activities for each of the years ended December 31: ($ in thousands) 2016 2015 2014 Oil and gas $ 1,549 $ 2,661 $ 6,096 Rock aggregate 1,164 870 1,216 Cement 1,299 1,263 1,043 Land lease for oil exploration 176 157 198 Water sales 9,601 10,165 7,702 Reimbursable costs 364 — — Total mineral resources revenues $ 14,153 $ 15,116 $ 16,255 |
Farming segment | |
Segment Reporting Information [Line Items] | |
Components of segment revenues | The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The revenue components of the farming segment were as follows for each of the year ended December 31: ($ in thousands) 2016 2015 2014 Almonds $ 7,373 $ 12,238 $ 10,036 Pistachios 6,199 6,425 7,585 Wine grapes 3,744 4,338 3,978 Hay 520 749 1,361 Total crop proceeds 17,836 23,750 22,960 Other farming revenues 812 86 475 Total farming revenues $ 18,648 $ 23,836 $ 23,435 |
Ranch operations | |
Segment Reporting Information [Line Items] | |
Components of segment revenues | ($ in thousands) 2016 2015 2014 Game management $ 1,296 $ 1,658 $ 1,652 Grazing 1,187 1,484 1,155 High Desert Hunt Club 334 351 302 Filming and other 521 430 425 Total ranch operations revenues $ 3,338 $ 3,923 $ 3,534 |
Investment in Unconsolidated 43
Investment in Unconsolidated and Consolidated Joint Ventures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Condensed statements of operations and balance sheet information of consolidated and unconsolidated joint ventures | Condensed balance sheet information and statement of operations of the Company’s unconsolidated joint ventures are as follows: Balance Sheet Information as of December 31: Joint Venture TRC Assets Borrowings Equity Investment In 2016 2015 2016 2015 2016 2015 2016 2015 Petro Travel Plaza Holdings, LLC $ 68,652 $ 64,484 $ (15,275 ) $ (14,914 ) $ 51,287 $ 46,710 $ 18,372 $ 15,626 Five West Parcel, LLC 16,614 17,278 (10,251 ) (10,725 ) 6,043 6,213 2,837 2,922 18-19 West, LLC 4,623 4,640 — — 4,621 4,640 1,741 1,750 TRCC/Rock Outlet Center, LLC 86,056 89,289 (50,712 ) (51,557 ) 34,523 36,891 9,198 10,382 TRC-MRC 1, LLC 199 — — — 199 — 224 — TRC-MRC 2, LLC 23,965 — (21,080 ) — 2,592 — 1,431 — Total $ 200,109 $ 175,691 $ (97,318 ) $ (77,196 ) $ 99,265 $ 94,454 $ 33,803 $ 30,680 Centennial Founders, LLC $ 86,099 $ 81,981 $ — $ — $ 85,281 $ 81,227 Consolidated Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings(Loss) Equity in Earnings (Loss) 2016 2015 2014 2016 2015 2014 2016 2015 2014 Petro Travel Plaza Holdings, LLC $ 114,947 $ 115,776 $ 122,584 $ 12,077 $ 10,629 $ 8,229 $ 7,246 $ 6,377 $ 4,937 Five West Parcel, LLC 2,887 3,408 3,635 1,029 1,084 442 515 $ 542 $ 221 18-19 West, LLC 10 20 60 (129 ) (108 ) 15 (65 ) $ (54 ) $ 7 TRCC/Rock Outlet Center, LLC 1 9,542 8,988 5,220 (367 ) (1,082 ) 328 (184 ) $ (541 ) $ 164 TRC-MRC 1, LLC — — — — — — — $ — $ — TRC-MRC 2, LLC 2 1,178 — — (828 ) — — (414 ) — — Tejon Mountain Village, LLC — — — — — (70 ) — — (35 ) $ 128,564 $ 128,192 $ 131,499 $ 11,782 $ 10,523 $ 8,944 $ 7,098 $ 6,324 $ 5,294 Centennial Founders, LLC $ 520 $ 749 $ 1,361 $ (246 ) $ (140 ) $ 415 Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.9 million, $2.1 million, and $0.7 million as of December 31, 2016, 2015, and 2014, respectively. (2)Earnings for TRC-MRC 2, LLC include non-cash amortization of purchase accounting adjustments related to in-place leases of $1.2 million that will be amortized over the remaining lease period. |
Unaudited Quarterly Operating44
Unaudited Quarterly Operating Results (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly operating results | The following is a tabulation of unaudited quarterly operating results for the years indicated: ($ in thousands, except per share) Total Revenue 1 Segment Profit (Loss) Net Income (Loss) Net Income (Loss) attributable to Common Stockholders Net Income (loss) Per Share Net Income(Loss), Per Share attributable to Common Stockholders 2 2016 First Quarter $ 13,122 $ 3,186 $ 1,195 $ 1,209 $ 0.06 $ 0.06 Second Quarter 7,006 56 (728 ) (688 ) (0.04 ) $ (0.03 ) Third Quarter 13,223 1,187 317 324 0.02 $ 0.02 Fourth Quarter 12,841 215 (269 ) (287 ) (0.01 ) (0.01 ) $ 46,192 $ 4,644 $ 515 $ 558 2015 First Quarter $ 16,826 $ 4,643 $ 1,601 $ 1,617 $ 0.08 $ 0.08 Second Quarter 7,159 1,362 377 406 0.02 $ 0.02 Third Quarter 12,187 (614 ) (811 ) (788 ) (0.04 ) $ (0.04 ) Fourth Quarter 15,884 4,221 1,745 1,715 0.08 $ 0.08 $ 52,056 $ 9,612 $ 2,912 $ 2,950 _______________________________ (1) Includes investment income and other income. (2) Net income (loss) per share on a diluted basis. Quarterly rounding of per share amounts can result in a variance from the reported annual amount. |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - The Company (Details) a in Thousands | 12 Months Ended |
Dec. 31, 2016ami | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |
Area of land | a | 270 |
Los Angeles, California | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |
Distance from city | 60 |
Bakersfield, California | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |
Distance from city | 15 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Credit Risk (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Customer concentration risk | Revenue | PEF Power Plant | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 8.00% | 7.00% |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Property and Equipment (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)acre ft | Dec. 31, 2015USD ($)acre ft | Nov. 06, 2013acre ft | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 94,209 | $ 90,043 | |
Less: accumulated depreciation | (48,175) | (45,574) | |
Property and equipment, net | $ 46,034 | $ 44,469 | |
Long-term water assets (Volume) | acre ft | 51,881 | 49,018 | |
DMB Pacific LLC | Transferable water | |||
Property, Plant and Equipment [Line Items] | |||
Long-term water assets (Volume) | acre ft | 6,693 | 6,693 | |
Vineyards and orchards | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 20 years | 20 years | |
Property and equipment, gross | $ 49,210 | $ 48,008 | |
Machinery, furniture fixtures and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 19,807 | $ 18,072 | |
Machinery, furniture fixtures and other equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 3 years | 3 years | |
Machinery, furniture fixtures and other equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | 10 years | |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 8,828 | $ 8,828 | |
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | 10 years | |
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 27 years 6 months | 27 years 6 months | |
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 15 years | 15 years | |
Property and equipment, gross | $ 7,456 | $ 7,722 | |
Development in process | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 8,908 | $ 7,413 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Vineyards and Orchards (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue from External Customer [Line Items] | |||
Farming revenue adjustments for differences between original estimates and actual revenues received | $ 734 | $ 3,531 | $ 4,132 |
Almonds | |||
Revenue from External Customer [Line Items] | |||
Farming revenue adjustments for differences between original estimates and actual revenues received | 653 | 1,260 | 1,458 |
Pistachios | |||
Revenue from External Customer [Line Items] | |||
Farming revenue adjustments for differences between original estimates and actual revenues received | $ 81 | $ 2,271 | $ 2,674 |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Reclassification Adjustments (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue, Major Customer [Line Items] | ||||
Segment revenues | $ 45,577,000 | $ 51,147,000 | $ 51,069,000 | |
Segment losses | 53,483,000 | 54,343,000 | 49,126,000 | |
Modified share-based awards | $ 1,065,000 | 0 | 1,065,000 | |
Ranch operations | ||||
Revenue, Major Customer [Line Items] | ||||
Segment revenues | 3,923,000 | 3,534,000 | ||
Segment losses | $ 5,734,000 | $ 6,112,000 | $ 5,998,000 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Distribution of earnings from unconsolidated joint ventures | $ 4,500 | $ 7,200 | $ 0 |
Distribution of equity from unconsolidated joint ventures | $ 1,600 | $ 1,100 | $ 0 |
Equity - Earnings Per Share (EP
Equity - Earnings Per Share (EPS) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | |||
Common stock (in shares) | 20,737,903 | 20,665,792 | 20,595,422 |
Common stock equivalents-stock options, grants (in shares) | 46,839 | 71,879 | 37,033 |
Diluted shares outstanding (in shares) | 20,784,742 | 20,737,671 | 20,632,455 |
Equity - Additional Information
Equity - Additional Information (Details) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 07, 2013 |
Schedule of Equity Method Investments [Line Items] | |||
Common stock, par value per share (usd per share) | $ 0.50 | $ 0.50 | $ 0.50 |
Warrant | |||
Schedule of Equity Method Investments [Line Items] | |||
Aggregate number of warrants | 3,000,000 | ||
Number of securities called by warrants | 1 | ||
Exercise price | $ 40 |
Marketable Securities - Summary
Marketable Securities - Summary of Available-for-sale Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Summary of available-for-sale securities | ||
Available-for-sale securities, Cost | $ 26,773 | $ 32,975 |
Available-for-sale securities, Estimated Fair Value | 26,675 | 32,815 |
Level 1 | Certificates of deposit | ||
Summary of available-for-sale securities | ||
Unrecognized losses for less than 12 months, Cost | 1,868 | 4,810 |
Unrecognized losses for less than 12 months, Estimated Fair value | 1,863 | 4,797 |
Unrecognized losses for more than 12 months, Cost | 0 | 239 |
Unrecognized losses for more than 12 months, Estimated Fair value | 0 | 238 |
Unrecognized gains, Cost | 3,320 | 2,800 |
Unrecognized gains, Estimated Fair value | 3,329 | 2,805 |
Available-for-sale securities, Cost | 5,188 | 7,849 |
Available-for-sale securities, Estimated Fair Value | 5,192 | 7,840 |
Level 2 | U.S. Treasury and agency notes | ||
Summary of available-for-sale securities | ||
Unrecognized losses for less than 12 months, Cost | 947 | 860 |
Unrecognized losses for less than 12 months, Estimated Fair value | 946 | 857 |
Unrecognized losses for more than 12 months, Cost | 0 | 0 |
Unrecognized losses for more than 12 months, Estimated Fair value | 0 | 0 |
Unrecognized gains, Cost | 857 | 736 |
Unrecognized gains, Estimated Fair value | 859 | 738 |
Available-for-sale securities, Cost | 1,804 | 1,596 |
Available-for-sale securities, Estimated Fair Value | 1,805 | 1,595 |
Level 2 | Corporate notes | ||
Summary of available-for-sale securities | ||
Unrecognized losses for less than 12 months, Cost | 11,658 | 14,638 |
Unrecognized losses for less than 12 months, Estimated Fair value | 11,592 | 14,516 |
Unrecognized losses for more than 12 months, Cost | 1,053 | 2,080 |
Unrecognized losses for more than 12 months, Estimated Fair value | 1,042 | 2,061 |
Unrecognized gains, Cost | 3,431 | 3,334 |
Unrecognized gains, Estimated Fair value | 3,435 | 3,339 |
Available-for-sale securities, Cost | 16,142 | 20,052 |
Available-for-sale securities, Estimated Fair Value | 16,069 | 19,916 |
Level 2 | Municipal notes | ||
Summary of available-for-sale securities | ||
Unrecognized losses for less than 12 months, Cost | 2,556 | 1,742 |
Unrecognized losses for less than 12 months, Estimated Fair value | 2,526 | 1,725 |
Unrecognized losses for more than 12 months, Cost | 271 | 301 |
Unrecognized losses for more than 12 months, Estimated Fair value | 269 | 298 |
Unrecognized gains, Cost | 812 | 1,435 |
Unrecognized gains, Estimated Fair value | 814 | 1,441 |
Available-for-sale securities, Cost | 3,639 | 3,478 |
Available-for-sale securities, Estimated Fair Value | $ 3,609 | $ 3,464 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Investments, Debt and Equity Securities [Abstract] | |||
Fair market value of investment securities exceeds cost basis | $ (98) | ||
Gross unrealized holding gains | 15 | ||
Gross unrealized holding losses | 113 | ||
Changes in unrealized gains on available for sale securities, taxes | 62 | $ (188) | $ (208) |
Estimated taxes of change in value of available-for-sale securities | $ 24 |
Marketable Securities - Availab
Marketable Securities - Available-for-sale Securities by Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Summary of maturities, at par, of marketable securities | ||
2,017 | $ 6,921 | $ 8,159 |
2,018 | 13,571 | 8,855 |
2,019 | 5,773 | 13,006 |
2,020 | 0 | 2,238 |
Total | 26,265 | 32,258 |
Certificates of deposit | ||
Summary of maturities, at par, of marketable securities | ||
2,017 | 531 | 2,492 |
2,018 | 4,306 | 631 |
2,019 | 324 | 4,510 |
2,020 | 0 | 169 |
Total | 5,161 | 7,802 |
U.S. Treasury and agency notes | ||
Summary of maturities, at par, of marketable securities | ||
2,017 | 1,234 | 100 |
2,018 | 444 | 759 |
2,019 | 142 | 579 |
2,020 | 0 | 188 |
Total | 1,820 | 1,626 |
Corporate notes | ||
Summary of maturities, at par, of marketable securities | ||
2,017 | 4,316 | 4,572 |
2,018 | 7,133 | 6,525 |
2,019 | 4,232 | 6,462 |
2,020 | 0 | 1,881 |
Total | 15,681 | 19,440 |
Municipal notes | ||
Summary of maturities, at par, of marketable securities | ||
2,017 | 840 | 995 |
2,018 | 1,688 | 940 |
2,019 | 1,075 | 1,455 |
2,020 | 0 | 0 |
Total | $ 3,603 | $ 3,390 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventories consist of: | ||
Farming inventories | $ 2,709 | $ 3,248 |
Other | 375 | 269 |
Inventories | $ 3,084 | $ 3,517 |
Real Estate - Schedule of Real
Real Estate - Schedule of Real Estate (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2016USD ($) | Oct. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 31, 2016ft² | |
Property, Plant and Equipment [Line Items] | ||||||
Real estate development | $ 248,265 | $ 235,466 | ||||
Real estate and improvements - held for lease | 21,643 | 24,025 | ||||
Less accumulated depreciation | (1,617) | (2,083) | ||||
Real estate and improvements - held for lease, net | 20,026 | 21,942 | ||||
Proceeds from sale of real estate/assets | 4,616 | 796 | $ 0 | |||
Gain on sale of real estate | 1,044 | 0 | $ 0 | |||
Retail Site | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Gross leasable area | ft² | 4,645 | |||||
Mountain Village | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Real estate development | 126,096 | 120,954 | ||||
Centennial | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Real estate development | 89,381 | 84,194 | ||||
Grapevine | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Real estate development | 23,917 | 18,285 | ||||
Tejon Ranch Commerce Center | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Real estate development | 8,871 | 12,033 | ||||
Real estate and improvements - held for lease | 21,643 | 19,783 | ||||
Rancho Santa Fe and Other | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Real estate and improvements - held for lease | $ 0 | $ 4,242 | ||||
Proceeds from sale of real estate/assets | $ 4,700 | |||||
Gain on sale of real estate | $ 1,044 | |||||
TRCC-East | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Proceeds from sale of real estate/assets | $ 1,193 | |||||
Gain on sale of real estate | 1,026 | |||||
Deferred gain on sale of real estate | $ 411 |
Long Term Water Assets - Additi
Long Term Water Assets - Additional Information (Details) $ in Thousands | Aug. 06, 2015$ / acre ftacre ft | Nov. 06, 2013USD ($)sharesacre ft | Nov. 04, 2013 | Dec. 31, 2017$ / acre ft | Dec. 31, 2016USD ($)$ / acre ftacre ft | Dec. 31, 2015acre ft | Dec. 31, 2009acre ft | Dec. 31, 2008acre ft |
Long Lived Assets Held For Sale [Line Items] | ||||||||
Long-term water assets (Volume) | 51,881 | 49,018 | ||||||
Cost of purchased water | $ | $ 5,925 | |||||||
Contract renewal optional term | 35 years | |||||||
Water sold (volume) | 7,285 | |||||||
Water assets sales price | $ / acre ft | 9,601,000 | |||||||
SWP contracts | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Water contract future amortization | $ | $ 1,351 | |||||||
AVEK | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
AVEK water bank | 13,033 | 13,033 | 6,393 | 8,393 | ||||
AVEK water for future delivery | 2,362 | 2,362 | ||||||
Long-term water assets (Volume) | 9,061 | |||||||
AVEK | Transferable water | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Long-term water assets (Volume) | 13,594 | |||||||
SWP contracts | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
AVEK water for future delivery | 3,444 | |||||||
DMB Pacific LLC | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Consumer price per acre | $ / acre ft | 695 | |||||||
DMB Pacific LLC | Common Stock | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Weighted average price of common stock, measurement period (in days) | 10 days | |||||||
Common stock issued for water purchase (in shares) | shares | 251,876 | |||||||
DMB Pacific LLC | Maximum | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Annual fee increase, percent | 3.00% | |||||||
DMB Pacific LLC | Scenario, Forecast | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Consumer price per acre | $ / acre ft | 717 | |||||||
DMB Pacific LLC | Transferable water | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Long-term water assets (Volume) | 6,693 | 6,693 | ||||||
Cost of purchased water | $ | $ 18,700 | |||||||
Cost of purchased water, percentage paid in cash | 50.00% | |||||||
Cost of purchased water, percentage paid in shares of common stock | 50.00% | |||||||
PEF | Transferable water | Ranchcorp | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Annual fee increase, percent | 3.00% | |||||||
Annual option payment, percent | 30.00% | |||||||
Water assets sales price | $ / acre ft | 1,025 | |||||||
PEF | Transferable water | Maximum | Ranchcorp | ||||||||
Long Lived Assets Held For Sale [Line Items] | ||||||||
Water assets, volume available for purchase in 2016 (up to) | 2,000 | |||||||
Water assets, volume available for purchase from 2017-2030 (up to) | 3,500 |
Long Term Water Assets - Volume
Long Term Water Assets - Volume of Water Assets (Details) | Dec. 31, 2016acre ft | Dec. 31, 2015acre ft | Dec. 31, 2009acre ft | Dec. 31, 2008acre ft |
Banked water and water for future delivery | ||||
Water Contracts | 10,137 | 10,137 | ||
Total purchased water - third parties | 51,881 | 49,018 | ||
Total purchased and contracted water sources in acre feet | 106,567 | 104,810 | ||
AVEK | ||||
Banked water and water for future delivery | ||||
AVEK water bank | 13,033 | 13,033 | 6,393 | 8,393 |
Company water bank | 17,287 | 8,700 | ||
AVEK water for future delivery | 2,362 | 2,362 | ||
Banked water and water for future delivery | 32,682 | 24,095 | ||
Transferable water | 9,062 | 14,786 | ||
Total purchased water - third parties | 9,061 | |||
AVEK | Transferable water | ||||
Banked water and water for future delivery | ||||
Total purchased water - third parties | 13,594 | |||
Transferable water factor | 1.5 | |||
Wheeler Ridge Maricopa Water Storage District | ||||
Banked water and water for future delivery | ||||
Water Contracts | 15,547 | 15,547 | ||
Tejon-Castac Water District | ||||
Banked water and water for future delivery | ||||
Banked water and water for future delivery | 33,390 | 34,496 | ||
Water Contracts | 5,749 | 5,749 |
Long Term Water Assets - Value
Long Term Water Assets - Value of Water Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Components of water assets | ||
Total long-term assets | $ 43,764 | $ 45,157 |
less: Current portion | (1,351) | (1,351) |
Long-term water assets | 42,413 | 43,806 |
Banked water and water for future delivery | ||
Components of water assets | ||
Total long-term assets | 4,779 | 4,779 |
Transferable water | ||
Components of water assets | ||
Total long-term assets | 9,075 | 9,117 |
Water Contracts | ||
Components of water assets | ||
Total long-term assets | $ 29,910 | $ 31,261 |
Accrued Liabilities and Other61
Accrued Liabilities and Other (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accrued vacation | $ 901 | $ 801 |
Accrued paid personal leave | 590 | 585 |
Accrued bonus | 1,346 | 1,549 |
Other | 351 | 557 |
Total | $ 3,188 | $ 3,492 |
Line-of-Credit and Long-term 62
Line-of-Credit and Long-term Debt - Components of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt consists of: | ||
Revolving line of credit | $ 7,700 | $ 0 |
Other borrowings | 467 | 0 |
Total short-term and long-term debt | 81,567 | 74,215 |
Less line-of-credit and current maturities of long-term debt | (11,553) | (815) |
Less deferred loan costs | (161) | (177) |
Long-term debt, less current portion | 69,853 | 73,223 |
Revolving line of credit | ||
Debt consists of: | ||
Revolving line of credit | 7,700 | 0 |
Note payable to a bank | ||
Debt consists of: | ||
Notes payable | $ 73,400 | $ 74,215 |
Line-of-Credit and Long-term 63
Line-of-Credit and Long-term Debt - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Oct. 13, 2014USD ($) | Sep. 30, 2013USD ($) | |
Line of Credit Facility [Line Items] | ||||
Interest rate swap, fixed rate | 4.11% | |||
Long-term debt | $ 73,866,000 | |||
Promissory Note | ||||
Line of Credit Facility [Line Items] | ||||
Face amount | $ 4,750,000 | |||
Stated percentage | 4.25% | |||
Monthly principal and interest payments | 102,700 | |||
Long-term debt | $ 3,961,000 | |||
Term loan | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit amount | $ 70,000,000 | |||
Interest only payment period | 2 years | |||
Term loan | Selected LIBOR rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate | 0.17% | |||
Revolving line of credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit amount | $ 30,000,000 | |||
Commitment fee percentage | 0.01% | |||
Line of credit outstanding balance | $ 7,700,000 | $ 0 | ||
Liquid assets | $ 20,000,000 | |||
Revolving line of credit | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Total liabilities divided by tangible net worth, not greater than | 0.75 | |||
Revolving line of credit | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Debt service coverage ratio, not less than | 1.25 | |||
Revolving line of credit | Selected LIBOR rate | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate | 1.50% | |||
Revolving line of credit | LIBOR for a fixed rate term | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate | 1.50% |
Line-of-Credit and Long-term 64
Line-of-Credit and Long-term Debt - Outstanding Indebtedness and Respective Principal Maturities (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Maturities of Long-term Debt [Abstract] | |
2,017 | $ 3,853 |
2,018 | 4,058 |
2,019 | 4,058 |
2,020 | 4,183 |
2,021 | 4,366 |
Thereafter | 53,348 |
Total | 73,866 |
Term loan | |
Maturities of Long-term Debt [Abstract] | |
2,017 | 3,393 |
2,018 | 3,563 |
2,019 | 3,715 |
2,020 | 3,881 |
2,021 | 4,051 |
Thereafter | 50,836 |
Total | 69,439 |
Promissory note | |
Maturities of Long-term Debt [Abstract] | |
2,017 | 266 |
2,018 | 277 |
2,019 | 289 |
2,020 | 302 |
2,021 | 315 |
Thereafter | 2,512 |
Total | 3,961 |
Other borrowings | |
Maturities of Long-term Debt [Abstract] | |
2,017 | 194 |
2,018 | 218 |
2,019 | 54 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total | $ 466 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Interest rate swap liability | $ 1,865 | $ 2,905 |
Other | 223 | 84 |
Other liabilities | 13,034 | 13,251 |
Pension plan | ||
Pension and supplemental executive retirement plan liability | 2,931 | 2,263 |
SERP | ||
Pension and supplemental executive retirement plan liability | $ 8,015 | $ 7,999 |
Interest Rate Swap Liability (D
Interest Rate Swap Liability (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Derivatives, Fair Value [Line Items] | |
Weighted Average Interest Pay Rate | 4.11% |
Interest Rate Swap | Level 2 | Other Liabilities | |
Derivatives, Fair Value [Line Items] | |
Weighted Average Interest Pay Rate | 4.11% |
Fair Value | $ (1,865) |
Notional Amount | $ 69,439 |
Stock Compensation - Restrict67
Stock Compensation - Restricted Stock and Performance Share Grants - Performance Share Grants (Details) - Performance share grants | 12 Months Ended |
Dec. 31, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Below threshold performance | 0 |
Threshold performance | 133,073 |
Target performance | 293,967 |
Maximum performance | 440,751 |
Stock Compensation - Restrict68
Stock Compensation - Restricted Stock and Performance Share Grants - Stock Grant Activity (Details) - Stock Grants - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of stock grant activity: | |||
Stock Grants Outstanding Beginning of the Year at Target Achievement | 272,353 | 237,045 | 265,701 |
New Stock Grants/Additional shares due to maximum achievement | 287,091 | 114,221 | 165,996 |
Vested Grants | (172,749) | (52,436) | (41,694) |
Expired/Forfeited Grants | (524) | (26,477) | (152,958) |
Stock Grants Outstanding at Target Achievement | 386,171 | 272,353 | 237,045 |
Stock Compensation - Restrict69
Stock Compensation - Restricted Stock and Performance Share Grants - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost not yet recognized | $ 3,308 | |||
Weighted-average recognition period of compensation cost | 22 months | |||
Modified share-based awards | $ 1,065 | $ 0 | $ 1,065 | |
Performance share grants | Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance milestone grants (in shares) | 133,890 | |||
New performance share grants (in shares) | 89,837 | |||
Modifications annual cost | 1,109 | |||
Total value for grants at maximum performance | $ 5,702 |
Stock Compensation - Restrict70
Stock Compensation - Restricted Stock and Performance Share Grants - Compensation Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation costs | $ 4,881 | $ 3,922 | $ 3,629 |
1998 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation costs, expensed | 3,847 | 2,989 | 2,645 |
Stock compensation costs, capitalized | 296 | 165 | 95 |
Stock compensation costs | 4,143 | 3,154 | 2,740 |
NDSI Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation costs, expensed | $ 738 | $ 768 | $ 889 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Federal: | |||
Current | $ (758) | $ 1,521 | $ 2,289 |
Deferred | 1,021 | (682) | (313) |
Federal | 263 | 839 | 1,976 |
State: | |||
Current | (145) | 585 | 603 |
Deferred | 218 | (299) | 118 |
State | 73 | 286 | 721 |
Total provision | $ 336 | $ 1,125 | $ 2,697 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense from Statutory Federal Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | 34.00% | 34.00% | 34.00% |
Difference between total income tax expense and the amount computed by applying the statutory Federal income tax rate to income before taxes: | |||
Income tax at statutory rate | $ 304 | $ 1,360 | $ 2,912 |
State income taxes, net of Federal benefit | 42 | 213 | 452 |
Oil and mineral depletion | (161) | (213) | (385) |
Permanent differences | 82 | (92) | (172) |
Other | 69 | (143) | (110) |
Total provision | $ 336 | $ 1,125 | $ 2,697 |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred income tax assets: | ||
Accrued expenses | $ 561 | $ 578 |
Deferred revenues | 654 | 652 |
Capitalization of costs | 3,224 | 3,023 |
Pension adjustment | 4,690 | 4,396 |
Stock grant expense | 2,309 | 3,593 |
State deferred taxes | 37 | 221 |
Book deferred gains | 1,912 | 1,711 |
Joint venture allocations | 932 | 860 |
Provision for additional capitalized costs | 1,003 | 1,003 |
Interest rate swap | 799 | 1,244 |
Other | 41 | 3 |
Total deferred income tax assets | 16,162 | 17,284 |
Deferred income tax liabilities: | ||
Deferred gains | 51 | 1,390 |
Depreciation | 5,279 | 5,040 |
Cost of sales allocations | 1,252 | 1,252 |
Joint venture allocations | 5,389 | 3,121 |
Straight line rent | 926 | 929 |
Prepaid expenses | 323 | 149 |
State deferred taxes | 470 | 617 |
Other | 190 | 127 |
Total deferred income tax liabilities | 13,880 | 12,625 |
Net deferred income tax asset | 2,282 | 4,659 |
Allowance for deferred tax assets | 0 | 0 |
Net deferred taxes | $ 2,282 | $ 4,659 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Income tax payments | $ 1,750 | $ 2,100 |
Federal tax refunds received | $ 615 | $ 283 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of income from commercial rents included in real estate revenue: | |||
Base rent | $ 5,613 | $ 5,208 | $ 4,934 |
Percentage rent | 495 | $ 652 | $ 422 |
Future minimum rental income on commercial, communication and right-of-way leases: | |||
2,016 | 5,330 | ||
2,017 | 5,063 | ||
2,018 | 4,996 | ||
2,019 | 5,006 | ||
2,020 | 4,708 | ||
Thereafter | $ 23,980 | ||
Maximum | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Commercial lease agreements, contract terms | 60 years |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Mar. 19, 2012complaint | Nov. 10, 2009defendant | Feb. 28, 2015participant | Dec. 31, 2016USD ($)afacilityacre ft | Dec. 31, 2015USD ($)acre ft | Dec. 31, 2014USD ($) | Sep. 30, 2015 | Nov. 06, 2013acre ft |
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Amount paid for water contracts | $ 8,529,000 | |||||||
Long-term water assets (Volume) | acre ft | 51,881 | 49,018 | ||||||
Estimated future minimum annual payments | $ 800,000 | |||||||
Number of community facility districts | facility | 2 | |||||||
Letter of credit period | 2 years | |||||||
Letter of credit renewal period | 2 years | |||||||
Annual cost related to letter of credit | $ 161,000 | $ 177,000 | ||||||
Reimbursement proceeds from Communities Facilities District | 6,155,000 | $ 4,971,000 | $ 0 | |||||
Special taxes paid | 2,585,000 | |||||||
Number of defendants | defendant | 2 | |||||||
Number of amended complaints | complaint | 3 | |||||||
Standby letter of credit | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Letters of credit outstanding amount | 4,921,000 | |||||||
Annual cost related to letter of credit | $ 83,000 | |||||||
West CFD | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Acres of land related to land liens | a | 420 | |||||||
Bond debt sold by TRPFFA | $ 28,620,000 | |||||||
Additional bond debt authorized to be sold in future | 0 | |||||||
Additional reimbursement funds | $ 0 | |||||||
East CFD | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Acres of land related to land liens | a | 1,931 | |||||||
Bond debt sold by TRPFFA | $ 55,000,000 | |||||||
Additional bond debt authorized to be sold in future | 65,000,000 | |||||||
Additional reimbursement funds | $ 7,768,000 | |||||||
DMB Pacific LLC | Transferable water | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Long-term water assets (Volume) | acre ft | 6,693 | 6,693 | ||||||
Settled Litigation | Antelope Valley Groundwater Cases | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Number of parties settled (more than) | participant | 140 | |||||||
Percent of water used within the adjudication boundary | 99.00% | |||||||
Tejon-Castac Water District | Kern Water Bank Authority | ||||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||||
Percentage of interest rate held | 2.00% |
Retirement Plans - Change in Be
Retirement Plans - Change in Benefit Obligations and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension plan | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | $ 8,970 | $ 11,051 | |
Service cost | 223 | 265 | $ 248 |
Interest cost | 406 | 466 | 392 |
Actuarial gain/assumption changes | 378 | (1,239) | |
Benefits paid | (50) | (33) | |
Settlements paid | (22) | (1,540) | |
Benefit obligation at end of year | 9,905 | 8,970 | 11,051 |
Accumulated benefit obligation at end of year | 8,475 | 7,661 | |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 6,707 | 7,972 | |
Actual return on plan assets | 339 | (142) | |
Employer contribution | 0 | 450 | |
Benefits/expenses paid | (50) | (33) | |
Settlements paid | (22) | (1,540) | |
Fair value of plan assets at end of year | 6,974 | 6,707 | 7,972 |
Funded status - liability | (2,931) | (2,263) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial (gain) loss | 3,465 | 3,123 | |
Prior service cost | (61) | (90) | |
Total amount recorded | 3,404 | 3,033 | |
Amount recorded, net taxes | 2,042 | 1,820 | |
SERP | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | 7,999 | 7,431 | |
Service cost | 0 | 0 | 26 |
Interest cost | 323 | 278 | 258 |
Actuarial gain/assumption changes | 129 | 726 | |
Benefits paid | (436) | (436) | |
Benefit obligation at end of year | 8,015 | 7,999 | $ 7,431 |
Accumulated benefit obligation at end of year | 7,482 | 7,117 | |
Change in Plan Assets | |||
Funded status - liability | (8,015) | (7,999) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial (gain) loss | 2,248 | 2,462 | |
Prior service cost | 0 | 0 | |
Total amount recorded | 2,248 | 2,462 | |
Amount recorded, net taxes | $ 1,349 | $ 1,477 |
Retirement Plans - Changes in P
Retirement Plans - Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | |||
Total changes | $ 0 | $ (536) | $ (407) |
Pension plan | |||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | |||
Net loss (gain) | 556 | (482) | |
Recognition of net actuarial gain or (loss) | (213) | (849) | |
Recognized prior service cost | 29 | 29 | |
Total changes | 372 | (1,302) | |
Changes, net of taxes | 188 | (781) | |
SERP | |||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | |||
Net loss (gain) | 129 | 726 | |
Recognition of net actuarial gain or (loss) | (343) | (337) | |
Total changes | (214) | 389 | |
Changes, net of taxes | $ 638 | $ 233 |
Retirement Plans - Amounts Expe
Retirement Plans - Amounts Expected to be Recognized as Components of Net Periodic Pension Costs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Pension plan | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Amortization net actuarial gain or (loss) | $ 230 |
Amortization prior service cost | (29) |
SERP | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Amortization net actuarial gain or (loss) | $ 372 |
Retirement Plans - Expected Ann
Retirement Plans - Expected Annual Benefit Payments (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Pension plan | |
Expected annual benefit payments based on actuarial estimates: | |
2,016 | $ 181 |
2,017 | 179 |
2,018 | 245 |
2,019 | 257 |
2,020 | 269 |
Thereafter | 2,121 |
SERP | |
Expected annual benefit payments based on actuarial estimates: | |
2,016 | 503 |
2,017 | 498 |
2,018 | 493 |
2,019 | 488 |
2,020 | 482 |
Thereafter | $ 2,559 |
Retirement Plans - Fair Value o
Retirement Plans - Fair Value of Plan Assets by Investment Type (Details) - Pension plan - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 6,974 | $ 6,707 | $ 7,972 |
Cash and Cash Equivalents | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 776 | 459 | |
Collective Funds | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 3,423 | 2,726 | |
Treasury/Corporate Notes | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 1,181 | 1,181 | |
Corporate Equities | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 1,594 | $ 2,341 |
Retirement Plans - Net Periodic
Retirement Plans - Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension plan | |||
Cost components: | |||
Service cost | $ (223) | $ (265) | $ (248) |
Interest cost | (406) | (466) | (392) |
Expected return on plan assets | 517 | 615 | 576 |
Net amortization and deferral | (184) | (284) | (45) |
Settlement recognition | 0 | (536) | (407) |
Total net periodic pension cost | (296) | (936) | (516) |
SERP | |||
Cost components: | |||
Service cost | 0 | 0 | (26) |
Interest cost | (323) | (278) | (258) |
Net amortization and deferral | (343) | (337) | (23) |
Total net periodic pension cost | $ (666) | $ (615) | $ (307) |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Average service period | 5 years | ||
Estimated contribution to the pension plan | $ 0 | ||
Pension plan | |||
Current investment policy targets: | |||
Equity and debt investment fluctuations by plus or minus | 20.00% | ||
Assumptions used in determining periodic pension cost: | |||
Rate of increase in periodic pension costs | 4.30% | 4.60% | |
Expected long-term rate of return on plan assets | 7.50% | ||
Pension plan | Equities | |||
Current investment policy targets: | |||
Current investment policy target | 65.00% | ||
Current investment policy target, maximum | 78.00% | ||
Current investment policy target, minimum | 52.00% | ||
Current investment mix | 60.00% | 61.00% | |
Pension plan | Debt | |||
Current investment policy targets: | |||
Current investment policy target | 25.00% | ||
Current investment mix | 29.00% | 33.00% | |
Pension plan | Money market funds | |||
Current investment policy targets: | |||
Current investment policy target | 10.00% | ||
Current investment mix | 11.00% | 6.00% | |
SERP | |||
Assumptions used in determining actuarial present value of projected benefits obligation: | |||
Weighted-average discount rate | 3.90% | 4.15% | 3.85% |
Rate of increase in future compensation levels | 3.50% | 3.50% | 3.50% |
Business Segments - Additional
Business Segments - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Reporting [Abstract] | |
Business segments | 5 |
Business Segments - Reconciliat
Business Segments - Reconciliation of Revenues, Segment Profits (Losses) and Net Income (Loss) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||||||||||
Segment revenues | $ 45,577,000 | $ 51,147,000 | $ 51,069,000 | ||||||||
Equity in earnings (losses) | 7,098,000 | 6,324,000 | 5,294,000 | ||||||||
Gain on sale of real estate | 1,044,000 | 0 | 0 | ||||||||
Investment income | 457,000 | 528,000 | 696,000 | ||||||||
Other income | 158,000 | 381,000 | 526,000 | ||||||||
Total revenues and other income | $ 12,841,000 | $ 13,223,000 | $ 7,006,000 | $ 13,122,000 | $ 15,884,000 | $ 12,187,000 | $ 7,159,000 | $ 16,826,000 | 46,192,000 | 52,056,000 | |
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | (7,906,000) | (3,196,000) | 1,943,000 | ||||||||
Costs and expenses | (53,483,000) | (54,343,000) | (49,126,000) | ||||||||
Income before income tax expense | 851,000 | 4,037,000 | 8,459,000 | ||||||||
Ranch operations | |||||||||||
Revenues | |||||||||||
Segment revenues | 3,923,000 | 3,534,000 | |||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Costs and expenses | (5,734,000) | (6,112,000) | (5,998,000) | ||||||||
Operating Segments | Reportable Segment | |||||||||||
Revenues | |||||||||||
Segment revenues | 45,577,000 | 51,147,000 | 51,069,000 | ||||||||
Total revenues and other income | 54,334,000 | 58,380,000 | 57,585,000 | ||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | 4,644,000 | 9,612,000 | 12,589,000 | ||||||||
Operating Segments | Real estate - commercial/industrial | |||||||||||
Revenues | |||||||||||
Segment revenues | 9,438,000 | 8,272,000 | 7,845,000 | ||||||||
Equity in earnings (losses) | 7,098,000 | 6,324,000 | 5,294,000 | ||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | 2,338,000 | 1,578,000 | 639,000 | ||||||||
Costs and expenses | (7,100,000) | (6,694,000) | (7,206,000) | ||||||||
Operating Segments | Real estate - resort/residential | |||||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | (1,630,000) | (2,349,000) | (2,608,000) | ||||||||
Costs and expenses | (1,630,000) | (2,349,000) | (2,608,000) | ||||||||
Operating Segments | Mineral resources | |||||||||||
Revenues | |||||||||||
Segment revenues | 14,153,000 | 15,116,000 | 16,255,000 | ||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | 6,357,000 | 7,720,000 | 9,837,000 | ||||||||
Costs and expenses | (7,796,000) | (7,396,000) | (6,418,000) | ||||||||
Operating Segments | Farming | |||||||||||
Revenues | |||||||||||
Segment revenues | 18,648,000 | 23,836,000 | 23,435,000 | ||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | (25,000) | 4,852,000 | 7,185,000 | ||||||||
Costs and expenses | (18,673,000) | (18,984,000) | (16,250,000) | ||||||||
Operating Segments | Ranch operations | |||||||||||
Revenues | |||||||||||
Segment revenues | 3,338,000 | 3,923,000 | 3,534,000 | ||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Segment profits | (2,396,000) | (2,189,000) | (2,464,000) | ||||||||
Corporate | |||||||||||
Segment profits (losses) and net income (loss) | |||||||||||
Costs and expenses | $ (12,550,000) | $ (12,808,000) | $ (10,646,000) |
Business Segments - Revenue Com
Business Segments - Revenue Components of Real Estate Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue from External Customer [Line Items] | |||
Segment revenues | $ 45,577 | $ 51,147 | $ 51,069 |
Equity in earnings of unconsolidated joint ventures, net | 7,098 | 6,324 | 5,294 |
Segment losses | 53,483 | 54,343 | 49,126 |
Operating Segments | Real estate - commercial/industrial | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 9,438 | 8,272 | 7,845 |
Equity in earnings of unconsolidated joint ventures, net | 7,098 | 6,324 | 5,294 |
Revenues and Income (Loss) from Equity Method Investments | 16,536 | 14,596 | 13,139 |
Segment losses | 7,100 | 6,694 | 7,206 |
Operating Segments | Real estate - commercial/industrial | Pastoria Energy Facility Lease | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 3,612 | 3,694 | 3,445 |
Operating Segments | Real estate - commercial/industrial | Commercial leases | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 1,587 | 1,368 | 1,021 |
Operating Segments | Real estate - commercial/industrial | Communication leases | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 806 | 784 | 782 |
Operating Segments | Real estate - commercial/industrial | Other leases | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 2,014 | 1,567 | 908 |
Operating Segments | Real estate - commercial/industrial | Landscaping and other | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 709 | 859 | 1,181 |
Operating Segments | Real estate - commercial/industrial | Land Sale | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 710 | 0 | 508 |
Operating Segments | Real estate - resort/residential | |||
Revenue from External Customer [Line Items] | |||
Segment losses | $ 1,630 | $ 2,349 | $ 2,608 |
Business Segments - Revenue C87
Business Segments - Revenue Components of Mineral Resources Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue from External Customer [Line Items] | |||
Segment revenues | $ 45,577 | $ 51,147 | $ 51,069 |
Operating Segments | Mineral resources | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 14,153 | 15,116 | 16,255 |
Operating Segments | Mineral resources | Oil and gas | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 1,549 | 2,661 | 6,096 |
Operating Segments | Mineral resources | Rock aggregate | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 1,164 | 870 | 1,216 |
Operating Segments | Mineral resources | Cement | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 1,299 | 1,263 | 1,043 |
Operating Segments | Mineral resources | Land lease for oil exploration | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 176 | 157 | 198 |
Operating Segments | Mineral resources | Water sales | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 9,601 | 10,165 | 7,702 |
Operating Segments | Mineral resources | Reimbursable costs | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | $ 364 | $ 0 | $ 0 |
Business Segments - Revenue C88
Business Segments - Revenue Components of Farming Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue from External Customer [Line Items] | |||
Segment revenues | $ 45,577 | $ 51,147 | $ 51,069 |
Operating Segments | Farming segment | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 18,648 | 23,836 | 23,435 |
Operating Segments | Farming segment | Almonds | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 7,373 | 12,238 | 10,036 |
Operating Segments | Farming segment | Pistachios | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 6,199 | 6,425 | 7,585 |
Operating Segments | Farming segment | Wine grapes | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 3,744 | 4,338 | 3,978 |
Operating Segments | Farming segment | Hay | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 520 | 749 | 1,361 |
Operating Segments | Farming segment | Total crop proceeds | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | 17,836 | 23,750 | 22,960 |
Operating Segments | Farming segment | Other farming revenues | |||
Revenue from External Customer [Line Items] | |||
Segment revenues | $ 812 | $ 86 | $ 475 |
Business Segments - Revenue C89
Business Segments - Revenue Components of Ranch Operations (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)afield | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Revenue from External Customer [Line Items] | |||
Area of land | a | 270,000 | ||
Total revenues | $ 45,577,000 | $ 51,147,000 | $ 51,069,000 |
Ranch operations | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 3,923,000 | 3,534,000 | |
Ranch operations | High Desert Hunt Club | |||
Revenue from External Customer [Line Items] | |||
Area of land | a | 6,400 | ||
Hunting fields | field | 35 | ||
Operating Segments | Ranch operations | |||
Revenue from External Customer [Line Items] | |||
Total revenues | $ 3,338,000 | 3,923,000 | 3,534,000 |
Operating Segments | Ranch operations | Game management | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 1,296,000 | 1,658,000 | 1,652,000 |
Operating Segments | Ranch operations | Grazing | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 1,187,000 | 1,484,000 | 1,155,000 |
Operating Segments | Ranch operations | High Desert Hunt Club | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 334,000 | 351,000 | 302,000 |
Operating Segments | Ranch operations | Filming and other | |||
Revenue from External Customer [Line Items] | |||
Total revenues | $ 521,000 | $ 430,000 | $ 425,000 |
Business Segments - Information
Business Segments - Information Pertaining to Assets of Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Information pretaining to assets of the business segments | |||
Identifiable Assets | $ 439,701 | $ 431,919 | $ 431,923 |
Depreciation and amortization | 4,549 | 5,090 | 4,871 |
Capital Expenditures | 26,380 | 28,048 | 24,775 |
Operating Segments | Real estate - commercial/industrial | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 65,290 | 67,550 | 67,640 |
Depreciation and amortization | 551 | 469 | 645 |
Capital Expenditures | 5,196 | 7,023 | 8,391 |
Operating Segments | Real estate - resort/residential | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 243,963 | 228,064 | 212,534 |
Depreciation and amortization | 77 | 71 | 76 |
Capital Expenditures | 16,013 | 16,404 | 10,214 |
Operating Segments | Mineral resources | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 45,066 | 46,025 | 47,434 |
Depreciation and amortization | 1,357 | 1,501 | 1,351 |
Capital Expenditures | 2,161 | 1,199 | 0 |
Operating Segments | Farming | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 36,895 | 32,542 | 34,464 |
Depreciation and amortization | 1,150 | 929 | 1,633 |
Capital Expenditures | 2,006 | 2,583 | 4,701 |
Operating Segments | Ranch operations | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 3,893 | 4,313 | 4,295 |
Depreciation and amortization | 641 | 460 | 453 |
Capital Expenditures | 523 | 299 | 561 |
Corporate | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 44,594 | 53,425 | 65,556 |
Depreciation and amortization | 773 | 1,660 | 713 |
Capital Expenditures | $ 481 | $ 540 | $ 908 |
Investment in Unconsolidated 91
Investment in Unconsolidated and Consolidated Joint Ventures - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2016ft² | Aug. 31, 2016USD ($)ft² | Jun. 30, 2015USD ($) | Jun. 30, 2013USD ($)ft²member | Dec. 31, 2016USD ($)aft²joint_venture | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2013USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||||||
Investments in unconsolidated joint ventures | $ 33,803,000 | $ 30,680,000 | ||||||
Equity in earnings (losses) | 7,098,000 | 6,324,000 | $ 5,294,000 | |||||
Equity | 99,265,000 | 94,454,000 | ||||||
Modified share-based awards | $ 1,065,000 | $ 0 | 1,065,000 | |||||
Area of land to be developed (up to) (in acres) | a | 270,000 | |||||||
Long-term debt | $ 73,866,000 | |||||||
Promissory Note | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Long-term debt | 3,961,000 | |||||||
Face amount | $ 4,750,000 | |||||||
Line of Credit | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Construction line of credit | $ 52,000,000 | |||||||
Petro Travel Plaza Holdings | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Unconsolidated joint ventures, voting rights | 50.00% | |||||||
Ownership percentage | 60.00% | |||||||
Investment in unconsolidated joint ventures | $ 18,372,000 | |||||||
Equity | 51,287,000 | 46,710,000 | ||||||
Rockefeller Joint Ventures | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment in unconsolidated joint ventures | $ 13,776,000 | |||||||
Number of joint venture contracts | joint_venture | 3 | |||||||
Number of acres for development | a | 91 | |||||||
Area of land to be developed (up to) (in acres) | a | 500 | |||||||
Five West Parcel | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership percentage | 50.00% | |||||||
Equity | $ 6,043,000 | 6,213,000 | ||||||
Area of building owned and leased | ft² | 606,000 | |||||||
18-19 West LLC | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership percentage | 50.00% | |||||||
Equity | $ 4,621,000 | 4,640,000 | ||||||
Number of acres for development | a | 61.5 | |||||||
Majestic Realty Co. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investments in unconsolidated joint ventures | $ 24,773,000 | |||||||
Investment in unconsolidated joint ventures | $ 1,655,000 | |||||||
Number of joint venture contracts | joint_venture | 2 | |||||||
Area of building owned and leased | ft² | 651,909 | |||||||
Majestic Realty Co. | Promissory Note | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Face amount | $ 21,080,000 | |||||||
TRCC-East | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Number of acres for development | ft² | 326,000 | |||||||
Area of building owned and leased | ft² | 480,480 | |||||||
TRCC/Rock Outlet Center | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investments in unconsolidated joint ventures | $ 87,000,000 | |||||||
Equity | $ 34,523,000 | 36,891,000 | ||||||
Construction loan percent of costs | 60.00% | |||||||
Equity contributions | 40.00% | |||||||
Number of members | member | 2 | |||||||
Centennial-VIE | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity | $ 85,281,000 | $ 81,227,000 | ||||||
Consolidated joint venture, ownership interest | 84.07% | |||||||
Building Improvements | Rockefeller Joint Ventures | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Number of joint venture contracts | joint_venture | 2 |
Investment in Unconsolidated 92
Investment in Unconsolidated and Consolidated Joint Ventures - Condensed Statements of Operations and Balance Sheet Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Balance Sheet Information | |||
Assets | $ 200,109 | $ 175,691 | |
Borrowings | (97,318) | (77,196) | |
Equity | 99,265 | 94,454 | |
Investment In | 33,803 | 30,680 | |
Statement of Operations | |||
Revenues | 128,564 | 128,192 | $ 131,499 |
Earnings(Loss) | 11,782 | 10,523 | 8,944 |
Equity in Earnings (Loss) | 7,098 | 6,324 | 5,294 |
Petro Travel Plaza Holdings | |||
Balance Sheet Information | |||
Assets | 68,652 | 64,484 | |
Borrowings | (15,275) | (14,914) | |
Equity | 51,287 | 46,710 | |
Investment In | 18,372 | 15,626 | |
Statement of Operations | |||
Revenues | 114,947 | 115,776 | 122,584 |
Earnings(Loss) | 12,077 | 10,629 | 8,229 |
Equity in Earnings (Loss) | 7,246 | 6,377 | 4,937 |
Five West Parcel | |||
Balance Sheet Information | |||
Assets | 16,614 | 17,278 | |
Borrowings | (10,251) | (10,725) | |
Equity | 6,043 | 6,213 | |
Investment In | 2,837 | 2,922 | |
Statement of Operations | |||
Revenues | 2,887 | 3,408 | 3,635 |
Earnings(Loss) | 1,029 | 1,084 | 442 |
Equity in Earnings (Loss) | 515 | 542 | 221 |
18-19 West LLC | |||
Balance Sheet Information | |||
Assets | 4,623 | 4,640 | |
Borrowings | 0 | 0 | |
Equity | 4,621 | 4,640 | |
Investment In | 1,741 | 1,750 | |
Statement of Operations | |||
Revenues | 10 | 20 | 60 |
Earnings(Loss) | (129) | (108) | 15 |
Equity in Earnings (Loss) | (65) | (54) | 7 |
TRCC/Rock Outlet Center | |||
Balance Sheet Information | |||
Assets | 86,056 | 89,289 | |
Borrowings | (50,712) | (51,557) | |
Equity | 34,523 | 36,891 | |
Investment In | 9,198 | 10,382 | |
Statement of Operations | |||
Revenues | 9,542 | 8,988 | 5,220 |
Earnings(Loss) | (367) | (1,082) | 328 |
Equity in Earnings (Loss) | (184) | (541) | 164 |
TRCC/Rock Outlet Center | In-place leases, adjustment | |||
Statement of Operations | |||
Non-cash tenant allowance amortization | 1,900 | 2,100 | 700 |
TRC-MRC 1 LLC | |||
Balance Sheet Information | |||
Assets | 199 | 0 | |
Borrowings | 0 | 0 | |
Equity | 199 | 0 | |
Investment In | 224 | 0 | |
Statement of Operations | |||
Revenues | 0 | 0 | 0 |
Earnings(Loss) | 0 | 0 | 0 |
Equity in Earnings (Loss) | 0 | 0 | 0 |
TRC-MRC 2 LLC | |||
Balance Sheet Information | |||
Assets | 23,965 | 0 | |
Borrowings | 21,080 | 0 | |
Equity | 2,592 | 0 | |
Investment In | 1,431 | 0 | |
Statement of Operations | |||
Revenues | 1,178 | 0 | 0 |
Earnings(Loss) | (828) | 0 | 0 |
Equity in Earnings (Loss) | (414) | 0 | 0 |
TRC-MRC 2 LLC | In-place leases, adjustment | |||
Statement of Operations | |||
Non-cash amortization of purchase accounting adjustments related to in-place leases | 1,200 | ||
Tejon Mountain Village LLC | |||
Statement of Operations | |||
Revenues | 0 | 0 | 0 |
Earnings(Loss) | 0 | 0 | (70) |
Equity in Earnings (Loss) | 0 | 0 | (35) |
Centennial-VIE | |||
Balance Sheet Information | |||
Assets | 86,099 | 81,981 | |
Borrowings | 0 | 0 | |
Equity | 85,281 | 81,227 | |
Statement of Operations | |||
Revenues | 520 | 749 | 1,361 |
Earnings(Loss) | $ (246) | $ (140) | $ 415 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Related Party Transaction [Line Items] | |
Retail land sales, gain | $ 1,145 |
Land sale, sale price | 1,268 |
Gain recognized in the period | 458 |
Deferred gain on sale of property | $ 687 |
Petro Travel Plaza Holdings | |
Related Party Transaction [Line Items] | |
Percentage of voting interests | 50.00% |
Ownership percentage | 60.00% |
Development in progress | |
Related Party Transaction [Line Items] | |
Asset purchase, increase in development in process | $ 101,648 |
Unaudited Quarterly Operating94
Unaudited Quarterly Operating Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Total Revenue | $ 12,841 | $ 13,223 | $ 7,006 | $ 13,122 | $ 15,884 | $ 12,187 | $ 7,159 | $ 16,826 | $ 46,192 | $ 52,056 | |
Net income (loss) | (269) | 317 | (728) | 1,195 | 1,745 | (811) | 377 | 1,601 | 515 | 2,912 | $ 5,762 |
Net Income (loss) Per Share | $ (287) | $ 324 | $ (688) | $ 1,209 | $ 1,715 | $ (788) | $ 406 | $ 1,617 | $ 558 | $ 2,950 | $ 5,655 |
Net Income (loss) Per Share | $ (0.01) | $ 0.02 | $ (0.04) | $ 0.06 | $ 0.08 | $ (0.04) | $ 0.02 | $ 0.08 | $ 0.03 | $ 0.14 | $ 0.27 |
Net Income(Loss), Per Share attributable to Common Stockholders (in dollars per share) | $ (0.01) | $ 0.02 | $ (0.03) | $ 0.06 | $ 0.08 | $ (0.04) | $ 0.02 | $ 0.08 | $ 0.03 | $ 0.14 | $ 0.27 |
Reportable Segment | |||||||||||
Selected Quarterly Financial Information [Abstract] | |||||||||||
Segment Profit (Loss) | $ 215 | $ 1,187 | $ 56 | $ 3,186 | $ 4,221 | $ (614) | $ 1,362 | $ 4,643 | $ 4,644 | $ 9,612 |