Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 28, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 1-07183 | ||
Entity Registrant Name | TEJON RANCH CO. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0196136 | ||
Entity Address, Address Line One | P.O. Box 1000 | ||
Entity Address, City or Town | Tejon Ranch | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 93243 | ||
City Area Code | 661 | ||
Local Phone Number | 248-3000 | ||
Title of 12(b) Security | Common Stock, $0.50 par value | ||
Trading Symbol | TRC | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 400,690,171 | ||
Entity Common Stock Shares Outstanding | 26,408,316 | ||
Documents Incorporated by Reference | Portions of the Registrant's Proxy Statement for the 2022 Annual Meeting of Stockholders, to be filed within 120 days of the Registrant's fiscal year ended December 31, 2021, relating to the directors and executive officers of the Company are incorporated by reference into Part III. | ||
Entity Central Index Key | 0000096869 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | DELOITTE & TOUCHE LLP |
Auditor Location | Los Angeles, CA |
Auditor Firm ID | 34 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 36,195 | $ 55,320 |
Marketable securities - available-for-sale | 10,983 | 2,771 |
Accounts receivable | 6,473 | 4,592 |
Inventories | 5,702 | 2,990 |
Prepaid expenses and other current assets | 3,619 | 2,842 |
Total current assets | 62,972 | 68,515 |
Real estate and improvements - held for lease, net | 17,301 | 17,660 |
Real estate development (includes $112,063 at December 31, 2021 and $108,600 at December 31, 2020, attributable to Centennial Founders, LLC, Note 17) | 319,030 | 310,439 |
Property and equipment, net | 50,699 | 46,246 |
Investments in unconsolidated joint ventures | 43,418 | 33,524 |
Net investment in water assets | 50,997 | 56,698 |
Other assets | 1,619 | 3,267 |
TOTAL ASSETS | 546,036 | 536,349 |
Current Liabilities: | ||
Trade accounts payable | 4,545 | 3,367 |
Accrued liabilities and other | 3,451 | 3,305 |
Income taxes payable | 1,217 | 0 |
Deferred income | 1,907 | 1,972 |
Current maturities of long-term debt | 4,475 | 4,295 |
Total current liabilities | 15,595 | 12,939 |
Long-term debt, less current portion | 48,155 | 52,587 |
Long-term deferred gains | 8,409 | 5,550 |
Deferred tax liability | 2,898 | 925 |
Other liabilities | 14,468 | 19,017 |
Total liabilities | 89,525 | 91,018 |
Commitments and contingencies | ||
Tejon Ranch Co. Stockholders’ Equity | ||
Issued and outstanding shares - 26,400,921 at December 31, 2021 and 26,276,830 at December 31, 2020 | 13,200 | 13,137 |
Additional paid-in capital | 344,936 | 342,059 |
Accumulated other comprehensive loss | (6,822) | (9,720) |
Retained earnings | 89,835 | 84,487 |
Total Tejon Ranch Co. Stockholders’ Equity | 441,149 | 429,963 |
Non-controlling interest | 15,362 | 15,368 |
Total equity | 456,511 | 445,331 |
TOTAL LIABILITIES AND EQUITY | $ 546,036 | $ 536,349 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Real estate development | $ 319,030 | $ 310,439 |
Common stock, par value per share (in dollars per share) | $ 0.50 | $ 0.50 |
Common stock, authorized shares (in shares) | 50,000,000 | 50,000,000 |
Common stock, issued shares (in shares) | 26,400,921 | 26,276,830 |
Common stock, outstanding shares (in shares) | 26,400,921 | 26,276,830 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Costs and expenses: | |||
Total expenses | $ 55,873 | $ 44,577 | $ 50,954 |
Operating loss | (260) | (6,747) | (1,431) |
Other income (loss): | |||
Investment income | 57 | 884 | 1,239 |
Gain on sale of real estate | 0 | 1,331 | 0 |
Other income (loss) | 164 | 110 | (1,824) |
Total other income (loss) | 221 | 2,325 | (585) |
Loss from operations before equity in earnings of unconsolidated joint ventures | (39) | (4,422) | (2,016) |
Equity in earnings of unconsolidated joint ventures, net | 9,202 | 4,504 | 16,575 |
Income before income taxes | 9,163 | 82 | 14,559 |
Income tax expense | 3,821 | 829 | 3,980 |
Net income (loss) | 5,342 | (747) | 10,579 |
Net loss attributable to non-controlling interest | (6) | (7) | (1) |
Net income (loss) attributable to common stockholders | $ 5,348 | $ (740) | $ 10,580 |
Net income (loss) per share attributable to common stockholders, basic (in dollars per share) | $ 0.20 | $ (0.03) | $ 0.41 |
Net income (loss) per share attributable to common stockholders, diluted (in dollars per share) | $ 0.20 | $ (0.03) | $ 0.40 |
Operating Segments | |||
Revenues: | |||
Total revenues | $ 55,613 | $ 37,830 | $ 49,523 |
Corporate expenses | |||
Costs and expenses: | |||
Total expenses | 9,843 | 9,430 | 9,361 |
Real estate - commercial/industrial | Operating Segments | |||
Revenues: | |||
Total revenues | 19,476 | 9,536 | 16,792 |
Costs and expenses: | |||
Total expenses | 11,953 | 7,122 | 12,961 |
Other income (loss): | |||
Equity in earnings of unconsolidated joint ventures, net | 9,202 | 4,504 | 16,575 |
Real estate - resort/residential | Operating Segments | |||
Costs and expenses: | |||
Total expenses | 1,723 | 1,612 | 2,247 |
Mineral resources | Operating Segments | |||
Revenues: | |||
Total revenues | 20,987 | 10,736 | 9,791 |
Costs and expenses: | |||
Total expenses | 13,559 | 6,414 | 5,818 |
Farming | Operating Segments | |||
Revenues: | |||
Total revenues | 11,039 | 13,866 | 19,331 |
Costs and expenses: | |||
Total expenses | 14,116 | 15,103 | 15,251 |
Ranch operations | Operating Segments | |||
Revenues: | |||
Total revenues | 4,111 | 3,692 | 3,609 |
Costs and expenses: | |||
Total expenses | $ 4,679 | $ 4,896 | $ 5,316 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Comprehensive income attributable to common stockholders | |||
Net income (loss) | $ 5,342 | $ (747) | $ 10,579 |
Other comprehensive (loss) income: | |||
Unrealized (loss) gain on available-for-sale securities | (14) | (46) | 440 |
Unrealized interest rate swap gain (loss) | 2,841 | (3,213) | (2,809) |
Other comprehensive income (loss) before taxes | 4,024 | (4,096) | (2,658) |
(Provision) benefit for income taxes related to other comprehensive income items | (1,126) | 1,147 | 744 |
Other comprehensive income (loss) | 2,898 | (2,949) | (1,914) |
Comprehensive income (loss) | 8,240 | (3,696) | 8,665 |
Comprehensive loss attributable to non-controlling interests | (6) | (7) | (1) |
Comprehensive income (loss) attributable to common stockholders | 8,246 | (3,689) | 8,666 |
Pension plan | |||
Other comprehensive (loss) income: | |||
Benefit plan adjustments | 866 | (215) | 135 |
SERP liability adjustments | |||
Other comprehensive (loss) income: | |||
Benefit plan adjustments | $ 331 | $ (622) | $ (424) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Noncontrolling Interest |
Beginning balance, value at Dec. 31, 2018 | $ 434,672 | $ 419,296 | $ 12,986 | $ 336,520 | $ (4,857) | $ 74,647 | $ 15,376 |
Beginning balance (in shares) at Dec. 31, 2018 | 25,972,080 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 10,579 | 10,580 | 10,580 | (1) | |||
Other comprehensive loss | (1,914) | (1,914) | (1,914) | ||||
Restricted stock issuance | 0 | $ 110 | (110) | ||||
Restricted stock issuance (in shares) | 221,267 | ||||||
Stock compensation | 3,958 | 3,958 | 3,958 | ||||
Shares withheld for taxes and tax benefit of vested shares | (1,671) | (1,671) | $ (48) | (1,623) | |||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (96,550) | ||||||
Ending balance, value at Dec. 31, 2019 | 445,624 | 430,249 | $ 13,048 | 338,745 | (6,771) | 85,227 | 15,375 |
Ending balance (in shares) at Dec. 31, 2019 | 26,096,797 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (747) | (740) | (740) | (7) | |||
Other comprehensive loss | (2,949) | (2,949) | (2,949) | ||||
Restricted stock issuance | 0 | $ 169 | (169) | ||||
Restricted stock issuance (in shares) | 338,074 | ||||||
Stock compensation | 5,629 | 5,629 | 5,629 | ||||
Shares withheld for taxes and tax benefit of vested shares | (2,226) | (2,226) | $ (80) | (2,146) | |||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (158,041) | ||||||
Ending balance, value at Dec. 31, 2020 | 445,331 | 429,963 | $ 13,137 | 342,059 | (9,720) | 84,487 | 15,368 |
Ending balance (in shares) at Dec. 31, 2020 | 26,276,830 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 5,342 | 5,348 | 5,348 | (6) | |||
Other comprehensive loss | 2,898 | 2,898 | 2,898 | ||||
Restricted stock issuance | 0 | $ 114 | (114) | ||||
Restricted stock issuance (in shares) | 227,250 | ||||||
Stock compensation | 4,731 | 4,731 | 4,731 | ||||
Shares withheld for taxes and tax benefit of vested shares | (1,791) | (1,791) | $ (51) | (1,740) | |||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (103,159) | ||||||
Ending balance, value at Dec. 31, 2021 | $ 456,511 | $ 441,149 | $ 13,200 | $ 344,936 | $ (6,822) | $ 89,835 | $ 15,362 |
Ending balance (in shares) at Dec. 31, 2021 | 26,400,921 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Operating Activities | ||||
Net income (loss) | $ 5,342 | $ (747) | $ 10,579 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||
Depreciation and amortization | 4,594 | 4,938 | 5,036 | |
Amortization of premium (discount) on marketable securities | 111 | 34 | (94) | |
Equity in earnings of unconsolidated joint ventures, net | (9,202) | (4,504) | (16,575) | |
Non-cash retirement plan expense | 99 | 78 | 307 | |
(Gain) on sale of real estate/assets | (12) | (1,339) | 0 | |
Non-cash profits recognized from land contribution | (2,784) | 0 | (2,146) | |
Profit from water sale | [1] | (3,442) | 0 | 0 |
Profit from land sales | (3,139) | 0 | 0 | |
Deferred income taxes | 1,134 | 2,253 | 1,259 | |
Stock compensation expense | 4,271 | 4,494 | 3,198 | |
Excess tax benefit of stock-based compensation | 48 | 519 | 57 | |
Non-cash write-off of leasing assets | 0 | 110 | 1,604 | |
Distribution of earnings from unconsolidated joint ventures | 5,892 | 6,222 | 15,381 | |
Changes in operating assets and liabilities: | ||||
Receivables, inventories, prepaids and other assets, net | (814) | 5,427 | 154 | |
Current liabilities, net | 718 | (2,004) | (2,715) | |
Net cash provided by operating activities | 2,816 | 15,481 | 16,045 | |
Investing Activities | ||||
Maturities and sales of marketable securities | 6,249 | 41,843 | 53,418 | |
Purchase of marketable securities | (14,586) | (5,610) | (28,219) | |
Real estate and equipment expenditures | (20,879) | (22,259) | (25,222) | |
Reimbursement proceeds from Communities Facilities District | 135 | 4,223 | 4,180 | |
Proceeds from sale of real estate/assets | 63 | 2,000 | 0 | |
Proceeds from sale of land | 4,413 | 0 | 0 | |
Investment in unconsolidated joint ventures | (2,900) | (2,160) | (3,100) | |
Distribution of equity from unconsolidated joint ventures | 5,734 | 5,309 | 3,457 | |
Investments in long-term water assets | (2,415) | (3,568) | (3,686) | |
Proceeds from water sales | 9,534 | 0 | 0 | |
Net cash (used in) / provided by investing activities | (14,652) | 19,778 | 828 | |
Financing Activities | ||||
Borrowings on line of credit | 0 | 0 | 5,000 | |
Repayments of line of credit | 0 | 0 | (5,000) | |
Repayments of long-term debt | (4,295) | (4,819) | (4,004) | |
Taxes on vested stock grants | (1,791) | (2,226) | (1,671) | |
Net cash used in financing activities | (6,086) | (7,045) | (5,675) | |
(Decrease) increase in cash and cash equivalents | (17,922) | 28,214 | 11,198 | |
Cash, cash equivalents, and restricted cash at beginning of year | 55,320 | 27,106 | 15,908 | |
Cash, cash equivalents, and restricted cash at end of year | 37,398 | 55,320 | 27,106 | |
Reconciliation to amounts on consolidated balance sheets: | ||||
Cash and cash equivalents | 36,195 | 55,320 | ||
Restricted cash (recorded in other assets) | 1,203 | 0 | 0 | |
Total cash, cash equivalents, and restricted cash | 37,398 | 55,320 | 27,106 | |
Non-cash investing activities | ||||
Accrued capital and water expenditures included in current liabilities | 1,342 | 910 | 785 | |
Contribution to unconsolidated joint venture | [2] | 8,464 | 0 | 8,658 |
Long term deferred profit on land contribution | [2] | $ 2,785 | $ 0 | $ 2,038 |
[1] | In determining the classification of cash inflows and outflows related to water asset activity, the Company’s practices are supported by Accounting Standards Codification (“ASC”) 230-10-45-22, which provides that “Certain cash receipts and payments have aspects of more than one class of cash flows…. If so, the appropriate classification shall depend on the activity that is likely to be the predominant source of cash flows for the item.” Also, at the 2006 American Institution of Certified Public Accountants Conference on Current SEC and PCAOB Developments, the Securities and Exchange Commission, or SEC staff discussed that an entity should be consistent in how it classifies cash outflows and inflows related to an asset’s purchase and sale and noted that when cash flow classification is unclear, registrants must use judgment and analysis that considers the nature of the activity and the predominant source of cash flow for these items. Given the nature of our water assets and the aforementioned authoritative guidance, the Company estimates the appropriate classification of water assets purchased based on the timing of the sale of the water. Water purchased in prior periods that was classified as investing was sold for $9.0 million in 2021, this cash inflow is appropriately classified in the Company’s investing activities. The profit of $3.3 million related to the water purchased in prior periods is appropriately being deducted from operating activities for the current period. The Company has and will continue to apply this methodology to water asset transactions that meet this fact pattern. | |||
[2] | In June 2021, the Company contributed land with a fair value of $8.5 million to TRC-MRC 4, LLC an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 630,000 square foot industrial building on the Company's property at TRCC-East (defined herein). The total cost of the land was $2.9 million. The Company recognized $2.8 million in profit and deferred $2.8 million of profit after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In April 2019, the Company contributed land with a fair value of $5.9 million to TRC-MRC 3, LLC, an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. The total cost of the land, inclusive of transaction costs was $2.8 million. The Company recognized $1.5 million in profit and deferred $1.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In December 2019, the Company contributed a newly constructed commercial multi-tenant building and underlying land with an aggregate fair value of $2.8 million to TA/Petro, an unconsolidated joint venture. The total cost of the building construction and land was $2.0 million. The Company recognized $0.3 million in profit and deferred $0.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. Historically, cash outflows related to land development expenditures were accounted for within investing activities. For consistency, the Company will continue to classify cash outflows and cash inflows related to land development as investing activities. |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($)a | Apr. 30, 2019USD ($)ft² | Dec. 31, 2021USD ($) | ||
Proceeds from water sales, investing | $ 9,500 | |||
Profit related to water purchased in prior periods | 3,400 | |||
Contribution to unconsolidated joint venture | [1] | 8,464 | ||
Investments in unconsolidated joint ventures | $ 43,418 | |||
TRC-MRC 4, LLC | ||||
Contribution to unconsolidated joint venture | $ 8,464 | |||
Number of acres for development | 630,000 | |||
Transaction costs | $ 2,900 | |||
Earnings(Loss) | 2,785 | |||
Deferred gain on sale | 2,785 | |||
TRC-MRC 4, LLC | Land | ||||
Contribution to unconsolidated joint venture | $ 8,500 | |||
TRC-MRC 3, LLC | ||||
Number of acres for development | ft² | 579,040 | |||
Transaction costs | $ 2,800 | |||
Earnings(Loss) | 1,500 | |||
Deferred gain on sale | 1,500 | |||
TRC-MRC 3, LLC | Land | ||||
Contribution to unconsolidated joint venture | $ 5,900 | |||
[1] | In June 2021, the Company contributed land with a fair value of $8.5 million to TRC-MRC 4, LLC an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 630,000 square foot industrial building on the Company's property at TRCC-East (defined herein). The total cost of the land was $2.9 million. The Company recognized $2.8 million in profit and deferred $2.8 million of profit after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In April 2019, the Company contributed land with a fair value of $5.9 million to TRC-MRC 3, LLC, an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. The total cost of the land, inclusive of transaction costs was $2.8 million. The Company recognized $1.5 million in profit and deferred $1.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In December 2019, the Company contributed a newly constructed commercial multi-tenant building and underlying land with an aggregate fair value of $2.8 million to TA/Petro, an unconsolidated joint venture. The total cost of the building construction and land was $2.0 million. The Company recognized $0.3 million in profit and deferred $0.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. Historically, cash outflows related to land development expenditures were accounted for within investing activities. For consistency, the Company will continue to classify cash outflows and cash inflows related to land development as investing activities. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company Tejon Ranch Co. (the Company and Tejon) is a diversified real estate development and agribusiness company committed to responsibly using its land and resources to meet the housing, employment, and lifestyle needs of Californians. Current operations consist of land planning and entitlement, land development, commercial land sales and leasing, leasing of land for mineral royalties, water asset management and sales, grazing leases, and farming. These activities are performed through five reporting segments: • Real Estate - Commercial/Industrial • Real Estate - Resort/Residential • Mineral Resources • Farming • Ranch Operations Tejon's prime asset is approximately 270,000 acres of contiguous, largely undeveloped land that, at its most southerly border, is 60 miles north of downtown Los Angeles and, at its most northerly border, is 15 miles east of Bakersfield. The Company creates value by securing entitlements for its land, facilitating infrastructure development, strategic land planning, monetization of land through development and sales, and conservation, in order to maximize the highest and best use for its land. The Company is involved in seven joint ventures that own, develop, and operate real estate properties. The Company enters into joint ventures as a means to facilitate the development of portions of its land. The Company is 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 intercompany transactions have been eliminated in consolidation. The Company has evaluated subsequent events through the date of issuance of the 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's investment portfolio is comprised of fixed income debt securities, which are classified as current assets on the consolidated balance sheets. 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 For joint ventures that the Company does not control, but over which it exercises significant influence, the Company uses the equity method of accounting. The Company's judgment with regard to its level of influence or control of an entity involves consideration of various factors, including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace the Company as manager, and/or to liquidate the venture. These ventures are recorded at cost and adjusted for equity in earnings (losses), contributions and distributions. Any difference between the carrying amount of these investments on the Company’s balance sheet and the underlying equity in net assets on the joint venture’s balance sheet is adjusted as the related underlying assets are depreciated, amortized, or sold. When the Company contributes land to a joint venture, it records the investment in the venture at fair value, regardless of whether the other investors in the venture contribute cash or property. The Company generally allocates income and loss from an unconsolidated joint venture based on the venture's distribution priorities, which may be different from its stated ownership percentage. The Company evaluates the recoverability of its investments in unconsolidated joint ventures in accordance with accounting standards for equity investments by first reviewing each investment for any indicators of impairment. If indicators are present, the Company estimates the fair value of the investment. If the carrying value of the investment is greater than the estimated fair value, management makes an assessment of whether the impairment is “temporary” or “other-than-temporary.” In making this assessment, management considers the following: (1) the length of time and the extent to which fair value has been less than cost, (2) the financial condition and near-term prospects of the entity, and (3) the Company’s intent and ability to retain its interest long enough for a recovery in market value. If management concludes that the impairment is "other than temporary," the Company reduces the investment to its estimated fair value. 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 the Company's own estimates about the assumptions that market participants would use to value the asset or liability. When available, the Company uses quoted market prices in active markets to determine fair value. The Company considers the principal market and nonperformance risk associated with 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, the Company entered into an interest rate swap agreement with Wells Fargo. In June, 2019, the Company amended the interest rate swap agreement to continue to hedge the Company's exposure to interest rate risk from the Term Note, and the subsequent Amended Term Note. See Note 8 (Line of Credit and Long-Term Debt) and Note 10 (Interest Rate Swap) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. The Company believes 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. The Company recognizes 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. The interest rate swap agreement is considered a cash flow hedge because it was designed to match the terms of the Term Loan, and the subsequent Amended 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 exposure to variable interest rates. The Company formally documents all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. The Company makes 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. If swaps qualify as highly effective, the changes in the fair values of the derivatives used as hedges would be reflected in accumulated other comprehensive income, or AOCI. Amounts classified in AOCI will be reclassified into earnings in the period during which the hedged transactions affect earnings. If swaps do not qualify as highly effective, the changes in fair values of derivatives used as hedges would be reflected in 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 value of 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 the Company has determined to be insignificant to the overall fair value of its interest rate swap agreement. Variable Interest Entity The Company evaluates all of its interests in VIEs for consolidation. When the Company's interests are determined to be variable interests, the Company assesses whether the Company is deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. A primary beneficiary is defined 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 potentially be significant. The Company considers its variable interests as well as any variable interests of related parties in making this determination. Where both of these factors are present, the Company is deemed to be the primary beneficiary and consolidates the VIE. Where either one of these factors is not present, the Company is not the primary beneficiary and does not consolidate the VIE. To assess whether the Company has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, the Company considers all facts and circumstances, including its role in establishing the VIE and its 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. To assess whether the Company has 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, the Company considers all economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that the Company 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 the Company. As of December 31, 2021 and 2020, the Company had two VIEs. One was consolidated in the financial statements while the other was not. 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. Commercial revenues are derived primarily from lease rental payments and operating expense reimbursements. If client tenants fail to make rental payments under their lease, the Company's financial condition, and cash flows could be adversely affected. The Company records an allowance for doubtful accounts based on its judgment of a tenant’s creditworthiness, ability to pay and probability of collection. Accounts are written off when they are deemed to be no longer collectible. During both years ended December 31, 2021 and 2020, the Pastoria Energy Facility, L.L.C., or PEF power plant lease generated approximately 8% of total revenues. The Company had no other customers account for 5% or more of total revenues from operations. 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 incurred 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. The Company's property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2021 December 31, 2020 Vineyards and orchards 20 $ 62,877 $ 56,612 Machinery, furniture fixtures and other equipment 3 - 10 20,299 19,882 Buildings and improvements 10 - 27.5 8,858 8,819 Land and land improvements 15 7,835 7,807 Development in process 4,882 4,817 $ 104,751 $ 97,937 Less: accumulated depreciation (54,052) (51,691) $ 50,699 $ 46,246 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 under the straight-line basis over their contractual lives. 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. During the fourth quarter of 2019, the Company abandoned 313 acres of vineyards. As a result, the Company wrote off the $1,555,000 net book value related to these vineyards and other farming related assets which were previously included in the Property and equipment, net, line item within the Consolidated Balance Sheet. The $1,555,000 charge was recorded within the Other Income (Loss) line item within the Consolidated Statement of Operations. 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 the Company's 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 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 $365,000 in 2021, $890,000 in 2020, and $3,746,000 in 2019. The adjustment for 2021 includes a $365,000 increase for pistachio revenues and no change for almonds. The adjustment for 2020 includes a $890,000 increase for pistachio revenues and no change for almonds. The adjustment for 2019 includes a $3,807,000 increase for pistachio revenues and a $61,000 decrease for almonds. 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, 2021, 2020, and 2019, no such withholding was mandated. Common Stock Options and Grants The Company accounts 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 On a quarterly basis, the Company reviews current activities and changes in the business conditions of all of its operating properties prior to and subsequent to the end of each quarter to determine the existence of any triggering events requiring an impairment analysis. If triggering events are identified, the Company reviews an estimate of the future undiscounted cash flows for the properties, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Long-lived assets to be held and used, including rental properties, construction in progress, or CIP, real estate held for development and intangibles, are individually evaluated for impairment when conditions exist that may indicate that the carrying amount of a long-lived asset may not be recoverable. The carrying amount of a long-lived asset to be held and used is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Impairment indicators or triggering events for long-lived assets to be held and used, including rental properties, CIP, real estate held for development, and intangibles, are assessed by project and include significant fluctuations in estimated net operating income, occupancy changes, significant near-term lease expirations, current and historical operating and/or cash flow losses, rental rates, and other market factors. The Company assesses the expected undiscounted cash flows based upon numerous factors, including, but not limited to, available market information, current and historical operating results, known trends, current market/economic conditions that may affect the property, and assumptions about the use of the asset, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Upon determination that an impairment has occurred, a write-down is recognized to reduce the carrying amount to its estimated fair value. 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. As of December 31, 2021, management of the Company believes that none of its long-lived assets were impaired. Revenue Recognition The Company’s revenue is primarily derived from lease revenue from its rental portfolio, royalty revenue from mineral leases, sales of farm crops, sales of water, and land sales. On January 1, 2018, the Company implemented ASU 2014-09 “Revenue with Contracts from Customers (Topic 606)" (ASC 606). ASU 2014-09 supersedes all previous revenue recognition guidance, including industry-specific guidance. The Company recognizes revenue by following the five-step model under ASC 606 to achieve the core principle that an entity recognizes revenue to depict the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The five-step model requires that the Company (i) identifies the contract with the customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocates the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Sales of Real Estate Upon adoption of ASC 606, the Company is required to allocate the transaction price, on land sales with multiple performance obligations, to the performance obligations in proportion to their standalone selling prices (i.e., on a relative standalone selling price basis) and not total costs. 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. The Company recognizes easement sales revenue by following the five-step model under ASC 606. 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 estimates, at the time of sale, future costs of the development 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. The accounting of royalty income remains largely unchanged upon implementation of ASC 606. Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. The Company classifies amounts currently recognized as income, and amounts expected to be received in later years, as deferred rent in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accrued liabilities and other, and deferred income in the accompanying consolidated balance sheets. The Company commences 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, the Company monitors the credit quality of its 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 tenants that are publicly available or that are required to be delivered to the Company pursuant to the applicable lease, (iii) monitoring news reports regarding its tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. The Company has employees who are assigned the responsibility for assessing and monitoring the credit quality of its 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, 2021 and 2020. Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the 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. New Accounting Pronouncements Adopted in 2021 Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update, or ASU No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting", for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The pronouncement provides optional expedients for a limited period of time to ease the potential burden of accounting for reference rate reform. Specifically, the ASU permits modification of contracts within ASC Topic 470, Debt, to be accounted for by prospectively adjusting the effective interest rate when a contract is modified because of reference rate reform. It also provides exceptions to the guidance in ASC Topic 815 related to changes to critical terms of a hedging relationship: the change in reference rate will not result in de-designation of a hedging relationship if certain criteria are met. This guidance is effective for all entities as of March 12, 2020 through December 31, 2022. This pronouncement has not had, and is not expected to have, a material effect on the consolidated financial statements. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2019 Weighted average number of shares outstanding: Common stock 26,343,352 26,205,923 26,031,391 Common stock equivalents: stock options, grants 70,662 140,527 117,724 Diluted shares outstanding 26,414,014 26,346,450 26,149,115 |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2021 | |
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) 2021 2020 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 401 $ 400 $ — $ — with unrecognized gains — — — — Total Certificates of deposit Level 1 401 400 — — U.S. Treasury and agency notes with unrecognized losses for less than 12 months 1,360 1,358 — — with unrecognized gains — — 801 803 Total U.S. Treasury and agency notes Level 2 1,360 1,358 801 803 Corporate notes with unrecognized losses for less than 12 months 9,231 9,225 708 707 with unrecognized gains — — 1,257 1,261 Total Corporate notes Level 2 9,231 9,225 1,965 1,968 $ 10,992 $ 10,983 $ 2,766 $ 2,771 The Company adopted ASU No. 2016-13, "Financial Instruments — Credit Losses (Topic 326)" on January 1, 2020 prospectively. Under ASC Topic 326-30, the Company is now required to use an allowance approach when recognizing credit loss for available-for-sale debt securities, measured as the difference between the security's amortized cost basis and the amount expected to be collected over the security's lifetime. Under this approach, at each reporting date, the Company records impairment related to credit losses through earnings offset with an allowance for credit losses, or ACL. At December 31, 2021 the Company has not recorded any credit losses. At December 31, 2021, the fair market value of investment securities was $9,000 below the cost basis of securities. The Company’s gross unrealized holding gains equal zero and gross unrealized holding losses equal $9,000. As of December 31, 2021, the adjustment to accumulated other comprehensive loss in consolidated equity for the temporary change in the value of securities reflects a decrease in the market value of available-for-sale securities of $14,000, which includes estimated taxes of $4,000. The Company elected to exclude applicable accrued interest from both the fair value and the amortized cost basis of the available-for-sale debt securities, and separately present the accrued interest receivable balance per ASC Topic 326-30-50-3A. The accrued interest receivables balance totaled $53,000 as of December 31, 2021, and was included within the Prepaid expenses and other current assets line item of the Consolidated Balance Sheets. The Company elected not to measure an allowance for credit losses on accrued interest receivable as an allowance on possible uncollectible accrued interest is not warranted. U.S. Treasury and agency notes The unrealized losses on the Company's investments in U.S. Treasury and agency notes at December 31, 2021 were caused by relative changes in interest rates since the time of purchase. The contractual cash flows for these securities are guaranteed by U.S. government agencies. The unrealized losses on these debt security holdings are a function of changes in investment spreads and interest rate movements and not changes in credit quality. As of December 31, 2021, the Company did not intend to sell these securities and it is not more-likely-than-not that the Company would be required to sell these securities before recovery of their cost basis. Therefore, these investments did not require an ACL as of December 31, 2021. Corporate notes The contractual terms of those investments do not permit the issuers to settle the securities at a price less than the amortized cost basis of the investments. The unrealized losses on corporate notes are a function of changes in investment spreads and interest rate movements and not changes in credit quality. The Company expects to recover the entire amortized cost basis of these securities. As of December 31, 2021 and December 31, 2020, the Company did not intend to sell these securities and it is not more-likely-than-not that the Company would be required to sell these securities before recovery of their cost basis. Therefore, these investments did not require an ACL as of December 31, 2021 and December 31, 2020. The following tables summarize the maturities, at par, of marketable securities by year ($ in thousands): December 31, 2021 2022 2023 Total Certificates of deposit $ 400 $ — $ 400 U.S. Treasury and agency notes $ 855 500 $ 1,355 Corporate notes 8,925 250 9,175 $ 10,180 $ 750 $ 10,930 December 31, 2020 2021 Total U.S. Treasury and agency notes 801 801 Corporate notes 1,950 1,950 $ 2,751 $ 2,751 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, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consisted of the following at December 31: ($ in thousands) 2021 2020 Farming inventories $ 5,377 $ 2,636 Other 325 354 $ 5,702 $ 2,990 Farming inventories consist of costs incurred during the current year related to next year’s crop along with unsold current year crop and farming chemicals. |
Real Estate
Real Estate | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Real Estate | REAL ESTATE Real estate consisted of the following as of December 31: ($ in thousands) 2021 2020 Real estate development Mountain Village $ 150,668 $ 146,662 Centennial 112,063 108,600 Grapevine 37,922 36,815 Tejon Ranch Commerce Center 18,377 18,362 Real estate development 319,030 310,439 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 20,595 20,595 Real estate and improvements - held for lease, net 20,595 20,595 Less accumulated depreciation (3,294) (2,935) Real estate and improvements - held for lease, net $ 17,301 $ 17,660 |
Long-Term Water Assets
Long-Term Water Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Long-Term Water Assets | LONG-TERM WATER ASSETS Long-term water 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 and by TCWD in Kern Water Banks. The Company has secured State Water Project, or SWP, entitlements 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 and have been transferred to AVEK for the Company's use in the Antelope Valley. In 2013, the Company acquired 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 initial term of the water purchase agreement with Nickel runs to 2044 and includes a Company option to extend the contract for an additional 35 years. The purchase cost of water in 2021 was $817 per acre-foot. The purchase cost is subject to annual cost increases based on the greater of the consumer price index or 3%. The water purchased above will ultimately be used in the development of the Company’s land for commercial/industrial real estate development, resort/residential real estate development, and farming. Interim uses may include the sale of portions of this water to third party users on an annual basis until this water is fully allocated to Company uses, as just described. Water revenues and cost of sales were as follows as of December 31: ($ in thousands) 2021 2020 2019 Acre-Feet Sold 13,651 5,022 4,482 Revenues $ 15,523 $ 5,909 $ 3,997 Cost of sales 10,669 3,663 3,194 Profit $ 4,854 $ 2,246 $ 803 Costs assigned to water assets held for future use were as follows ($ in thousands): December 31, 2021 December 31, 2020 Banked water and water for future delivery $ 25,020 $ 28,136 Transferable water 2,879 4,102 Total water held for future use at cost $ 27,899 $ 32,238 Intangible Water Assets The Company's carrying amounts of its purchased water contracts were as follows ($ in thousands): December 31, 2021 December 31, 2020 Costs Accumulated Depreciation Costs Accumulated Depreciation Dudley-Ridge water rights $ 11,581 $ (5,307) $ 11,581 $ (4,825) Nickel water rights 18,740 (5,247) 18,740 (4,605) Tulare Lake Basin water rights 6,479 (3,148) 6,479 (2,910) $ 36,800 $ (13,702) $ 36,800 $ (12,340) Net cost of purchased water contracts 23,098 24,460 Total cost water held for future use 27,899 32,238 Net investments in water assets $ 50,997 $ 56,698 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. Total water resources, including both recurring and one-time usage are: (in acre feet, unaudited) December 31, 2021 December 31, 2020 Water held for future use TCWD - Banked water owned by the Company 56,189 61,054 Company water bank 50,349 50,349 Transferable water 4,203 5,638 Total water held for future use 110,741 117,041 Purchased water contracts Water Contracts (Dudley-Ridge, Nickel and Tulare) 10,137 10,137 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 Total purchased water contracts 31,433 31,433 Total water held for future use and purchased water contracts 142,174 148,474 Tejon Ranchcorp, or Ranchcorp, a wholly-owned subsidiary of Tejon Ranch Co., entered into a Water Supply Agreement with PEF in 2015. PEF is the current lessee under the power plant lease. Pursuant to the Water Supply Agreement, PEF may purchase from Ranchcorp up to 3,500 acre-feet of water per year from January 1, 2017 through July 31, 2030, 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 for 2021 was $1,188 per acre-foot of annual water, subject to 3% annual increases over the life of the contract. The Water Supply Agreement contains other customary terms and conditions, including representations and warranties, which are typical for agreements of this type. The Company's commitments to sell water can be met through current water assets. |
Accrued Liabilities and Other
Accrued Liabilities and Other | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other | ACCRUED LIABILITIES AND OTHER Accrued liabilities and other consisted of the following as of December 31: ($ in thousands) 2021 2020 Accrued vacation $ 782 $ 736 Accrued paid personal leave 356 399 Accrued bonus 2,062 1,658 Other 251 512 $ 3,451 $ 3,305 |
Line of Credit and Long-Term De
Line of Credit and Long-Term Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Line of Credit and Long-Term Debt | LINE OF CREDIT AND LONG-TERM DEBT Debt consisted of the following as of December 31: ($ in thousands) 2021 2020 Notes payable $ 52,784 $ 57,078 Less: line-of-credit and current maturities of long-term debt (4,475) (4,295) Less: deferred loan costs (154) (196) Long-term debt, less current portion $ 48,155 $ 52,587 The following table summarizes debt maturities, outstanding indebtedness, and respective principal maturities as of December 31, ($ in thousands) Stated Rate Effective Rate Maturity 2022 2023 2024 2025 2026 Thereafter Total Term Loan 1 L+1.70% 4.16% 6/5/2029 $ 4,221 $ 4,429 $ 4,624 $ 4,825 $ 5,038 $ 27,700 $ 50,837 $35 million RLOC See below 2 See below 2 10/5/2024 — — — — — — — Promissory note 4.25% 4.25% 9/1/2028 254 265 277 289 302 560 1,947 Total long-term debt $ 4,475 $ 4,694 $ 4,901 $ 5,114 $ 5,340 $ 28,260 $ 52,784 1 The interest on the Term Loan is fixed by an interest rate swap agreement. Please see Footnote 10 for further discussion. 2 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. |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | OTHER LIABILITIES Other liabilities consist of the following as of December 31: ($ in thousands) 2021 2020 Pension liability (See Note 15) $ 185 $ 1,602 Interest rate swap liability (See Note 10) 3,088 5,929 Supplemental executive retirement plan liability (See Note 15) 7,847 8,419 Other 1 3,348 3,067 $ 14,468 $ 19,017 1 For two of the joint ventures with Majestic Realty Co., excess distributions were made and are classified as a liability. See further disclosure in Note 17 (Investment In Unconsolidated and Consolidated Joint Ventures). For the captions presented in the table above, please refer to the respective Notes to Consolidated Financial Statements for further detail. |
Interest Rate Swap
Interest Rate Swap | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swap | INTEREST RATE SWAP In 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. On June 21, 2019, the Company amended the interest rate swap agreement to continue to hedge a portion of its exposure to interest rate risk from the Term Note, and subsequently, the Amended Term Note. The original hedging relationship was de-designated, and the amended interest rate swap was re-designated simultaneously. The amended interest rate swap qualified as an effective cash flow hedge at the initial assessment based upon a regression analysis and is recorded at fair value. During the quarter ended December 31, 2021, the interest rate swap agreement was deemed highly effective. Changes in fair value, including accrued interest and adjustments for non-performance risk, that qualify as cash flow hedges are classified in AOCI. Amounts classified in AOCI are subsequently reclassified into earnings in the period during which the hedged transactions affect earnings. As of December 31, 2021, the fair value of the interest rate swap agreement was less than its cost basis and as such is recorded within Other Liabilities on the Consolidated Balance Sheets. The Company had the following outstanding interest rate swap agreement designated as an interest rate cash flow hedge as of ($ in thousands): December 31, 2021 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount July 5, 2019 June 5, 2029 Level 2 4.16% $(3,088) $50,837 December 31, 2020 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount July 5, 2019 June 5, 2029 Level 2 4.16% $(5,929) $54,887 |
Stock Compensation - Restricted
Stock Compensation - Restricted Stock and Performance Share Grants | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [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 share price, or Performance Condition Grants; and performance share grants that include threshold, target, and maximum achievement levels based on the achievement of specific performance measures, or Performance Milestone Grants. Performance Condition Grants with market-based conditions are based on the achievement of a target share price. The share price used to calculate vesting for market-based awards is determined using a Monte Carlo simulation. Failure to achieve the target share price will result in the forfeiture of shares. Forfeiture of share awards with service conditions or performance-based restrictions will result 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 as of the year ended December 31, 2021: Performance Share Grants with Performance Conditions Threshold performance 32,282 Target performance 515,919 Maximum performance 924,338 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, 2021 December 31, 2020 December 31, 2019 Stock Grants Outstanding Beginning of the Year at Target Achievement 840,307 409,373 538,599 New Stock Grants/Additional shares due to achievement in excess of target 63,622 797,364 160,471 Vested Grants (196,328) (307,250) (188,032) Expired/Forfeited Grants (23,956) (59,180) (101,665) Stock Grants Outstanding at Target Achievement 683,645 840,307 409,373 The following is a summary of the assumptions used to determine the price for the Company's market-based Performance Condition Grants for the year ended December 31, 2021: ($ in thousands except for share prices) Grant date December 12, 2019 March 11, 2020 December 11, 2020 March 18, 2021 Vesting end December 31, 2022 December 31, 2022 December 31, 2023 March 18, 2024 Share price at target achievement $18.80 $16.36 $17.07 $20.02 Expected volatility 17.28% 18.21% 29.25% 30.30% Risk-free interest rate 1.69% 0.58% 0.19% 0.33% Simulated Monte Carlo share price $11.95 $5.87 $15.59 $18.82 Shares granted 6,327 81,716 3,628 10,905 Total fair value of award $76 $480 $57 $205 The unamortized cost associated with unvested stock grants and the weighted-average period over which it is expected to be recognized as of December 31, 2021 was $3,818,000 and 13 months respectively. The fair value of restricted stock with time-based vesting features is based upon the Company’s share price on the date of grant and is expensed over the service period. Fair value of performance grants that cliff vest based on the achievement of performance conditions is based on the share price of the Company’s stock on the day of grant once the Company determines that it is probable that the award will vest. This fair value is expensed over the service period applicable to these grants. For performance grants that contain a range of shares from zero to maximum the Company determines, based on historic and projected results, the probability of (1) achieving the performance objective, and (2) the level of achievement. Based on this information, the Company determines the fair value of the award and measure the expense over the service period related to these grants. Because the ultimate vesting of all performance grants is tied to the achievement of a performance condition, the Company estimates whether the performance condition will be met and over what period of time. Ultimately, the Company adjusts compensation cost according to the actual outcome of the performance condition. Under the Non-Employee Director Stock Incentive Plan, or NDSI Plan, each non-employee director, during the years presented, received his or her annual compensation in stock. The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan ($ in thousands): December 31, 2021 December 31, 2020 December 31, 2019 Expensed $ 3,742 $ 4,060 $ 2,667 Capitalized 460 1,135 760 4,202 5,195 3,427 NDSI Plan 529 434 531 $ 4,731 $ 5,629 $ 3,958 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
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) 2021 2020 2019 Total provision (benefit): $ 3,821 $ 829 $ 3,980 Federal: Current 1,960 (852) 1,798 Deferred 620 1,464 866 2,580 612 2,664 State: Current 937 (21) 812 Deferred 304 238 504 1,241 217 1,316 $ 3,821 $ 829 $ 3,980 In March 2020, the Coronavirus Aid, Relief, and Economic Security Act was enacted, which includes a five year net operating loss carryback provision which will enable the Company to benefit from certain losses. This provision applies to net operating losses occurring between December 31, 2017 and January 1, 2021 and temporarily nullifies provisions within the Tax Cuts Jobs Act of 2017 that disallows net operating loss carrybacks. Under these guidelines, the Company has carried back 2020 tax losses and expects to receive a Federal tax refund of $954,000. In 2021, income tax provision expense primarily consisted of permanent differences related to Section 162(m) limitations and discrete tax expense associated with stock compensation. The Section 162(m) compensation deduction limitations occurred as a result of changes in tax law arising from the 2017 Tax Cuts Jobs Act, which first impacted the Company in 2020. The discrete item was triggered when stock grants were issued to participants at a price less than the original grant price, causing a deferred tax shortfall. The shortfall recognized during the quarter represents the reversal of excess deferred tax assets recognized in prior periods. The recognition of the shortfall is not anticipated to have an impact on the Company's current income tax payable. Lastly, the Company recorded a one time deferred tax liability true-up associated with stock compensation. A reconciliation of the provision for income taxes, with the amount computed by applying the statutory Federal income tax rate of 21% in 2021, 2020 and 2019 is as follows for the years ended December 31: ($ in thousands) 2021 2020 2019 Income tax at statutory rate $ 1,924 $ 17 $ 3,058 State income taxes, net of Federal benefit 802 217 948 Excess stock compensation expense 34 365 (57) Non-deductible compensation 539 357 — Oil and mineral depletion (108) (101) (131) Refunds — (78) — Permanent differences 26 16 26 Stock compensation true-up 641 — — Other (37) 36 136 Provision (benefit) for income taxes $ 3,821 $ 829 $ 3,980 Effective tax rate 41.7 % 1,011.0 % 27.3 % 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 were as follows at December 31: ($ in thousands) 2021 2020 Deferred income tax assets: Accrued expenses $ 429 $ 322 Deferred revenues 544 557 Capitalization of costs 1,390 1,661 Pension adjustment 2,342 2,921 Stock grant expense 2,046 2,211 State deferred taxes 194 — Book deferred gains 2,297 1,034 Joint venture allocations 593 587 Provision for additional capitalized costs 699 699 Interest rate swap 921 1,769 Other 77 209 Total deferred income tax assets $ 11,532 $ 11,970 Deferred income tax liabilities: Deferred gains $ 1,321 $ 490 Depreciation 3,722 3,533 Cost of sales allocations 872 872 Joint venture allocations 6,367 6,592 Capitalized stock compensation 958 — Straight line rent 412 548 Prepaid expenses 399 340 State deferred taxes 190 383 Other 189 137 Total deferred income tax liabilities $ 14,430 $ 12,895 Net deferred income tax (liability) $ (2,898) $ (925) Allowance for deferred tax assets — — Net deferred taxes $ (2,898) $ (925) Due to the nature of the Company's 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 $730,000 in estimated tax payments in 2021 and none in 2020. The Company received tax refunds of $483,000 and $1,314,000 in 2021 and 2020, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | LEASES The Company is a lessor of certain property pursuant to various lease agreements having terms ranging up to 30 years. The Company generates rental income from right to use assets. The following is a summary of income from commercial rents included in commercial/industrial real estate revenues as of December 31: ($ in thousands) 2021 2020 2019 Base rent $ 6,672 $ 6,471 $ 6,554 Percentage rent $ 705 $ 949 $ 1,024 Future minimum rental income on commercial, communication and right-of-way on non-cancelable leases as of December 31, 2021 ($ in thousands): 2022 2023 2024 2025 2026 Thereafter $ 6,375 $ 5,565 $ 5,435 $ 5,241 $ 4,603 $ 12,706 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES The Company's land is subject to water contracts of which $11,452,000 is expected to be paid in 2022. These estimated water contract payments consist of SWP, contracts with Wheeler Ridge Maricopa Water Storage District, TCWD, Tulare Lake Basin Water Storage District, Dudley-Ridge Water Storage District and the Nickel water contract. The SWP contracts run through 2035 and the Nickel water contract runs through 2044, with an option to extend an additional 35 years. As discussed in Note 6 (Long-Term Water Assets), the Company purchased the assignment of a contract to purchase water in late 2013. The assigned water contract is with Nickel and obligates the Company to purchase 6,693 acre-feet of water annually through the term of the contract. The Company's contractual obligation for future water payments was $285,566,000 as of December 31, 2021 . As of December 31, 2021, the Company has fulfilled its financial obligations to the Tejon Ranch Conservancy as prescribed in the Conservation Agreement that was entered into with five major environmental organizations in 2008. 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 litigated project entitlements and at a value measurement date five years after litigated 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. For the development of TRCC, 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 $75,965,000 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 $44,035,000 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 $4,393,000 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 landowner 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 $68,000. 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 costs related to the TRCC-West development. At December 31, 2021 there were no additional improvement funds remaining from West CFD bonds. There are $15,647,940 of additional improvement funds remaining within the East CFD bonds for reimbursement of public infrastructure costs during future years. During 2021, the Company paid approximately $2,860,000 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, 2021. Tehachapi Uplands Multiple Species Habitat Conservation Plan Approval In July 2014, the Company received a copy of a Notice of Intent to Sue, dated July 17, 2014, indicating that the Center for Biological Diversity, or CBD, the Wishtoyo Foundation and Dee Dominguez (collectively the TUMSHCP Plaintiffs) intended to initiate a lawsuit against the U.S. Fish and Wildlife Service, or USFWS, challenging USFWS's approval of the Company's Tehachapi Uplands Multiple Species Habitat Conservation Plan, or TUMSHCP, and USFWS's issuance of an Incidental Take Permit, or ITP, for the take of federally listed species. The TUMSHCP approval and ITP issuance by the USFWS occurred in 2013. These approvals authorize, among other things, the removal of California condor habitat associated with the Company's potential future development of MV. On April 25, 2019, the TUMSHCP Plaintiffs filed suit against the USFWS in the U.S. District Court for the Central District of California in Los Angeles (Case No. 2:19-CV-3322) (the TUMSHCP Suit). The Company was not initially named as a party in the TUMSHCP Suit and brought a motion to intervene, which the court granted. The TUMSHCP Suit seeks to invalidate the TUMSHCP as it pertains to the protection of the California condor (an endangered species), as well as the ITP. The primary allegations in the TUMSHCP Suit are that California condors or their habitat are “Traditional Cultural Properties” within the meaning of the National Historic Preservation Act (NHPA), that the USFWS failed to take into account the impact of the TUMSHCP and ITP on these “Traditional Cultural Properties” and failed to adequately consult with affected Native American tribes or their representatives with respect to these “Traditional Cultural Properties.” Management considers the allegations in the TUMSHCP Suit to be beyond the scope of the law and regulations referenced in the TUMSHCP Suit and believes that the issues raised by the TUMSHCP Plaintiffs were adequately addressed by USFWS during the consultation process with Native American tribes. The Company has supported USFWS's efforts to vigorously defend this matter during this litigation. In a December 18, 2019 ruling, the court ordered that the parties proceed to bring motions for summary judgment on the question of whether the USFWS correctly determined that the California condor is not a “Traditional Cultural Property” under the NHPA. In response to this order, both the TUMSHCP Plaintiffs and the USFWS and the Company filed cross-motions for summary judgment. On December 4, 2020, the court issued an order denying, in its entirety, the TUMSHCP Plaintiffs’ motions for summary judgment and granted, in their entirety, USFWS and the Company’s motions for summary judgment. On December 18, 2020, the Company brought a motion to recover attorneys’ fees and costs, as the prevailing party, against the TUMSHCP Plaintiffs. On February 2, 2021, the court denied the fee motion. Following the court’s ruling on the fee motion, on February 2, 2021, Plaintiffs notified the court of their intent to appeal the court’s ruling on their claims. On April 2, 2021, the Ninth Circuit Court of Appeal issued a revised briefing schedule that required opening and responsory briefs to be filed in May and June 2021. On September 16, 2021, the Plaintiffs and the US Fish and Wildlife Service and the Tejon Ranchcorp and Tejon Mountain Village, LLC, as Intervenor-Defendant, entered into a settlement agreement wherein the Plaintiff’s agreed to dismiss their appeal with prejudice in exchange for the Service agreeing no assert among other positions in any future judicial or administrative proceeding or rulemaking petition that Plaintiff’s dismissal constitutes an acknowledgement, admission or concession that an animal is not Traditional Cultural Property under the National Historic Preservation Act. On October 4, 2021, the Ninth Circuit issued an order dismissing the appeal. With the issuance of the order, the appeal is permanently dismissed and the TUMSHCP Suit cannot be relitigated and the permit issued to the Company stays in effect. 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 consistent with 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 of 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 against landowners and others with interest in the groundwater basin within the Antelope Valley (including the Company) 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 was 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 the Company, 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, or the Judgment. 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 (Willis), Phelan Pinon Hills Community Services District (Phelan), and Charles Tapia (Tapia) filed notices of appeal from the Judgment (collectively, the Phelan Appeal). The Phelan Appeal was transferred from the Court of Appeal, Fourth Appellate District of California to the Court of Appeal, Fifth Appellate District of California, or the Fifth District Court of Appeal. On December 9, 2020, the Fifth District Court of Appeal affirmed the Judgment as to the Phelan Appeal, and the decision is now final. On March 16, 2021, the Fifth District Court of Appeal issued two decisions affirming the Judgment as to both Willis and Tapia. The Tapia decision is now final. The Willis Class filed a Petition for Rehearing which was denied on April 6, 2021. On May 14, 2021, the Willis Class filed a petition for review to the California Supreme Court which was denied on July 21, 2021. The Willis decision is now final. Following the resolution of these challenges, the Judgement is now final. The parties, with assistance from the court, have established the Watermaster Board, hired the Watermaster Engineer and Watermaster Legal Counsel, and begun administering 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 CBD, collectively, the Central Delta Petitioners, filed a complaint in the Sacramento County Superior Court, or the Central Delta Action, against the California Department of Water Resources, or DWR, Kern County Water Agency, or KCWA, 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. The Central Delta Petitioners sought to invalidate the DWR’s approval of the Monterey Amendments and also the 2010 environmental impact report, or 2010 EIR, regarding the Monterey Amendments prepared pursuant to the California Environmental Quality Act, or CEQA, pertaining to the Kern Water Bank, or KWB. Pursuant to the Monterey Amendments, DWR transferred approximately 20,000 acres in Kern County owned by DWR, or KWB property, to the KCWA. A separate but parallel lawsuit, or Central Delta II, was also filed by the Central Delta Petitioners in Kern County Superior Court on July 2, 2010, against KCWA, also naming the Company and TCWD as real parties in interest. Central Delta II challenged the validity of the transfer of the KWB property from the KCWA to the Kern Water Bank Authority, or KWBA. The petitioners in this case alleged that (i) the transfer of the KWB property by KCWA to the KWBA was an unconstitutional gift of public funds, and (ii) the consideration for the transfer of the KWB property to the KWBA was unconscionable and illusory. This case has been stayed pending the outcome of the Central Delta Action. In addition, 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 (collectively, the Rosedale Petitioners), asserting that the 2010 EIR did not adequately evaluate potential impacts arising from operations of the KWB, or Rosedale Action, but this lawsuit did not name the Company: it only named TCWD. TCWD has a contract right for water stored in the KWB and rights to recharge and withdraw water. This lawsuit was later moved to the Sacramento County Superior Court. In the Central Delta Action and Rosedale Action, the trial courts concluded that the 2010 EIR for the Monterey Amendments was insufficient with regard to the EIR's evaluation of the potential impacts of the operation of the KWB, particularly on groundwater and water quality, and ruled that DWR was required to prepare a remedial EIR (which is further described below). In the Central Delta Action, the trial court also concluded that the challenges to DWR’s 1995 approval of the Monterey Amendments were barred by statutes of limitations and laches. The Central Delta Petitioners appealed the Sacramento County Superior Court Judgment, and certain real parties filed a cross-appeal. No party appealed the Kern County Superior Court Judgment in the Rosedale Action. On November 24, 2014, the Sacramento County Superior Court in the Central Delta Action issued a writ of mandate, or 2014 Writ, that required DWR to prepare a revised EIR (described herein as the 2016 EIR because it was certified in 2016) regarding the Monterey Amendments evaluating the potential operational impacts of the KWB. The 2014 Writ, as revised by the court, required DWR to certify the 2016 EIR and file the response to the 2014 Writ by September 28, 2016. On September 20, 2016, the Director of DWR (a) certified the 2016 EIR prepared by DWR 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 Sacramento County Superior Court its return to the 2014 Writ in the Central Delta Action. On October 21, 2016, the Central Delta Petitioners and a new party, the Center for Food Safety (CFS) (collectively, the CFS Petitioners), filed a new lawsuit in Sacramento County Superior Court, (the CFS Action), against DWR and naming a number of real parties in interest, including KWBA and TCWD (but not including the Company). The CFS Action challenges DWR’s (i) certification of the 2016 EIR, (ii) compliance with the 2014 Writ and CEQA, and (iii) finding concerning the continued use and operation of the KWB by KWBA. On October 2, 2017, the Sacramento County Superior Court issued a ruling that the court shall deny the CFS petition and shall discharge the 2014 Writ. The CFS Petitioners appealed the Sacramento County Superior Court judgment denying the CFS petition. The Third Appellate District of the Court of Appeal granted DWR’s motion to consolidate the CFS Action appeal for hearing with the pending appeals in the Central Delta Action. On July 19, 2021 the Court of Appeal heard oral argument on the appeals in the Central Delta Action and the CFS Action. On September 22, 2021 the Court of Appeal issued its opinion unanimously affirming the judgments of the Superior Court in the Central Delta Action and in the CFS Action, including the Superior Court ruling that the Central Delta Petitioners’ challenges to the 1995 approval of the Monterey Amendments and the transfer of the KWB property were time-barred by statutes of limitations. The Central Delta Petitioners and the CFS Petitioners filed Petitions for Review of the Opinion of the Court of Appeal with the California Supreme Court. On January 5, 2022 the California Supreme Court denied the Petitions for Review. On January 13, 2022 the Central Delta Petitioners filed the Request for Dismissal with prejudice. The entry of the dismissal in Central Delta II by the Superior Court has concluded all of the above actions. Grapevine On December 6, 2016, the Kern County Board of Supervisors unanimously granted entitlement approval for the Grapevine project. On January 5, 2017, the CBD and CFS, filed an action in Kern County Superior Court pursuant to CEQA against Kern County and the Kern County Board of Supervisors, or collectively, the County, concerning the County’s granting of the 2016 approvals for the Grapevine project, including certification of the final EIR (the 2017 Action). The Company was named as a real party in interest in the 2017 Action. The 2017 Action alleged 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. Petitioners sought to invalidate the County’s approval of the project and the environmental approvals and require the Company and the County to revise the environmental documentation. On July 27, 2018, the court held a hearing on the petitioners’ claims in the 2017 Action. At that hearing, the court rejected all of petitioners’ claims raised in the litigation, except petitioners’ claims that (i) the project description was inadequate and (ii) such inadequacy resulted in aspects of certain environmental impacts being improperly analyzed. As to the claims described in “(i)” and “(ii)” in the foregoing sentence, the court determined that the EIR was inadequate. In that regard, the court determined the Grapevine project description contained in the EIR allowed development to occur in the time and manner determined by the real parties in interest and, as a consequence, such development flexibility could result in the project’s internal capture rate, or ICR, of the percent of vehicle trips remaining within the project actually being lower than the projected ICR levels used in the EIR and that lower ICR levels warranted supplemental traffic, air quality, greenhouse gas emissions, noise, public health and growth inducing impact analyses. On December 11, 2018, the court in the 2017 Action ruled that portions of the EIR required corrections and supplemental environmental analysis and ordered that the County rescind the Grapevine project approvals until such supplemental environmental analysis was completed. The court issued a final judgment consistent with its ruling on February 15, 2019 and, on March 12, 2019, the County rescinded the Grapevine project approvals. Following the County’s rescission of the Grapevine project approvals, the Company filed new applications to re-entitle the Grapevine project (the re-entitlement). The re-entitlement application involved processing project approvals that were substantively similar to the Grapevine project that was unanimously approved by the Kern County Board of Supervisors in December 2016. As part of the re-entitlement, supplemental environmental analysis was prepared to address the court’s ruling in the 2017 Action. Following a public comment and review period, the Kern County Planning Commission held a hearing on November 14, 2019 and unanimously recommended to the Kern County Board of Supervisors that it approve the re-entitlement of the Grapevine project. On December 10, 2019, the Kern County Board of Supervisors held a hearing and after considering the supplemental environmental analysis and material presented at the hearing unanimously voted to approve the re-entitlement of the Grapevine project. On January 9, 2020, the County filed a Supplemental and Final Return to Preemptory Writ of Mandate to inform the court of the re-entitlement in a manner that the County and the Company believed was compliant with the court’s February 15, 2019 final judgment in the 2017 Action. Concurrently, the County and the Company filed a Motion for Order Discharging Writ of Mandate, which requested that the court determine that the re-entitlement complied with the court’s February 15, 2019 final judgment in the 2017 Action (the Motion for Order to Discharge 2017 Writ of Mandate). A hearing was held on February 14, 2020 for this motion and is further summarized below. On January 10, 2020, CBD filed a new and separate action in Kern County Superior Court pursuant to CEQA against the County, concerning the County’s approval of the December 2019 re-entitlement, including certification of the final EIR (the 2020 Action). The Company was named as real party in interest in the 2020 Action. The 2020 Action alleged that the County failed to properly follow the procedures and requirements of CEQA with respect to the re-entitlement of the Grapevine project, including failure to identify, analyze and mitigate impacts to air quality, greenhouse gas emissions, biological resources, public health, and traffic, and failed to provide support for the County’s findings and statement of overriding considerations in adopting the EIR. CBD sought to invalidate the County’s approval of the re-entitlement, the environmental approvals for the re-entitlement and require the Company and the County to revise the environmental documentation. On January 22, 2020, the Company and County filed a demurrer and motion to strike the claims in the 2020 Action on the basis that the claims brought by CBD were resolved by the court in the 2017 Action, pursuant to the final judgment issued in the 2017 Action. The Company and County’s motion described in the previous sentence also included an alternative request that the court consolidate CBD’s claims in the 2020 Action with its disposition of any remaining matters relating to the 2017 Action. A hearing on these motions filed in the 2020 Action and on the Motion for Order Discharging Writ of Mandate (described above and relating to the 2017 Action) was held on February 14, 2020. At the hearing, the court granted the Company and County’s request to consolidate the 2020 Action with its adjudication of the Company and County’s compliance with the writ of mandate issued by the Court in the 2017 Action. The court denied, without prejudice, the Company and County’s motion to discharge the writ in the 2017 Action and their demurrer and motion to strike the claims in the 2020 Action, but the court further ruled that the Company and County could re-assert these arguments later once additional evidence was before the court. On January 22, 2021, the court conducted a hearing on the 2020 Action and the Motion for Order to Discharge the 2017 Writ of Mandate. At the January 22nd hearing, the court ruled in favor of the Company and the County on all issues: (1) granting the County’s Motion for Order to Discharge the 2017 Writ of Mandate and (2) rejecting each and every claim made by CBD in the 2020 Action. The court entered a final judgment reflecting its ruling in favor of the Company and the County on March 22, 2021 and CBD did not file an appeal by the court deadline, so the judgement is final. Centennial On April 30, 2019, the Los Angeles County Board of Supervisors granted final entitlement approval for the Centennial project. On May 15, 2019, Climate Resolve filed an action in Los Angeles Superior Court (the Climate Resolve Action), pursuant to CEQA and the California Planning and Zoning Law, against the County of Los Angeles and the Los Angeles County Board of Supervisors (collectively, LA County) concerning LA County’s granting of approvals for the Centennial project, including certification of the final environmental impact report and related findings (Centennial EIR); approval of associated general plan amendments; adoption of associated zoning; adoption of the Centennial Specific Plan; approval of a subdivision map for financing purposes; and adoption of a development agreement, among other approvals (collectively, the Centennial Approvals). Separately, on May 28, 2019, CBD and the California Native Plant Society (CNPS) filed an action in Los Angeles County Superior Court (the CBD/CNPS Action) against LA County; like the Climate Resolve Action, the CBD/CNPS Action also challenges the Centennial Approvals. The Company, its wholly owned subsidiary Tejon Ranchcorp (“Ranchcorp”), and Centennial Founders, LLC (“Centennial”) are named as real parties-in-interest in both the Climate Resolve Action and the CBD/CNPS Action. The Climate Resolve Action and the CBD/CNPS Action collectively allege that LA County failed to properly follow the procedures and requirements of CEQA and the California Planning and Zoning Law. The Climate Resolve Action and the CBD/CNPS Action have been deemed “related” and have been consolidated for adjudication before the judge presiding over the Climate Resolve Action. The Climate Resolve Action and CBD/CNPS Action seek to invalidate the Centennial Approvals and require LA County to revise the environmental documentation related to the Centennial project. The court held three consolidated hearings for the CBD/CNPS Action and Climate Resolve Action on September 30, 2020, November 13, 2020, and January 8, 2021. On April 5, 2021 the court issued its decision denying the petition for writ of mandate by CBD/CNPS and granting the petition for writ of mandate filed by Climate Resolve. In granting Climate Resolve’s petition, the court found three specific areas where the EIR for the project was lacking. The court ruled that California’s Cap-and-Trade Program cannot be used as a compliance pathway for mitigating greenhouse gas (GHG) impacts for the project and therefore further ruled that additional analysis will be required related to all feasible mitigation of GHG impacts. The court also found that the EIR must provide additional analysis and explanation of how wildland fire risk on lands outside of the project site, posed by on-site ignition sources, is mitigated to less than significant. On April 19, 2021 CBD filed a motion for reconsideration with the court on the denial of their petition for writ of mandate to be granted prevailing party status in the Climate Resolve Action (“Motion for Reconsideration”). The hearing on the Motion for Reconsideration originally scheduled for August 13, 2021, was rescheduled to December 1, 2021. On November 30, 2021, the Company together with Ranchcorp and Centennial, entered into a Settlement Agreement with Climate Resolve. Pursuant to the Settlement Agreement, the Company has agreed: (1) to make Centennial a net zero greenhouse gas (“GHG”) emissions project through various on-site and off-site measures, including but not limited to installing electric vehicle chargers and establishing and funding incentive programs for the purchase of electric vehicles; (2) to fund certain on-site and off-site fire protection and prevention measures; and (3) to provide annual public reports and create an organization to monitor progress towards these commitments. The foregoing is only a summary of the material terms of the Settlement Agreement and does not purport to be a complete description of the rights and obligations of the parties thereunder, and is qualified in its entirety by reference to the Settlement Agreement, a full copy of which is attached hereto this Annual Report (10-K). In exchange, Climate Resolve filed a request for dismissal of the Climate Resolve Action with prejudice from the Los Angeles County Superior Court. On December 3 , 2021, the Los Angeles Superior Court granted and entered Climate Resolve’s dismissal with prejudice concluding the Climate Resolve Action. On December 1, 2021, the Los Angeles Superior Court continued CBD/CNPS Motion for Reconsideration to January 14, 2022, directing CBD/CNPS to evaluate the Settlement Agreement reached in the Climate Resolve Action to address issues surrounding remedies should CBD be granted prevailing party status in the Climate Resolve Action, and to evaluate the potential to settle or otherwise address CBD’s objections to the Centennial project. To that end, the Company met and conferred twice on January 4, 2022 and January 20, 2022. On January 14, the Los Angeles County Superior Court heard CBD/CNPS Motion for Reconsideration and issued its decision granting CBD/CNPS prevailing party status in the Climate Resolve Action. The Los Angles County Superior Court set a tentative hearing date of February 25, 2022 concerning the entry of final judgment and awarding of appropriate remedies. Upon mutual request of the Parties and approval by the Court, the February 25, 2022 hearing date has been extended to March 30, 2022. Prior to and subsequent of final judgment being entered, appellate litigation may follow. 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. Proceedings Incidental to Business From time to time, the Company is involved in other proceedings incidental to its business, including actions relating to employee claims, 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, the Company does not believe that the ultimate resolution of these other proceedings will have a material adverse effect on the Company's financial position, resu |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Retirement Plans | RETIREMENT PLANS The Company sponsors a defined benefit retirement plan, or Benefit 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 projected 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 Company in April 2017 froze the Benefit Plan as it relates to future benefit accruals for participants. The following table sets forth changes in the plan's net benefit obligation and accumulated benefit information as of December 31: ($ in thousands) 2021 2020 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 12,037 $ 10,710 Interest cost 291 338 Actuarial (gain)/loss assumption changes (722) 1,248 Benefits paid (296) (259) Benefit obligation and accumulated benefit obligation at end of year $ 11,310 $ 12,037 Change in Plan Assets Fair value of plan assets at beginning of year $ 10,435 $ 8,920 Actual return on plan assets 821 1,609 Employer contribution 165 165 Benefits/expenses paid (296) (259) Fair value of plan assets at end of year $ 11,125 $ 10,435 Funded status - liability $ (185) $ (1,602) Amounts recorded in equity Net actuarial loss $ 2,376 $ 3,242 Total amount recorded $ 2,376 $ 3,242 Amount recorded, net taxes $ 1,711 $ 2,335 Other changes in plan assets and benefit obligations recognized in other comprehensive income include the following as of December 31: ($ in thousands) 2021 2020 Net (gain) loss $ (792) $ 282 Recognition of net actuarial loss (74) (67) Total changes $ (866) $ 215 Changes, net of taxes $ (624) $ 155 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Expected return on plan assets $ 552 Interest cost (312) Amortization of net gain/(loss) (46) Net periodic pension benefit/(cost) $ 194 At December 31, 2021 and 2020, the Company had a long-term pension liability. For 2022, the Company is estimating that contributions to the pension plan will be approximately $165,000. Based on actuarial estimates, it is expected that annual benefit payments from the pension trust will be as follows: 2022 2023 2024 2025 2026 Thereafter $ 317 $ 338 $ 374 $ 470 $ 503 $ 2,645 Plan assets consist of equity, debt and short-term money market investment funds. The Benefit Plan’s current investment policy changed during the third quarter of 2018. The new policy is an investment strategy in which the primary focus is to minimize the volatility of the funding ratio. This objective will result in a prescribed asset mix between "return seeking" assets (e.g. stocks) and a bond portfolio (e.g., long duration bonds) according to a pre-determined customized investment strategy based on the Plan's Funded Status as the primary input. This path will be used as a reference point as to the mix of assets, which by design will de-emphasize the return seeking portion as funded status improves. At December 31, 2021, the investment mix was approximately 35% equity, 64% debt, and 1% money market funds. At December 31, 2020, the investment mix was approximately 65% equity, 34% debt and 1% 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 used in determining the periodic pension cost is 2.80% in 2021 and 2.45% in 2020. The expected long-term rate of return on plan assets is 7.3% in 2021 and 7.3% in 2020. 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 2021 2020 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 102 $ 70 Collective Funds Level 2 11,023 10,365 Fair value of plan assets $ 11,125 $ 10,435 Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Cost components: Service cost $ — $ — $ — Interest cost (291) (338) (389) Expected return on plan assets 752 643 522 Net amortization and deferral (74) (68) (75) Total net periodic pension earnings/(cost) $ 387 $ 237 $ 58 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 Company in April 2017 froze the SERP plan as it relates to the accrual of additional benefits. The following SERP benefit information is as of December 31: ($ in thousands) 2021 2020 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 8,419 $ 8,011 Interest cost 163 229 Actuarial gain/assumption changes (206) 708 Benefits paid (529) (529) Benefit obligation and accumulated benefit obligation at end of year $ 7,847 $ 8,419 Funded status - liability $ (7,847) $ (8,419) ($ in thousands) 2021 2020 Amounts recorded in stockholders’ equity Net actuarial loss $ 2,693 $ 3,024 Total amount recorded $ 2,693 $ 3,024 Amount recorded, net taxes $ 1,939 $ 2,178 Other changes in benefit obligations recognized in other comprehensive income for 2021 and 2020 included the following components: ($ in thousands) 2021 2020 Net (gain) loss $ (206) $ 708 Recognition of net actuarial gain or (loss) (125) (86) Total changes $ (331) $ 622 Changes, net of taxes $ (239) $ 448 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Interest cost $ (182) Amortization of net (gain)/loss (114) Net periodic pension earnings/(cost) $ (296) Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2022 2023 2024 2025 2026 Thereafter $ 526 $ 510 $ 487 $ 562 $ 553 $ 2,592 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 2.40% and 0.0% for 2021, 2.00% and 0.0% for 2020, and 2.95% and 0.00% for 2019. Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Cost components: Interest cost $ (163) $ (229) $ (303) Net amortization and other (125) (86) (62) Total net periodic pension earnings/(cost) $ (288) $ (315) $ (365) |
Reporting Segments and Related
Reporting Segments and Related Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Reporting Segments and Related Information | REPORTING SEGMENTS AND RELATED INFORMATION The Company currently operates five reporting segments: commercial/industrial real estate development, resort/residential real estate development, mineral resources, farming, and ranch operations. For further details of the revenue components within each reporting segment, see Results of Operations by Segment in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations". Information pertaining to operating results of the Company's reporting segments are as follows for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Revenues Real estate—commercial/industrial $ 19,476 $ 9,536 $ 16,792 Mineral resources 20,987 10,736 9,791 Farming 11,039 13,866 19,331 Ranch operations 4,111 3,692 3,609 Segment revenues 55,613 37,830 49,523 Equity in unconsolidated joint ventures, net 9,202 4,504 16,575 Gain on sale of real estate — 1,331 — Investment income 57 884 1,239 Total revenues and other income 64,872 44,549 67,337 Segment Profits (Losses) Real estate—commercial/industrial 7,523 2,414 3,831 Real estate—resort/residential (1,723) (1,612) (2,247) Mineral resources 7,428 4,322 3,973 Farming (3,077) (1,237) 4,080 Ranch operations (568) (1,204) (1,707) Segment profits (1) 9,583 2,683 7,930 Equity in unconsolidated joint ventures, net 9,202 4,504 16,575 Gain on sale of real estate — 1,331 — Investment income 57 884 1,239 Other income 164 110 (1,824) Corporate expenses (9,843) (9,430) (9,361) Income from operations before income taxes $ 9,163 $ 82 $ 14,559 (1) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. Real Estate - Commercial/Industrial Commercial revenue consists of land and building leases to tenants at the Company's commercial retail and industrial developments, base and percentage rents from the PEF power plant lease, communication tower rents, land sales, and payments from easement leases. During the second quarter of 2021, the Company contributed a 38.86 acre land parcel contributed with a fair value of $8,464,000 to TRC-MRC 4, LLC. The Company recognized revenues of $5,679,000 and deferred profit of $2,785,000 after applying the five-step revenue recognition model in accordance with ASC Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. During the fourth quarter of 2021, the Company sold 17.1 acres of land to a third party for $4,655,000. The Company recognized land sales revenue of $4,355,000 and deferred $300,000 attributable to a performance obligation within the contract after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 - Revenue From Contracts With Customers. In 2020, the Company sold building and land, previously belonging to this segment, that was previously operated by a fast food tenant to its joint venture, Petro Travel Plaza LLC. The Company received a cash distribution of $2,000,000 from the joint venture, and realized a Gain on Sale of Real Estate of $1,331,000. The following table summarizes revenues, expenses and operating income from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Commercial revenues $ 19,476 $ 9,536 $ 16,792 Equity in earnings of unconsolidated joint ventures 9,202 4,504 16,575 Commercial revenues and equity in earnings of unconsolidated joint ventures $ 28,678 $ 14,040 $ 33,367 Commercial expenses 11,953 7,122 12,961 Operating results from commercial and unconsolidated joint ventures $ 16,725 $ 6,918 $ 20,406 Real Estate - Resort/Residential 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 $1,723,000, $1,612,000, and $2,247,000 during the years ended December 31, 2021, 2020, and 2019, respectively. Mineral Resources The mineral resources segment receives oil and mineral royalties from the exploration and development companies that extract or mine the natural resources from the Company's land along with revenue from water sales. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Mineral resources revenues $ 20,987 $ 10,736 $ 9,791 Mineral resources expenses $ 13,559 $ 6,414 $ 5,818 Operating results from mineral resources $ 7,428 $ 4,322 $ 3,973 Farming The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Farming revenues $ 11,039 $ 13,866 $ 19,331 Farming expenses $ 14,116 $ 15,103 $ 15,251 Operating results from farming $ (3,077) $ (1,237) $ 4,080 Ranch Operations Ranch operations consists of game management revenues and ancillary land uses such as grazing leases and filming. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Ranch operations revenues $ 4,111 $ 3,692 $ 3,609 Ranch operations expenses $ 4,679 $ 4,896 $ 5,316 Operating results from ranch operations $ (568) $ (1,204) $ (1,707) Information pertaining to assets of the Company’s reporting segments is as follows for each of the years ended December 31: ($ in thousands) Identifiable Depreciation and Amortization Capital 2021 Real estate - commercial/industrial $ 82,397 $ 463 $ 4,906 Real estate - resort/residential 305,818 31 8,064 Mineral resources 52,440 1,368 — Farming 47,160 1,789 7,416 Ranch operations 2,079 455 306 Corporate 56,142 488 187 Total $ 546,036 $ 4,594 $ 20,879 2020 Real estate - commercial/industrial $ 73,317 $ 486 $ 7,128 Real estate - resort/residential 297,052 39 9,764 Mineral resources 57,797 1,384 25 Farming 38,090 1,989 5,145 Ranch operations 2,442 482 91 Corporate 67,651 558 106 Total $ 536,349 $ 4,938 $ 22,259 2019 Real estate - commercial/industrial $ 76,814 $ 517 $ 8,690 Real estate - resort/residential 286,801 51 12,811 Mineral resources 55,049 1,371 37 Farming 41,258 1,909 3,362 Ranch operations 2,624 526 213 Corporate 76,876 662 109 Total $ 539,422 $ 5,036 $ 25,222 |
Investment in Unconsolidated an
Investment in Unconsolidated and Consolidated Joint Ventures | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 was $43,418,000. The equity in the income of the unconsolidated joint ventures was $9,202,000 for the twelve months ended December 31, 2021. The unconsolidated joint ventures have not been consolidated as of December 31, 2021, 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 Inc. 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 it having only 50% voting rights, and because the 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, 2021, the Company had an equity investment balance of $22,915,000 in this joint venture. ◦ On April 17, 2020, the Company sold the land and a building formerly leased to a tenant operating a fast food restaurant, to Petro. The Company received cash proceeds of $2,000,000 from Petro, and realized a gain of $1,331,000 under ASC 610-20, "Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets." ◦ In December 2019, the Company completed the shell and core of a new 4,900 square foot multi-tenant building at TRCC-East, with a fair value of $2,805,000, and contributed the building and land to TA/Petro. The contribution met the criteria of a sale under ASC Topic 606, "Revenue from Contracts with Customers." As such, the Company recognized profit of $334,000 and deferred $501,000 of profit in accordance with ASC Topic 323, "Investment - Equity Method and Joint Ventures" on the date the assets were contributed. • 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 five 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. The Company and Majestic guarantee the performance of all outstanding debt. At December 31, 2021, the Company's investment in these joint ventures was $5,528,000, which includes an outside basis. ◦ In February 2022, we formed TRC-MRC Multi I, LLC, to pursue the development, construction, lease-up, and management of 495 multi-family rental units located within TRCC-East. ◦ On March 25, 2021, TRC-MRC 4 LLC was formed to pursue the development, construction, lease-up, and management of a 629,274 square foot industrial building located within TRCC-East. Construction of the building has begun with completion expected in 2022. The construction is being financed by a $47,500,000 construction loan that had an outstanding balance of $16,307,000 as of December 31, 2021. The construction loan is individually and collectively guaranteed by the Company and Majestic. In June 2021, the Company contributed land with a fair value of $8,464,000 to TRC-MRC 4, LLC. The total cost of the land was $2,895,000. The Company recognized profit of $2,785,000 and deferred profit of $2,785,000 after applying the five-step revenue recognition model in accordance with ASC Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. ◦ In November 2018, TRC-MRC 3, LLC was formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. TRC-MRC 3, LLC qualified as a VIE from inception, but the Company is not the primary beneficiary therefore does not consolidate TRC-MRC 3, LLC in its financial statements. The construction of the building was completed in the fourth quarter of 2019, and the Company has leased 100% of the rentable space to two tenants. In March 2019, the joint venture entered into a promissory note with a financial institution to finance the construction of the building. The note matures on May 1, 2030 and had an outstanding principal balance of $35,324,000 as of December 31, 2021. On April 1, 2019, the Company contributed land with a fair value of $5,854,000 to TRC-MRC 3, LLC in accordance with the limited liability agreement. The Company's investment in this joint venture was $859,000 as of December 31, 2021. ◦ In August 2016, the Company 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 promissory note guaranteed by both partners. The promissory note was refinanced on June 1, 2018 with a $25,240,000 promissory note. The note matures on July 1, 2028, and currently has an outstanding principal balance of $23,255,000. Since inception, the Company has received excess distributions resulting in a deficit balance of $1,670,000. In accordance with the applicable accounting guidance, these excess distributions are reclassified to the liabilities section of the consolidated balance sheet. The Company will continue to record its equity in the net income as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on the consolidated balance sheet. If it becomes obvious that any excess distribution may not be returned (upon joint venture liquidation or otherwise), the Company will recognize any balance classified as a liability as income. ◦ 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 completed construction of the building during the third quarter of 2017. Since inception of the joint venture, the Company has received excess distributions resulting in a deficit balance of $1,669,000. In accordance with the applicable accounting guidance, these excess distributions are reclassified to the liabilities section of the consolidated balance sheet. The Company will continue to record its equity in the net income as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on the consolidated balance sheet. If it becomes obvious that any excess distribution may not be returned (upon joint venture liquidation or otherwise), the Company will recognize any balance classified as a liability as income. The joint venture refinanced its construction loan in December 2018 with a mortgage loan. The original principal balance of the mortgage loan was $25,030,000, of which $23,400,000 was outstanding at December 31, 2021. • Rockefeller Joint Ventures – The Company has two joint ventures with Rockefeller Group Development Corporation or Rockefeller as of December 31, 2021. At December 31, 2021, the Company’s combined equity investment balance in these joint ventures was $14,975,000. ◦ The first joint venture, 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. This joint venture is part of an agreement for the potential development of up to 500 acres of land in TRCC that are tied to Foreign Trade Zone designation. The Company owns a 50% interest in this joint ventures, and the joint ventures is being accounted for under the equity method due to both members having significant participating rights in the management of the ventures. ▪ The 18-19 West LLC joint venture had a purchase option in place with a third-party to purchase lots l8 and 19 at a price of $15,213,000. In November 2021, the third-party exercised the land option and purchased the land from the joint venture for $15,213,000. The cash proceeds from the sale was distributed to the partners in the first quarter of 2022. ◦ The Company was a member of the Five West Parcel LLC joint venture, which owned and leased a 606,000 square foot building, the joint venture's primary asset, to Dollar General. The building was sold to a third party in November 2019 for a purchase price of $29,088,000, realizing a gain of $17,537,000. The outstanding term loan of the joint venture was paid off upon the sale. This joint venture was dissolved during the fourth quarter of 2020. ◦ The second joint venture is the TRCC/Rock Outlet Center LLC joint venture that was formed in 2013 to develop, own, and manage a net leasable 326,000 square foot outlet center on land at TRCC-East. 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. The managing member's responsibilities relate to the routine day-to-day activities of TRCC/Rock Outlet Center LLC. However, all operating decisions during the development period and ongoing operations, including the setting and monitoring of the budget, leasing, marketing, financing and selection of the contractor for any 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. On September 7, 2021, the TRCC/Rock Outlet Center LLC joint venture successfully extended the maturity date of its term note with a financial institution from September 5, 2021 to May 31, 2024. In connection with the loan extension, the joint venture also reduced the outstanding amount by $4,600,000. As of December 31, 2021, the outstanding balance of the term note was $28,783,000. 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 to pursue the entitlement and development of land that the Company owns in Los Angeles County. At December 31, 2021, the Company owned 93.03% of CFL. 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 2021 2020 2021 2020 2021 2020 2021 2020 Petro Travel Plaza Holdings LLC $ 78,064 $ 77,516 $ (14,848) $ (15,291) $ 58,859 $ 59,597 $ 22,915 $ 23,358 Five West Parcel, LLC — — — — — — — — 18-19 West, LLC 1 14,965 4,733 — — 14,895 4,483 6,877 1,672 TRCC/Rock Outlet Center, LLC 61,927 65,475 (28,783) (34,845) 32,323 29,608 8,098 6,741 TRC-MRC 1, LLC 24,964 26,502 (23,400) (23,985) 1,209 2,059 — — TRC-MRC 2, LLC 20,497 20,191 (23,255) (23,869) (5,657) (7,741) — — TRC-MRC 3, LLC 37,579 38,502 (35,324) (35,785) (914) (2,001) 859 1,753 TRC-MRC 4, LLC 25,671 — (16,307) — 9,319 — 4,669 — Total $ 263,667 $ 232,919 $ (141,917) $ (133,775) $ 110,034 $ 86,005 $ 43,418 $ 33,524 Centennial Founders, LLC $ 101,178 $ 98,898 $ — $ — $ 100,261 $ 98,565 Consolidated 1 Comprised of cash received from sale of land. Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings(Loss) Equity in Earnings (Loss) 2021 2020 2019 2021 2020 2019 2021 2020 2019 Petro Travel Plaza Holdings LLC $ 137,090 $ 86,331 $ 117,708 $ 8,262 $ 9,536 $ 14,684 $ 4,957 $ 5,722 $ 8,810 Five West Parcel, LLC — — 2,648 — (6) 18,239 — (2) 9,119 18-19 West, LLC 15,472 6 15 10,411 (136) (107) 5,206 (68) (53) TRCC/Rock Outlet Center, LLC 1 5,642 5,495 6,278 (2,885) (4,180) (3,843) (1,443) (2,090) (1,921) TRC-MRC 1, LLC 3,237 3,123 3,067 (15) 129 91 (7) 64 46 TRC-MRC 2, LLC 4,024 4,087 4,023 1,268 1,357 1,151 634 678 575 TRC-MRC 3, LLC $ 3,729 $ 4,032 $ — $ (288) $ 399 $ (2) $ (144) $ 200 $ (1) TRC-MRC 4, LLC $ — $ — $ — $ (1) $ — $ — $ (1) $ — $ — $ 169,194 $ 103,074 $ 133,739 $ 16,752 $ 7,099 $ 30,213 $ 9,202 $ 4,504 $ 16,575 Centennial Founders, LLC $ 409 $ 419 $ 469 $ (80) $ (103) $ (20) Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.2 million, $1.3 million and $1.7 million for the years ended December 31, 2021, 2020 and 2019, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONSTCWD 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 it 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, the Company transacts with TCWD in the ordinary course of business. The Company has water contracts with WRMWSD for SWP water deliveries to its agricultural and municipal/industrial operations in the San Joaquin Valley. The terms of these contracts extend to 2035. Under the contracts, the Company is entitled to annual water for 5,496 acres of land, or 5,749 acre-feet of water subject to SWP allocations. In December 2019, the Company's Executive Vice President and Chief Operating Officer became one of nine directors at WRMWSD. As of December 31, 2021 and December 31, 2020, the Company paid $6,223,000 and $5,181,000 for these water contracts and related costs, respectively. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENTOn February 4, 2022, the Company sold a 12.3 acre land parcel to a third-party located at TRCC-West for $4,680,000. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
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 intercompany transactions have been eliminated in consolidation. The Company has evaluated subsequent events through the date of issuance of the 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's investment portfolio is comprised of fixed income debt securities, which are classified as current assets on the consolidated balance sheets. 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 For joint ventures that the Company does not control, but over which it exercises significant influence, the Company uses the equity method of accounting. The Company's judgment with regard to its level of influence or control of an entity involves consideration of various factors, including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace the Company as manager, and/or to liquidate the venture. These ventures are recorded at cost and adjusted for equity in earnings (losses), contributions and distributions. Any difference between the carrying amount of these investments on the Company’s balance sheet and the underlying equity in net assets on the joint venture’s balance sheet is adjusted as the related underlying assets are depreciated, amortized, or sold. When the Company contributes land to a joint venture, it records the investment in the venture at fair value, regardless of whether the other investors in the venture contribute cash or property. The Company generally allocates income and loss from an unconsolidated joint venture based on the venture's distribution priorities, which may be different from its stated ownership percentage. The Company evaluates the recoverability of its investments in unconsolidated joint ventures in accordance with accounting standards for equity investments by first reviewing each investment for any indicators of impairment. If indicators are present, the Company estimates the fair value of the investment. If the carrying value of the investment is greater than the estimated fair value, management makes an assessment of whether the impairment is “temporary” or “other-than-temporary.” In making this assessment, management considers the following: (1) the length of time and the extent to which fair value has been less than cost, (2) the financial condition and near-term prospects of the entity, and (3) the Company’s intent and ability to retain its interest long enough for a recovery in market value. If management concludes that the impairment is "other than temporary," the Company reduces the investment to its estimated fair value. |
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 the Company's own estimates about the assumptions that market participants would use to value the asset or liability. |
Interest Rate Swap Agreements | Interest Rate Swap Agreements In October 2014, the Company entered into an interest rate swap agreement with Wells Fargo. In June, 2019, the Company amended the interest rate swap agreement to continue to hedge the Company's exposure to interest rate risk from the Term Note, and the subsequent Amended Term Note. See Note 8 (Line of Credit and Long-Term Debt) and Note 10 (Interest Rate Swap) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. The Company believes 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. The Company recognizes 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. The interest rate swap agreement is considered a cash flow hedge because it was designed to match the terms of the Term Loan, and the subsequent Amended 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 exposure to variable interest rates. The Company formally documents all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. The Company makes 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. If swaps qualify as highly effective, the changes in the fair values of the derivatives used as hedges would be reflected in accumulated other comprehensive income, or AOCI. Amounts classified in AOCI will be reclassified into earnings in the period during which the hedged transactions affect earnings. If swaps do not qualify as highly effective, the changes in fair values of derivatives used as hedges would be reflected in 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 value of 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 the Company has determined to be insignificant to the overall fair value of its interest rate swap agreement. |
Variable Interest Entity | Variable Interest Entity The Company evaluates all of its interests in VIEs for consolidation. When the Company's interests are determined to be variable interests, the Company assesses whether the Company is deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. A primary beneficiary is defined 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 potentially be significant. The Company considers its variable interests as well as any variable interests of related parties in making this determination. Where both of these factors are present, the Company is deemed to be the primary beneficiary and consolidates the VIE. Where either one of these factors is not present, the Company is not the primary beneficiary and does not consolidate the VIE. To assess whether the Company has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, the Company considers all facts and circumstances, including its role in establishing the VIE and its 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. To assess whether the Company has 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, the Company considers all economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that the Company 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 the Company. |
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. Commercial revenues are derived primarily from lease rental payments and operating expense reimbursements. If client tenants fail to make rental payments under their lease, the Company's financial condition, and cash flows could be adversely affected. The Company records an allowance for doubtful accounts based on its judgment of a tenant’s creditworthiness, ability to pay and probability of collection. Accounts are written off when they are deemed to be no longer collectible. During both years ended December 31, 2021 and 2020, the Pastoria Energy Facility, L.L.C., or PEF power plant lease generated approximately 8% of total revenues. The Company had no other customers account for 5% or more of total revenues from operations. 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 incurred 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 EquipmentProperty 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 under the straight-line basis over their contractual lives. 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. During the fourth quarter of 2019, the Company abandoned 313 acres of vineyards. As a result, the Company wrote off the $1,555,000 net book value related to these vineyards and other farming related assets which were previously included in the Property and equipment, net, line item within the Consolidated Balance Sheet. The $1,555,000 charge was recorded within the Other Income (Loss) line item within the Consolidated Statement of Operations. |
Common Stock Options and Grants | Common Stock Options and Grants The Company accounts 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 On a quarterly basis, the Company reviews current activities and changes in the business conditions of all of its operating properties prior to and subsequent to the end of each quarter to determine the existence of any triggering events requiring an impairment analysis. If triggering events are identified, the Company reviews an estimate of the future undiscounted cash flows for the properties, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. |
Revenue Recognition | Revenue Recognition The Company’s revenue is primarily derived from lease revenue from its rental portfolio, royalty revenue from mineral leases, sales of farm crops, sales of water, and land sales. On January 1, 2018, the Company implemented ASU 2014-09 “Revenue with Contracts from Customers (Topic 606)" (ASC 606). ASU 2014-09 supersedes all previous revenue recognition guidance, including industry-specific guidance. The Company recognizes revenue by following the five-step model under ASC 606 to achieve the core principle that an entity recognizes revenue to depict the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The five-step model requires that the Company (i) identifies the contract with the customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocates the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Sales of Real Estate Upon adoption of ASC 606, the Company is required to allocate the transaction price, on land sales with multiple performance obligations, to the performance obligations in proportion to their standalone selling prices (i.e., on a relative standalone selling price basis) and not total costs. 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. The Company recognizes easement sales revenue by following the five-step model under ASC 606. 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 estimates, at the time of sale, future costs of the development 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. The accounting of royalty income remains largely unchanged upon implementation of ASC 606. Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. The Company classifies amounts currently recognized as income, and amounts expected to be received in later years, as deferred rent in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accrued liabilities and other, and deferred income in the accompanying consolidated balance sheets. The Company commences 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, the Company monitors the credit quality of its 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 tenants that are publicly available or that are required to be delivered to the Company pursuant to the applicable lease, (iii) monitoring news reports regarding its tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. The Company has employees who are assigned the responsibility for assessing and monitoring the credit quality of its tenants and any material changes in credit quality. |
Environmental Expenditures | Environmental ExpendituresEnvironmental 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 GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the 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. |
New Accounting Pronouncements Adopted in 2021 | New Accounting Pronouncements Adopted in 2021 Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update, or ASU No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting", for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The pronouncement provides optional expedients for a limited period of time to ease the potential burden of accounting for reference rate reform. Specifically, the ASU permits modification of contracts within ASC Topic 470, Debt, to be accounted for by prospectively adjusting the effective interest rate when a contract is modified because of reference rate reform. It also provides exceptions to the guidance in ASC Topic 815 related to changes to critical terms of a hedging relationship: the change in reference rate will not result in de-designation of a hedging relationship if certain criteria are met. This guidance is effective for all entities as of March 12, 2020 through December 31, 2022. This pronouncement has not had, and is not expected to have, a material effect on the consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Property and equipment and their respective useful lives | The Company's property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2021 December 31, 2020 Vineyards and orchards 20 $ 62,877 $ 56,612 Machinery, furniture fixtures and other equipment 3 - 10 20,299 19,882 Buildings and improvements 10 - 27.5 8,858 8,819 Land and land improvements 15 7,835 7,807 Development in process 4,882 4,817 $ 104,751 $ 97,937 Less: accumulated depreciation (54,052) (51,691) $ 50,699 $ 46,246 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of weighted average number of shares outstanding | Twelve Months Ended December 31, 2021 2020 2019 Weighted average number of shares outstanding: Common stock 26,343,352 26,205,923 26,031,391 Common stock equivalents: stock options, grants 70,662 140,527 117,724 Diluted shares outstanding 26,414,014 26,346,450 26,149,115 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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) 2021 2020 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 401 $ 400 $ — $ — with unrecognized gains — — — — Total Certificates of deposit Level 1 401 400 — — U.S. Treasury and agency notes with unrecognized losses for less than 12 months 1,360 1,358 — — with unrecognized gains — — 801 803 Total U.S. Treasury and agency notes Level 2 1,360 1,358 801 803 Corporate notes with unrecognized losses for less than 12 months 9,231 9,225 708 707 with unrecognized gains — — 1,257 1,261 Total Corporate notes Level 2 9,231 9,225 1,965 1,968 $ 10,992 $ 10,983 $ 2,766 $ 2,771 |
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, 2021 2022 2023 Total Certificates of deposit $ 400 $ — $ 400 U.S. Treasury and agency notes $ 855 500 $ 1,355 Corporate notes 8,925 250 9,175 $ 10,180 $ 750 $ 10,930 December 31, 2020 2021 Total U.S. Treasury and agency notes 801 801 Corporate notes 1,950 1,950 $ 2,751 $ 2,751 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Components of inventories | Inventories consisted of the following at December 31: ($ in thousands) 2021 2020 Farming inventories $ 5,377 $ 2,636 Other 325 354 $ 5,702 $ 2,990 |
Real Estate (Tables)
Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Schedule of real estate | Real estate consisted of the following as of December 31: ($ in thousands) 2021 2020 Real estate development Mountain Village $ 150,668 $ 146,662 Centennial 112,063 108,600 Grapevine 37,922 36,815 Tejon Ranch Commerce Center 18,377 18,362 Real estate development 319,030 310,439 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 20,595 20,595 Real estate and improvements - held for lease, net 20,595 20,595 Less accumulated depreciation (3,294) (2,935) Real estate and improvements - held for lease, net $ 17,301 $ 17,660 |
Long-Term Water Assets (Tables)
Long-Term Water Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of water revenues and cost of sales | Water revenues and cost of sales were as follows as of December 31: ($ in thousands) 2021 2020 2019 Acre-Feet Sold 13,651 5,022 4,482 Revenues $ 15,523 $ 5,909 $ 3,997 Cost of sales 10,669 3,663 3,194 Profit $ 4,854 $ 2,246 $ 803 |
Tangible water assets | Costs assigned to water assets held for future use were as follows ($ in thousands): December 31, 2021 December 31, 2020 Banked water and water for future delivery $ 25,020 $ 28,136 Transferable water 2,879 4,102 Total water held for future use at cost $ 27,899 $ 32,238 |
Schedule of finite-lived intangible assets | The Company's carrying amounts of its purchased water contracts were as follows ($ in thousands): December 31, 2021 December 31, 2020 Costs Accumulated Depreciation Costs Accumulated Depreciation Dudley-Ridge water rights $ 11,581 $ (5,307) $ 11,581 $ (4,825) Nickel water rights 18,740 (5,247) 18,740 (4,605) Tulare Lake Basin water rights 6,479 (3,148) 6,479 (2,910) $ 36,800 $ (13,702) $ 36,800 $ (12,340) Net cost of purchased water contracts 23,098 24,460 Total cost water held for future use 27,899 32,238 Net investments in water assets $ 50,997 $ 56,698 |
Components of water assets | Total water resources, including both recurring and one-time usage are: (in acre feet, unaudited) December 31, 2021 December 31, 2020 Water held for future use TCWD - Banked water owned by the Company 56,189 61,054 Company water bank 50,349 50,349 Transferable water 4,203 5,638 Total water held for future use 110,741 117,041 Purchased water contracts Water Contracts (Dudley-Ridge, Nickel and Tulare) 10,137 10,137 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 Total purchased water contracts 31,433 31,433 Total water held for future use and purchased water contracts 142,174 148,474 |
Accrued Liabilities and Other (
Accrued Liabilities and Other (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities and other consisted of the following as of December 31: ($ in thousands) 2021 2020 Accrued vacation $ 782 $ 736 Accrued paid personal leave 356 399 Accrued bonus 2,062 1,658 Other 251 512 $ 3,451 $ 3,305 |
Line of Credit and Long-Term _2
Line of Credit and Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Components of debt | Debt consisted of the following as of December 31: ($ in thousands) 2021 2020 Notes payable $ 52,784 $ 57,078 Less: line-of-credit and current maturities of long-term debt (4,475) (4,295) Less: deferred loan costs (154) (196) Long-term debt, less current portion $ 48,155 $ 52,587 |
Summary of outstanding indebtedness and respective principal maturities | The following table summarizes debt maturities, outstanding indebtedness, and respective principal maturities as of December 31, ($ in thousands) Stated Rate Effective Rate Maturity 2022 2023 2024 2025 2026 Thereafter Total Term Loan 1 L+1.70% 4.16% 6/5/2029 $ 4,221 $ 4,429 $ 4,624 $ 4,825 $ 5,038 $ 27,700 $ 50,837 $35 million RLOC See below 2 See below 2 10/5/2024 — — — — — — — Promissory note 4.25% 4.25% 9/1/2028 254 265 277 289 302 560 1,947 Total long-term debt $ 4,475 $ 4,694 $ 4,901 $ 5,114 $ 5,340 $ 28,260 $ 52,784 1 The interest on the Term Loan is fixed by an interest rate swap agreement. Please see Footnote 10 for further discussion. 2 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. |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Other liabilities | Other liabilities consist of the following as of December 31: ($ in thousands) 2021 2020 Pension liability (See Note 15) $ 185 $ 1,602 Interest rate swap liability (See Note 10) 3,088 5,929 Supplemental executive retirement plan liability (See Note 15) 7,847 8,419 Other 1 3,348 3,067 $ 14,468 $ 19,017 1 For two of the joint ventures with Majestic Realty Co., excess distributions were made and are classified as a liability. See further disclosure in Note 17 (Investment In Unconsolidated and Consolidated Joint Ventures). |
Interest Rate Swap (Tables)
Interest Rate Swap (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of interest rate derivatives | The Company had the following outstanding interest rate swap agreement designated as an interest rate cash flow hedge as of ($ in thousands): December 31, 2021 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount July 5, 2019 June 5, 2029 Level 2 4.16% $(3,088) $50,837 December 31, 2020 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount July 5, 2019 June 5, 2029 Level 2 4.16% $(5,929) $54,887 |
Stock Compensation - Restrict_2
Stock Compensation - Restricted Stock and Performance Share Grants (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of performance share grants with performance conditions | The following is a summary of the Company's performance share grants with performance conditions as of the year ended December 31, 2021: Performance Share Grants with Performance Conditions Threshold performance 32,282 Target performance 515,919 Maximum performance 924,338 |
Summary of stock grant activity | The following is a summary of the Company’s stock grant activity, both time and performance unit grants, assuming target achievement for outstanding performance grants for the following twelve-month periods ended: December 31, 2021 December 31, 2020 December 31, 2019 Stock Grants Outstanding Beginning of the Year at Target Achievement 840,307 409,373 538,599 New Stock Grants/Additional shares due to achievement in excess of target 63,622 797,364 160,471 Vested Grants (196,328) (307,250) (188,032) Expired/Forfeited Grants (23,956) (59,180) (101,665) Stock Grants Outstanding at Target Achievement 683,645 840,307 409,373 |
Summary of assumptions used to determine the price of market-based performance condition grants | The following is a summary of the assumptions used to determine the price for the Company's market-based Performance Condition Grants for the year ended December 31, 2021: ($ in thousands except for share prices) Grant date December 12, 2019 March 11, 2020 December 11, 2020 March 18, 2021 Vesting end December 31, 2022 December 31, 2022 December 31, 2023 March 18, 2024 Share price at target achievement $18.80 $16.36 $17.07 $20.02 Expected volatility 17.28% 18.21% 29.25% 30.30% Risk-free interest rate 1.69% 0.58% 0.19% 0.33% Simulated Monte Carlo share price $11.95 $5.87 $15.59 $18.82 Shares granted 6,327 81,716 3,628 10,905 Total fair value of award $76 $480 $57 $205 |
Summary of stock compensation costs for employee and NDSI plans | The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan ($ in thousands): December 31, 2021 December 31, 2020 December 31, 2019 Expensed $ 3,742 $ 4,060 $ 2,667 Capitalized 460 1,135 760 4,202 5,195 3,427 NDSI Plan 529 434 531 $ 4,731 $ 5,629 $ 3,958 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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) 2021 2020 2019 Total provision (benefit): $ 3,821 $ 829 $ 3,980 Federal: Current 1,960 (852) 1,798 Deferred 620 1,464 866 2,580 612 2,664 State: Current 937 (21) 812 Deferred 304 238 504 1,241 217 1,316 $ 3,821 $ 829 $ 3,980 |
Reconciliation of income tax expense from statutory Federal income tax rate | A reconciliation of the provision for income taxes, with the amount computed by applying the statutory Federal income tax rate of 21% in 2021, 2020 and 2019 is as follows for the years ended December 31: ($ in thousands) 2021 2020 2019 Income tax at statutory rate $ 1,924 $ 17 $ 3,058 State income taxes, net of Federal benefit 802 217 948 Excess stock compensation expense 34 365 (57) Non-deductible compensation 539 357 — Oil and mineral depletion (108) (101) (131) Refunds — (78) — Permanent differences 26 16 26 Stock compensation true-up 641 — — Other (37) 36 136 Provision (benefit) for income taxes $ 3,821 $ 829 $ 3,980 Effective tax rate 41.7 % 1,011.0 % 27.3 % |
Components of net deferred tax assets and liabilities | Significant components of the Company’s deferred tax assets and liabilities were as follows at December 31: ($ in thousands) 2021 2020 Deferred income tax assets: Accrued expenses $ 429 $ 322 Deferred revenues 544 557 Capitalization of costs 1,390 1,661 Pension adjustment 2,342 2,921 Stock grant expense 2,046 2,211 State deferred taxes 194 — Book deferred gains 2,297 1,034 Joint venture allocations 593 587 Provision for additional capitalized costs 699 699 Interest rate swap 921 1,769 Other 77 209 Total deferred income tax assets $ 11,532 $ 11,970 Deferred income tax liabilities: Deferred gains $ 1,321 $ 490 Depreciation 3,722 3,533 Cost of sales allocations 872 872 Joint venture allocations 6,367 6,592 Capitalized stock compensation 958 — Straight line rent 412 548 Prepaid expenses 399 340 State deferred taxes 190 383 Other 189 137 Total deferred income tax liabilities $ 14,430 $ 12,895 Net deferred income tax (liability) $ (2,898) $ (925) Allowance for deferred tax assets — — Net deferred taxes $ (2,898) $ (925) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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 commercial/industrial real estate revenues as of December 31: ($ in thousands) 2021 2020 2019 Base rent $ 6,672 $ 6,471 $ 6,554 Percentage rent $ 705 $ 949 $ 1,024 |
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, 2021 ($ in thousands): 2022 2023 2024 2025 2026 Thereafter $ 6,375 $ 5,565 $ 5,435 $ 5,241 $ 4,603 $ 12,706 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
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) 2021 2020 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 12,037 $ 10,710 Interest cost 291 338 Actuarial (gain)/loss assumption changes (722) 1,248 Benefits paid (296) (259) Benefit obligation and accumulated benefit obligation at end of year $ 11,310 $ 12,037 Change in Plan Assets Fair value of plan assets at beginning of year $ 10,435 $ 8,920 Actual return on plan assets 821 1,609 Employer contribution 165 165 Benefits/expenses paid (296) (259) Fair value of plan assets at end of year $ 11,125 $ 10,435 Funded status - liability $ (185) $ (1,602) Amounts recorded in equity Net actuarial loss $ 2,376 $ 3,242 Total amount recorded $ 2,376 $ 3,242 Amount recorded, net taxes $ 1,711 $ 2,335 The following SERP benefit information is as of December 31: ($ in thousands) 2021 2020 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 8,419 $ 8,011 Interest cost 163 229 Actuarial gain/assumption changes (206) 708 Benefits paid (529) (529) Benefit obligation and accumulated benefit obligation at end of year $ 7,847 $ 8,419 Funded status - liability $ (7,847) $ (8,419) ($ in thousands) 2021 2020 Amounts recorded in stockholders’ equity Net actuarial loss $ 2,693 $ 3,024 Total amount recorded $ 2,693 $ 3,024 Amount recorded, net taxes $ 1,939 $ 2,178 |
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) 2021 2020 Net (gain) loss $ (792) $ 282 Recognition of net actuarial loss (74) (67) Total changes $ (866) $ 215 Changes, net of taxes $ (624) $ 155 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Expected return on plan assets $ 552 Interest cost (312) Amortization of net gain/(loss) (46) Net periodic pension benefit/(cost) $ 194 Other changes in benefit obligations recognized in other comprehensive income for 2021 and 2020 included the following components: ($ in thousands) 2021 2020 Net (gain) loss $ (206) $ 708 Recognition of net actuarial gain or (loss) (125) (86) Total changes $ (331) $ 622 Changes, net of taxes $ (239) $ 448 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Interest cost $ (182) Amortization of net (gain)/loss (114) Net periodic pension earnings/(cost) $ (296) |
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: 2022 2023 2024 2025 2026 Thereafter $ 317 $ 338 $ 374 $ 470 $ 503 $ 2,645 Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2022 2023 2024 2025 2026 Thereafter $ 526 $ 510 $ 487 $ 562 $ 553 $ 2,592 |
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 2021 2020 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 102 $ 70 Collective Funds Level 2 11,023 10,365 Fair value of plan assets $ 11,125 $ 10,435 |
Components of net periodic pension cost | Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Cost components: Service cost $ — $ — $ — Interest cost (291) (338) (389) Expected return on plan assets 752 643 522 Net amortization and deferral (74) (68) (75) Total net periodic pension earnings/(cost) $ 387 $ 237 $ 58 ($ in thousands) 2021 2020 2019 Cost components: Interest cost $ (163) $ (229) $ (303) Net amortization and other (125) (86) (62) Total net periodic pension earnings/(cost) $ (288) $ (315) $ (365) |
Reporting Segments and Relate_2
Reporting Segments and Related Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Reconciliation of revenues, segment profits (losses) and net income (loss) | Information pertaining to operating results of the Company's reporting segments are as follows for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Revenues Real estate—commercial/industrial $ 19,476 $ 9,536 $ 16,792 Mineral resources 20,987 10,736 9,791 Farming 11,039 13,866 19,331 Ranch operations 4,111 3,692 3,609 Segment revenues 55,613 37,830 49,523 Equity in unconsolidated joint ventures, net 9,202 4,504 16,575 Gain on sale of real estate — 1,331 — Investment income 57 884 1,239 Total revenues and other income 64,872 44,549 67,337 Segment Profits (Losses) Real estate—commercial/industrial 7,523 2,414 3,831 Real estate—resort/residential (1,723) (1,612) (2,247) Mineral resources 7,428 4,322 3,973 Farming (3,077) (1,237) 4,080 Ranch operations (568) (1,204) (1,707) Segment profits (1) 9,583 2,683 7,930 Equity in unconsolidated joint ventures, net 9,202 4,504 16,575 Gain on sale of real estate — 1,331 — Investment income 57 884 1,239 Other income 164 110 (1,824) Corporate expenses (9,843) (9,430) (9,361) Income from operations before income taxes $ 9,163 $ 82 $ 14,559 (1) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. |
Components of segment revenues | The following table summarizes revenues, expenses and operating income from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Commercial revenues $ 19,476 $ 9,536 $ 16,792 Equity in earnings of unconsolidated joint ventures 9,202 4,504 16,575 Commercial revenues and equity in earnings of unconsolidated joint ventures $ 28,678 $ 14,040 $ 33,367 Commercial expenses 11,953 7,122 12,961 Operating results from commercial and unconsolidated joint ventures $ 16,725 $ 6,918 $ 20,406 ($ in thousands) 2021 2020 2019 Mineral resources revenues $ 20,987 $ 10,736 $ 9,791 Mineral resources expenses $ 13,559 $ 6,414 $ 5,818 Operating results from mineral resources $ 7,428 $ 4,322 $ 3,973 The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2021 2020 2019 Farming revenues $ 11,039 $ 13,866 $ 19,331 Farming expenses $ 14,116 $ 15,103 $ 15,251 Operating results from farming $ (3,077) $ (1,237) $ 4,080 ($ in thousands) 2021 2020 2019 Ranch operations revenues $ 4,111 $ 3,692 $ 3,609 Ranch operations expenses $ 4,679 $ 4,896 $ 5,316 Operating results from ranch operations $ (568) $ (1,204) $ (1,707) |
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 Depreciation and Amortization Capital 2021 Real estate - commercial/industrial $ 82,397 $ 463 $ 4,906 Real estate - resort/residential 305,818 31 8,064 Mineral resources 52,440 1,368 — Farming 47,160 1,789 7,416 Ranch operations 2,079 455 306 Corporate 56,142 488 187 Total $ 546,036 $ 4,594 $ 20,879 2020 Real estate - commercial/industrial $ 73,317 $ 486 $ 7,128 Real estate - resort/residential 297,052 39 9,764 Mineral resources 57,797 1,384 25 Farming 38,090 1,989 5,145 Ranch operations 2,442 482 91 Corporate 67,651 558 106 Total $ 536,349 $ 4,938 $ 22,259 2019 Real estate - commercial/industrial $ 76,814 $ 517 $ 8,690 Real estate - resort/residential 286,801 51 12,811 Mineral resources 55,049 1,371 37 Farming 41,258 1,909 3,362 Ranch operations 2,624 526 213 Corporate 76,876 662 109 Total $ 539,422 $ 5,036 $ 25,222 |
Investment in Unconsolidated _2
Investment in Unconsolidated and Consolidated Joint Ventures (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
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 2021 2020 2021 2020 2021 2020 2021 2020 Petro Travel Plaza Holdings LLC $ 78,064 $ 77,516 $ (14,848) $ (15,291) $ 58,859 $ 59,597 $ 22,915 $ 23,358 Five West Parcel, LLC — — — — — — — — 18-19 West, LLC 1 14,965 4,733 — — 14,895 4,483 6,877 1,672 TRCC/Rock Outlet Center, LLC 61,927 65,475 (28,783) (34,845) 32,323 29,608 8,098 6,741 TRC-MRC 1, LLC 24,964 26,502 (23,400) (23,985) 1,209 2,059 — — TRC-MRC 2, LLC 20,497 20,191 (23,255) (23,869) (5,657) (7,741) — — TRC-MRC 3, LLC 37,579 38,502 (35,324) (35,785) (914) (2,001) 859 1,753 TRC-MRC 4, LLC 25,671 — (16,307) — 9,319 — 4,669 — Total $ 263,667 $ 232,919 $ (141,917) $ (133,775) $ 110,034 $ 86,005 $ 43,418 $ 33,524 Centennial Founders, LLC $ 101,178 $ 98,898 $ — $ — $ 100,261 $ 98,565 Consolidated 1 Comprised of cash received from sale of land. Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings(Loss) Equity in Earnings (Loss) 2021 2020 2019 2021 2020 2019 2021 2020 2019 Petro Travel Plaza Holdings LLC $ 137,090 $ 86,331 $ 117,708 $ 8,262 $ 9,536 $ 14,684 $ 4,957 $ 5,722 $ 8,810 Five West Parcel, LLC — — 2,648 — (6) 18,239 — (2) 9,119 18-19 West, LLC 15,472 6 15 10,411 (136) (107) 5,206 (68) (53) TRCC/Rock Outlet Center, LLC 1 5,642 5,495 6,278 (2,885) (4,180) (3,843) (1,443) (2,090) (1,921) TRC-MRC 1, LLC 3,237 3,123 3,067 (15) 129 91 (7) 64 46 TRC-MRC 2, LLC 4,024 4,087 4,023 1,268 1,357 1,151 634 678 575 TRC-MRC 3, LLC $ 3,729 $ 4,032 $ — $ (288) $ 399 $ (2) $ (144) $ 200 $ (1) TRC-MRC 4, LLC $ — $ — $ — $ (1) $ — $ — $ (1) $ — $ — $ 169,194 $ 103,074 $ 133,739 $ 16,752 $ 7,099 $ 30,213 $ 9,202 $ 4,504 $ 16,575 Centennial Founders, LLC $ 409 $ 419 $ 469 $ (80) $ (103) $ (20) Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.2 million, $1.3 million and $1.7 million for the years ended December 31, 2021, 2020 and 2019, respectively. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - The Company (Details) a in Thousands | 12 Months Ended | |||
Dec. 31, 2021asegmentmi | Dec. 31, 2021venture | Dec. 31, 2021variable_interest_entity | Dec. 31, 2020variable_interest_entity | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Business segments | segment | 5 | |||
Area of land | a | 270 | |||
Number of joint ventures | 7 | 2 | 2 | |
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 Accoun_5
Summary of Significant Accounting Policies - Credit Risk (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Customer concentration risk | Revenue | Pastoria Energy Facility, LLC | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 8.00% | 8.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property and Equipment (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)acre ft | Dec. 31, 2020USD ($) | Dec. 31, 2013acre ft | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 104,751 | $ 97,937 | |
Less: accumulated depreciation | (54,052) | (51,691) | |
Property and equipment, net | $ 50,699 | 46,246 | |
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 | ||
Property and equipment, gross | $ 62,877 | 56,612 | |
Machinery, furniture fixtures and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 20,299 | 19,882 | |
Machinery, furniture fixtures and other equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 3 years | ||
Machinery, furniture fixtures and other equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | ||
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 8,858 | 8,819 | |
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | ||
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 27 years 6 months | ||
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 15 years | ||
Property and equipment, gross | $ 7,835 | 7,807 | |
Development in process | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 4,882 | $ 4,817 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Vineyards and Orchards (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019USD ($)a | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($)a | |
Revenue from External Customer [Line Items] | ||||
Acres of vineyards abandoned | a | 313 | 313 | ||
Net book value related to vineyards and other farming related assets | $ 50,699 | $ 46,246 | ||
Non-cash write-off of leasing assets | $ 1,555 | |||
Farming revenue adjustments for differences between original estimates and actual revenues received | 365 | 890 | $ 3,746 | |
Pistachios | ||||
Revenue from External Customer [Line Items] | ||||
Farming revenue adjustments for differences between original estimates and actual revenues received | 365 | 890 | 3,807 | |
Almonds | ||||
Revenue from External Customer [Line Items] | ||||
Farming revenue adjustments for differences between original estimates and actual revenues received | $ 0 | $ 0 | 61 | |
Vineyards and Other Farming Related Assets | ||||
Revenue from External Customer [Line Items] | ||||
Net book value related to vineyards and other farming related assets | $ 1,555 | $ 1,555 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Environmental Expenditures (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Liabilities for environmental costs | $ 0 | $ 0 |
Equity (Details)
Equity (Details) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | |||
Common stock (in shares) | 26,343,352 | 26,205,923 | 26,031,391 |
Common stock equivalents-stock options, grants (in shares) | 70,662 | 140,527 | 117,724 |
Diluted shares outstanding (in shares) | 26,414,014 | 26,346,450 | 26,149,115 |
Marketable Securities - Summary
Marketable Securities - Summary of Available-for-sale Securities (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized gains | $ 0 | |
Cost | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | 10,992,000 | $ 2,766,000 |
Cost | Certificates of deposit | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 401,000 | 0 |
Marketable Securities with unrecognized gains | 0 | 0 |
Cost | 401,000 | 0 |
Cost | U.S. Treasury and agency notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 1,360,000 | 0 |
Marketable Securities with unrecognized gains | 0 | 801,000 |
Cost | 1,360,000 | 801,000 |
Cost | Corporate notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 9,231,000 | 708,000 |
Marketable Securities with unrecognized gains | 0 | 1,257,000 |
Cost | 9,231,000 | 1,965,000 |
Estimated Fair Value | ||
Debt Securities, Available-for-sale [Line Items] | ||
Estimated Fair Value | 10,983,000 | 2,771,000 |
Estimated Fair Value | Certificates of deposit | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 400,000 | 0 |
Marketable Securities with unrecognized gains | 0 | 0 |
Estimated Fair Value | 400,000 | 0 |
Estimated Fair Value | U.S. Treasury and agency notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 1,358,000 | 0 |
Marketable Securities with unrecognized gains | 0 | 803,000 |
Estimated Fair Value | 1,358,000 | 803,000 |
Estimated Fair Value | Corporate notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable Securities with unrecognized losses for less than 12 months | 9,225,000 | 707,000 |
Marketable Securities with unrecognized gains | 0 | 1,261,000 |
Estimated Fair Value | $ 9,225,000 | $ 1,968,000 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Fair market value of investment securities exceeds cost basis | $ (9,000) |
Gross unrealized holding gains | 0 |
Gross unrealized holding losses | 9,000 |
Securities available for sale | 14,000 |
Estimated taxes of change in value of available-for-sale securities | 4,000 |
Accrued investment receivable | $ 53,000 |
Marketable Securities - Availab
Marketable Securities - Available-for-sale Securities by Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Summary of maturities, at par, of marketable securities | ||
Year one | $ 10,180 | $ 2,751 |
Year two | 750 | |
Total | 10,930 | 2,751 |
Certificates of deposit | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 400 | |
Year two | 0 | |
Total | 400 | |
U.S. Treasury and agency notes | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 855 | 801 |
Year two | 500 | |
Total | 1,355 | 801 |
Corporate notes | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 8,925 | 1,950 |
Year two | 250 | |
Total | $ 9,175 | $ 1,950 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventories consist of: | ||
Farming inventories | $ 5,377 | $ 2,636 |
Other | 325 | 354 |
Inventories | $ 5,702 | $ 2,990 |
Real Estate (Details)
Real Estate (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Real estate development | $ 319,030 | $ 310,439 |
Real estate and improvements - held for lease, net | 20,595 | 20,595 |
Less accumulated depreciation | (3,294) | (2,935) |
Real estate and improvements - held for lease, net | 17,301 | 17,660 |
Mountain Village | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 150,668 | 146,662 |
Centennial | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 112,063 | 108,600 |
Grapevine | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 37,922 | 36,815 |
Tejon Ranch Commerce Center | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 18,377 | 18,362 |
Real estate and improvements - held for lease, net | $ 20,595 | $ 20,595 |
Long-Term Water Assets - Additi
Long-Term Water Assets - Additional Information (Details) | 12 Months Ended | |||
Dec. 31, 2021$ / acre ftacre ft | Dec. 31, 2015acre ft | Dec. 31, 2013acre ft | Dec. 31, 2009acre ft | |
Long Lived Assets Held For Sale [Line Items] | ||||
Contract renewal optional term | 35 years | |||
SWP contracts | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
AVEK water for future delivery (in acre-feet) | 3,444 | |||
DMB Pacific LLC | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Contract renewal optional term | 35 years | |||
Consumer price per acre (per acre-foot) | $ / acre ft | 817 | |||
DMB Pacific LLC | Maximum | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Annual fee increase, percent | 3.00% | |||
DMB Pacific LLC | Transferable water | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Long-term water assets (Volume) (in acre-feet) | 6,693 | 6,693 | ||
PEF | Transferable water | Ranchcorp | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Consumer price per acre (per acre-foot) | $ / acre ft | 1,188 | |||
Annual fee increase, percent | 3.00% | |||
Annual option payment, percent | 30.00% | |||
PEF | Transferable water | Maximum | Ranchcorp | ||||
Long Lived Assets Held For Sale [Line Items] | ||||
Water assets, volume available for purchase from 2017-2030 (up to) (in acre-feet) | 3,500 |
Long-Term Water Assets - Revenu
Long-Term Water Assets - Revenues and Cost of Sales (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)acre ft | Dec. 31, 2020USD ($)acre ft | Dec. 31, 2019USD ($)acre ft | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Acre-Feet Sold | acre ft | 13,651 | 5,022 | 4,482 |
Revenues | $ 15,523 | $ 5,909 | $ 3,997 |
Cost of sales | 10,669 | 3,663 | 3,194 |
Profit | $ 4,854 | $ 2,246 | $ 803 |
Long-Term Water Assets - Tangib
Long-Term Water Assets - Tangible Water Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | $ 27,899 | $ 32,238 |
Banked water and water for future delivery | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | 25,020 | 28,136 |
Transferable water | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | $ 2,879 | $ 4,102 |
Long-Term Water Assets - Intang
Long-Term Water Assets - Intangible Water Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Costs | $ 36,800 | $ 36,800 |
Accumulated Depreciation | (13,702) | (12,340) |
Net cost of purchased water contracts | 23,098 | 24,460 |
Total cost water held for future use | 27,899 | 32,238 |
Net investments in water assets | 50,997 | 56,698 |
Contract-based intangible assets | Dudley-Ridge water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 11,581 | 11,581 |
Accumulated Depreciation | (5,307) | (4,825) |
Contract-based intangible assets | Nickel water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 18,740 | 18,740 |
Accumulated Depreciation | (5,247) | (4,605) |
Contract-based intangible assets | Tulare Lake Basin water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 6,479 | 6,479 |
Accumulated Depreciation | $ (3,148) | $ (2,910) |
Long-Term Water Assets - Volume
Long-Term Water Assets - Volume of Water Assets (Details) - acre ft | Dec. 31, 2021 | Dec. 31, 2020 |
Water held for future use | ||
Total water held for future use | 110,741 | 117,041 |
Purchased water contracts | 10,137 | 10,137 |
Total purchased water contracts | 31,433 | 31,433 |
Total water held for future use and purchased water contracts | 142,174 | 148,474 |
Tejon-Castac Water District | ||
Water held for future use | ||
Total water held for future use | 56,189 | 61,054 |
Purchased water contracts | 5,749 | 5,749 |
AVEK | ||
Water held for future use | ||
Company water bank | 50,349 | 50,349 |
Transferable water | 4,203 | 5,638 |
Wheeler Ridge Maricopa Water Storage District | ||
Water held for future use | ||
Purchased water contracts | 15,547 | 15,547 |
Accrued Liabilities and Other_2
Accrued Liabilities and Other (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued vacation | $ 782 | $ 736 |
Accrued paid personal leave | 356 | 399 |
Accrued bonus | 2,062 | 1,658 |
Other | 251 | 512 |
Total | $ 3,451 | $ 3,305 |
Line of Credit and Long-Term _3
Line of Credit and Long-Term Debt - Components of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt consists of: | ||
Notes payable | $ 52,784 | $ 57,078 |
Less: line-of-credit and current maturities of long-term debt | (4,475) | (4,295) |
Less: deferred loan costs | (154) | (196) |
Long-term debt, less current portion | $ 48,155 | $ 52,587 |
Line of Credit and Long-Term _4
Line of Credit and Long-Term Debt - Outstanding Indebtedness and Respective Principal Maturities (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Maturities of Long-term Debt [Abstract] | |
2022 | $ 4,475,000 |
2023 | 4,694,000 |
2024 | 4,901,000 |
2025 | 5,114,000 |
2026 | 5,340,000 |
Thereafter | 28,260,000 |
Total | $ 52,784,000 |
Term Loan | |
Debt Instrument [Line Items] | |
Stated Rate | 1.70% |
Effective Rate | 4.16% |
Maturities of Long-term Debt [Abstract] | |
2022 | $ 4,221,000 |
2023 | 4,429,000 |
2024 | 4,624,000 |
2025 | 4,825,000 |
2026 | 5,038,000 |
Thereafter | 27,700,000 |
Total | 50,837,000 |
RLOC | |
Debt Instrument [Line Items] | |
Face amount | 35,000,000 |
Maturities of Long-term Debt [Abstract] | |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 0 |
Total | $ 0 |
RLOC | Selected LIBOR rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.50% |
RLOC | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.50% |
Promissory note | |
Debt Instrument [Line Items] | |
Stated Rate | 4.25% |
Effective Rate | 4.25% |
Maturities of Long-term Debt [Abstract] | |
2022 | $ 254,000 |
2023 | 265,000 |
2024 | 277,000 |
2025 | 289,000 |
2026 | 302,000 |
Thereafter | 560,000 |
Total | $ 1,947,000 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Interest rate swap liability | $ 3,088 | $ 5,929 |
Other | 3,348 | 3,067 |
Other liabilities | 14,468 | 19,017 |
Pension liability | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Pension and supplemental executive retirement plan liability | 185 | 1,602 |
SERP liability adjustments | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Pension and supplemental executive retirement plan liability | $ 7,847 | $ 8,419 |
Interest Rate Swap (Details)
Interest Rate Swap (Details) - Interest Rate Swap - Level 2 - Other Liabilities - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivatives, Fair Value [Line Items] | ||
Weighted Average Interest Pay Rate | 4.16% | 4.16% |
Fair Value | $ (3,088) | $ (5,929) |
Notional Amount | $ 50,837 | $ 54,887 |
Stock Compensation - Restrict_3
Stock Compensation - Restricted Stock and Performance Share Grants - Performance Share Grants (Details) | 12 Months Ended |
Dec. 31, 2021awardshares | |
Share-based Payment Arrangement [Abstract] | |
Number of stock grant awards | award | 3 |
Performance share grants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Threshold performance (in shares) | 32,282,000 |
Target performance (in shares) | 515,919,000 |
Maximum performance (in shares) | 924,338,000 |
Stock Compensation - Restrict_4
Stock Compensation - Restricted Stock and Performance Share Grants - Stock Grant Activity (Details) - Stock Grants - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Summary of stock grant activity: | |||
Stock grants outstanding beginning of the year at target achievement (in shares) | 840,307 | 409,373 | 538,599 |
New stock grants/additional shares due to achievement in excess of target (in shares) | 63,622 | 797,364 | 160,471 |
Vested grants (in shares) | (196,328) | (307,250) | (188,032) |
Expired/forfeited grants (in shares) | (23,956) | (59,180) | (101,665) |
Stock grants outstanding at target achievement (in shares) | 683,645 | 840,307 | 409,373 |
Stock Compensation - Restrict_5
Stock Compensation - Restricted Stock and Performance Share Grants - Assumptions (Details) - Performance share grants $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
December 12 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share price at target achievement (in dollars per share) | $ 18.80 |
Expected volatility | 17.28% |
Risk-free interest rate | 1.69% |
Simulated Monte Carlo share price (in dollars per share) | $ 11.95 |
Shares granted (in shares) | shares | 6,327 |
Total fair value of award | $ | $ 76 |
March 11 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share price at target achievement (in dollars per share) | $ 16.36 |
Expected volatility | 18.21% |
Risk-free interest rate | 0.58% |
Simulated Monte Carlo share price (in dollars per share) | $ 5.87 |
Shares granted (in shares) | shares | 81,716 |
Total fair value of award | $ | $ 480 |
December 11,2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share price at target achievement (in dollars per share) | $ 17.07 |
Expected volatility | 29.25% |
Risk-free interest rate | 0.19% |
Simulated Monte Carlo share price (in dollars per share) | $ 15.59 |
Shares granted (in shares) | shares | 3,628 |
Total fair value of award | $ | $ 57 |
March 18, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share price at target achievement (in dollars per share) | $ 20.02 |
Expected volatility | 30.30% |
Risk-free interest rate | 0.33% |
Simulated Monte Carlo share price (in dollars per share) | $ 18.82 |
Shares granted (in shares) | shares | 10,905 |
Total fair value of award | $ | $ 205 |
Stock Compensation - Restrict_6
Stock Compensation - Restricted Stock and Performance Share Grants - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Share-based Payment Arrangement [Abstract] | |
Compensation cost not yet recognized | $ 3,818,000 |
Weighted-average recognition period of compensation cost | 13 months |
Stock Compensation - Restrict_7
Stock Compensation - Restricted Stock and Performance Share Grants - Compensation Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation costs | $ 4,731 | $ 5,629 | $ 3,958 |
1998 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expensed | 3,742 | 4,060 | 2,667 |
Capitalized | 460 | 1,135 | 760 |
Stock compensation costs | 4,202 | 5,195 | 3,427 |
NDSI Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expensed | $ 529 | $ 434 | $ 531 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Federal: | |||
Current | $ 1,960 | $ (852) | $ 1,798 |
Deferred | 620 | 1,464 | 866 |
Federal | 2,580 | 612 | 2,664 |
State: | |||
Current | 937 | (21) | 812 |
Deferred | 304 | 238 | 504 |
State | 1,241 | 217 | 1,316 |
Provision (benefit) for income taxes | $ 3,821 | $ 829 | $ 3,980 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income tax payments | $ 730,000 | $ 0 | |
Federal tax refunds received | $ 954,000 | $ 483,000 | $ 1,314,000 |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
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 | $ 1,924 | $ 17 | $ 3,058 |
State income taxes, net of Federal benefit | 802 | 217 | 948 |
Excess stock compensation expense | 34 | 365 | (57) |
Non-deductible compensation | 539 | 357 | 0 |
Oil and mineral depletion | (108) | (101) | (131) |
Refunds | 0 | (78) | 0 |
Permanent differences | 26 | 16 | 26 |
Stock compensation true-up | 641 | 0 | 0 |
Other | (37) | 36 | 136 |
Provision (benefit) for income taxes | $ 3,821 | $ 829 | $ 3,980 |
Effective tax rate | 41.70% | 1011.00% | 27.30% |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred income tax assets: | ||
Accrued expenses | $ 429 | $ 322 |
Deferred revenues | 544 | 557 |
Capitalization of costs | 1,390 | 1,661 |
Pension adjustment | 2,342 | 2,921 |
Stock grant expense | 2,046 | 2,211 |
State deferred taxes | 194 | 0 |
Book deferred gains | 2,297 | 1,034 |
Joint venture allocations | 593 | 587 |
Provision for additional capitalized costs | 699 | 699 |
Interest rate swap | 921 | 1,769 |
Other | 77 | 209 |
Total deferred income tax assets | 11,532 | 11,970 |
Deferred income tax liabilities: | ||
Deferred gains | 1,321 | 490 |
Depreciation | 3,722 | 3,533 |
Cost of sales allocations | 872 | 872 |
Joint venture allocations | 6,367 | 6,592 |
Capitalized stock compensation | 958 | 0 |
Straight line rent | 412 | 548 |
Prepaid expenses | 399 | 340 |
State deferred taxes | 190 | 383 |
Other | 189 | 137 |
Total deferred income tax liabilities | 14,430 | 12,895 |
Net deferred income tax (liability) | (2,898) | (925) |
Allowance for deferred tax assets | 0 | 0 |
Net deferred taxes | $ (2,898) | $ (925) |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Summary of income from commercial rents included in real estate revenue: | |||
Base rent | $ 6,672 | $ 6,471 | $ 6,554 |
Percentage rent | 705 | $ 949 | $ 1,024 |
Future minimum rental income on commercial, communication and right-of-way leases: | |||
2022 | 6,375 | ||
2023 | 5,565 | ||
2024 | 5,435 | ||
2025 | 5,241 | ||
2026 | 4,603 | ||
Thereafter | $ 12,706 | ||
Maximum | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Commercial lease agreements, contract terms | 30 years |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Feb. 28, 2015participant | Jun. 30, 2014 | Dec. 31, 2021USD ($)afacilityacre ft | Dec. 31, 2020USD ($) | Dec. 31, 2013acre ft | Jun. 03, 2010a | |
Commitment and Contingencies Disclosure [Line Items] | ||||||
Amount paid for water contracts | $ 11,452,000 | |||||
Contract renewal optional term | 35 years | |||||
Contractual obligation for future water payments | $ 285,566,000 | |||||
Measurement period from entitlement achievement date | 5 years | |||||
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 | $ 154,000 | $ 196,000 | ||||
Special taxes paid | $ 2,860,000 | |||||
Antelope Valley Groundwater Cases | Settled Litigation | ||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||
Number of parties settled (more than) | participant | 140 | |||||
Percent of water used within the adjudication boundary | 99.00% | |||||
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 | $ 75,965,000 | |||||
Additional bond debt authorized to be sold in future | 44,035,000 | |||||
Additional improvement costs | 15,647,940 | |||||
Standby letter of credit | ||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||
Letters of credit outstanding amount | 4,393,000 | |||||
Annual cost related to letter of credit | $ 68,000 | |||||
DMB Pacific LLC | ||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||
Contract renewal optional term | 35 years | |||||
DMB Pacific LLC | Transferable water | ||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||
Long-term water assets (Volume) | acre ft | 6,693 | 6,693 | ||||
Kern County Water Agency | ||||||
Commitment and Contingencies Disclosure [Line Items] | ||||||
Acres of land transferred | a | 20,000 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Average service period | 5 years | ||
Pension plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Estimated contribution to the pension plan | $ 165 | ||
Assumptions used in determining periodic pension cost: | |||
Rate of increase in periodic pension costs | 2.80% | 2.45% | |
Expected long-term rate of return on plan assets | 7.30% | 7.30% | |
Pension plan | Equities | |||
Current investment policy targets: | |||
Current investment mix | 35.00% | 65.00% | |
Pension plan | Debt | |||
Current investment policy targets: | |||
Current investment mix | 64.00% | 34.00% | |
Pension plan | Money market funds | |||
Current investment policy targets: | |||
Current investment mix | 1.00% | 1.00% | |
SERP liability adjustments | |||
Assumptions used in determining actuarial present value of projected benefits obligation: | |||
Weighted-average discount rate | 2.40% | 2.00% | 2.95% |
Rate of increase in future compensation levels | 0.00% | 0.00% | 0.00% |
Retirement Plans - Change in Be
Retirement Plans - Change in Benefit Obligations and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Pension plan | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | $ 12,037 | $ 10,710 | |
Interest cost | 291 | 338 | $ 389 |
Actuarial (gain)/loss assumption changes | (722) | 1,248 | |
Benefits paid | (296) | (259) | |
Benefit obligation and accumulated benefit obligation at end of year | 11,310 | 12,037 | 10,710 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 10,435 | 8,920 | |
Actual return on plan assets | 821 | 1,609 | |
Employer contribution | 165 | 165 | |
Benefits/expenses paid | (296) | (259) | |
Fair value of plan assets at end of year | 11,125 | 10,435 | 8,920 |
Funded status - liability | (185) | (1,602) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial loss | 2,376 | 3,242 | |
Total amount recorded | 2,376 | 3,242 | |
Amount recorded, net taxes | 1,711 | 2,335 | |
SERP liability adjustments | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | 8,419 | 8,011 | |
Interest cost | 163 | 229 | 303 |
Actuarial (gain)/loss assumption changes | (206) | 708 | |
Benefits paid | (529) | (529) | |
Benefit obligation and accumulated benefit obligation at end of year | 7,847 | 8,419 | $ 8,011 |
Change in Plan Assets | |||
Funded status - liability | (7,847) | (8,419) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial loss | 2,693 | 3,024 | |
Total amount recorded | 2,693 | 3,024 | |
Amount recorded, net taxes | $ 1,939 | $ 2,178 |
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, 2021 | Dec. 31, 2020 | |
Pension plan | ||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | ||
Net (gain) loss | $ (792) | $ 282 |
Recognition of net actuarial gain or (loss) | (74) | (67) |
Total changes | (866) | 215 |
Changes, net of taxes | (624) | 155 |
SERP liability adjustments | ||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | ||
Net (gain) loss | (206) | 708 |
Recognition of net actuarial gain or (loss) | (125) | (86) |
Total changes | (331) | 622 |
Changes, net of taxes | $ (239) | $ 448 |
Retirement Plans - Amounts Expe
Retirement Plans - Amounts Expected to be Recognized as Components of Net Periodic Pension Costs (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Net periodic pension benefit/(cost) | $ (296) |
Pension plan | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Expected return on plan assets | 552 |
Interest cost | (312) |
Amortization of net gain/(loss) | (46) |
Net periodic pension benefit/(cost) | 194 |
SERP liability adjustments | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Interest cost | (182) |
Amortization of net gain/(loss) | $ (114) |
Retirement Plans - Expected Ann
Retirement Plans - Expected Annual Benefit Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Pension plan | |
Expected annual benefit payments based on actuarial estimates: | |
2021 | $ 317 |
2022 | 338 |
2023 | 374 |
2024 | 470 |
2025 | 503 |
Thereafter | 2,645 |
SERP liability adjustments | |
Expected annual benefit payments based on actuarial estimates: | |
2021 | 526 |
2022 | 510 |
2023 | 487 |
2024 | 562 |
2025 | 553 |
Thereafter | $ 2,592 |
Retirement Plans - Fair Value o
Retirement Plans - Fair Value of Plan Assets by Investment Type (Details) - Pension plan - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 11,125 | $ 10,435 | $ 8,920 |
Cash and Cash Equivalents | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 102 | 70 | |
Collective Funds | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 11,023 | $ 10,365 |
Retirement Plans - Net Periodic
Retirement Plans - Net Periodic Pension Cost - Pension Plan (Details) - Pension plan - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cost components: | |||
Service cost | $ 0 | $ 0 | $ 0 |
Interest cost | (291) | (338) | (389) |
Expected return on plan assets | 752 | 643 | 522 |
Net amortization and deferral | (74) | (68) | (75) |
Total net periodic pension earnings/(cost) | $ 387 | $ 237 | $ 58 |
Retirement Plans - Net Period_2
Retirement Plans - Net Periodic Pension Cost - SERP (Details) - SERP liability adjustments - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $ (163) | $ (229) | $ (303) |
Net amortization and other | (125) | (86) | (62) |
Total net periodic pension earnings/(cost) | $ (288) | $ (315) | $ (365) |
Reporting Segments and Relate_3
Reporting Segments and Related Information - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021USD ($) | Dec. 31, 2021USD ($)a | Jun. 30, 2020USD ($)a | Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | ||
Segment Reporting Information [Line Items] | |||||||
Business segments | segment | 5 | ||||||
Contribution to unconsolidated joint venture | [1] | $ 8,464 | $ 0 | $ 8,658 | |||
Costs and expenses | 55,873 | 44,577 | $ 50,954 | ||||
TRC-MRC 4, LLC | |||||||
Segment Reporting Information [Line Items] | |||||||
Contribution to unconsolidated joint venture | $ 8,464 | ||||||
Earnings(Loss) | 2,785 | ||||||
Deferred gain on sale | $ 2,785 | ||||||
Real estate - commercial/industrial | |||||||
Segment Reporting Information [Line Items] | |||||||
Area of land sold (in acres) | a | 17.1 | ||||||
Profit from land sales | $ 4,655 | ||||||
Land sales revenue | 4,355 | ||||||
Deferred revenue | $ 300 | $ 300 | |||||
Cash distribution received | 2,000 | ||||||
Gain on sale of real estate | $ 1,331 | ||||||
Real estate - commercial/industrial | TRC-MRC 4, LLC | |||||||
Segment Reporting Information [Line Items] | |||||||
Area of real estate property | a | 38.86 | ||||||
Contribution to unconsolidated joint venture | $ 8,464 | ||||||
Earnings(Loss) | 5,679 | ||||||
Deferred gain on sale | $ 2,785 | ||||||
[1] | In June 2021, the Company contributed land with a fair value of $8.5 million to TRC-MRC 4, LLC an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 630,000 square foot industrial building on the Company's property at TRCC-East (defined herein). The total cost of the land was $2.9 million. The Company recognized $2.8 million in profit and deferred $2.8 million of profit after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In April 2019, the Company contributed land with a fair value of $5.9 million to TRC-MRC 3, LLC, an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. The total cost of the land, inclusive of transaction costs was $2.8 million. The Company recognized $1.5 million in profit and deferred $1.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In December 2019, the Company contributed a newly constructed commercial multi-tenant building and underlying land with an aggregate fair value of $2.8 million to TA/Petro, an unconsolidated joint venture. The total cost of the building construction and land was $2.0 million. The Company recognized $0.3 million in profit and deferred $0.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. Historically, cash outflows related to land development expenditures were accounted for within investing activities. For consistency, the Company will continue to classify cash outflows and cash inflows related to land development as investing activities. |
Reporting Segments and Relate_4
Reporting Segments and Related Information - Reconciliation of Revenues, Segment Profits (Losses) and Net Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | |||
Equity in unconsolidated joint ventures, net | $ 9,202 | $ 4,504 | $ 16,575 |
Gain on sale of real estate | 0 | 1,331 | 0 |
Investment income | 57 | 884 | 1,239 |
Total revenues and other income | 64,872 | 44,549 | 67,337 |
Segment Profits (Losses) | |||
Gain on sale of real estate | 0 | 1,331 | 0 |
Other income (loss) | 164 | 110 | (1,824) |
Corporate expenses | (55,873) | (44,577) | (50,954) |
Income before income taxes | 9,163 | 82 | 14,559 |
Operating Segments | |||
Revenues | |||
Revenues | 55,613 | 37,830 | 49,523 |
Segment Profits (Losses) | |||
Segment profits | 9,583 | 2,683 | 7,930 |
Operating Segments | Real estate - commercial/industrial | |||
Revenues | |||
Revenues | 19,476 | 9,536 | 16,792 |
Equity in unconsolidated joint ventures, net | 9,202 | 4,504 | 16,575 |
Segment Profits (Losses) | |||
Segment profits | 7,523 | 2,414 | 3,831 |
Corporate expenses | (11,953) | (7,122) | (12,961) |
Operating Segments | Real estate - resort/residential | |||
Segment Profits (Losses) | |||
Segment profits | (1,723) | (1,612) | (2,247) |
Corporate expenses | (1,723) | (1,612) | (2,247) |
Operating Segments | Mineral resources | |||
Revenues | |||
Revenues | 20,987 | 10,736 | 9,791 |
Segment Profits (Losses) | |||
Segment profits | 7,428 | 4,322 | 3,973 |
Corporate expenses | (13,559) | (6,414) | (5,818) |
Operating Segments | Farming | |||
Revenues | |||
Revenues | 11,039 | 13,866 | 19,331 |
Segment Profits (Losses) | |||
Segment profits | (3,077) | (1,237) | 4,080 |
Corporate expenses | (14,116) | (15,103) | (15,251) |
Operating Segments | Ranch operations | |||
Revenues | |||
Revenues | 4,111 | 3,692 | 3,609 |
Segment Profits (Losses) | |||
Segment profits | (568) | (1,204) | (1,707) |
Corporate expenses | (4,679) | (4,896) | (5,316) |
Corporate expenses | |||
Segment Profits (Losses) | |||
Corporate expenses | $ (9,843) | $ (9,430) | $ (9,361) |
Reporting Segments and Relate_5
Reporting Segments and Related Information - Revenue Components of Real Estate Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | |||
Equity in earnings of unconsolidated joint ventures | $ 9,202 | $ 4,504 | $ 16,575 |
Commercial expenses | 55,873 | 44,577 | 50,954 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Commercial revenues | 55,613 | 37,830 | 49,523 |
Real estate - commercial/industrial | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Commercial revenues | 19,476 | 9,536 | 16,792 |
Equity in earnings of unconsolidated joint ventures | 9,202 | 4,504 | 16,575 |
Commercial revenues and equity in earnings of unconsolidated joint ventures | 28,678 | 14,040 | 33,367 |
Commercial expenses | 11,953 | 7,122 | 12,961 |
Operating results from commercial and unconsolidated joint ventures | $ 16,725 | $ 6,918 | $ 20,406 |
Reporting Segments and Relate_6
Reporting Segments and Related Information - Revenue Components of Mineral Resources Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 55,873 | $ 44,577 | $ 50,954 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 55,613 | 37,830 | 49,523 |
Segment profits | 9,583 | 2,683 | 7,930 |
Mineral resources | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 20,987 | 10,736 | 9,791 |
Total expenses | 13,559 | 6,414 | 5,818 |
Segment profits | $ 7,428 | $ 4,322 | $ 3,973 |
Reporting Segments and Relate_7
Reporting Segments and Related Information - Revenue Components of Farming Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 55,873 | $ 44,577 | $ 50,954 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 55,613 | 37,830 | 49,523 |
Segment profits | 9,583 | 2,683 | 7,930 |
Farming | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 11,039 | 13,866 | 19,331 |
Total expenses | 14,116 | 15,103 | 15,251 |
Segment profits | $ (3,077) | $ (1,237) | $ 4,080 |
Reporting Segments and Relate_8
Reporting Segments and Related Information - Revenue Components of Ranch Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 55,873 | $ 44,577 | $ 50,954 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 55,613 | 37,830 | 49,523 |
Segment profits | 9,583 | 2,683 | 7,930 |
Ranch operations | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 4,111 | 3,692 | 3,609 |
Total expenses | 4,679 | 4,896 | 5,316 |
Segment profits | $ (568) | $ (1,204) | $ (1,707) |
Reporting Segments and Relate_9
Reporting Segments and Related Information - Information Pertaining to Assets of Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Information pretaining to assets of the business segments | |||
Identifiable Assets | $ 546,036 | $ 536,349 | $ 539,422 |
Depreciation and Amortization | 4,594 | 4,938 | 5,036 |
Capital Expenditures | 20,879 | 22,259 | 25,222 |
Operating Segments | Real estate - commercial/industrial | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 82,397 | 73,317 | 76,814 |
Depreciation and Amortization | 463 | 486 | 517 |
Capital Expenditures | 4,906 | 7,128 | 8,690 |
Operating Segments | Real estate - resort/residential | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 305,818 | 297,052 | 286,801 |
Depreciation and Amortization | 31 | 39 | 51 |
Capital Expenditures | 8,064 | 9,764 | 12,811 |
Operating Segments | Mineral resources | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 52,440 | 57,797 | 55,049 |
Depreciation and Amortization | 1,368 | 1,384 | 1,371 |
Capital Expenditures | 0 | 25 | 37 |
Operating Segments | Farming | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 47,160 | 38,090 | 41,258 |
Depreciation and Amortization | 1,789 | 1,989 | 1,909 |
Capital Expenditures | 7,416 | 5,145 | 3,362 |
Operating Segments | Ranch operations | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 2,079 | 2,442 | 2,624 |
Depreciation and Amortization | 455 | 482 | 526 |
Capital Expenditures | 306 | 91 | 213 |
Corporate expenses | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 56,142 | 67,651 | 76,876 |
Depreciation and Amortization | 488 | 558 | 662 |
Capital Expenditures | $ 187 | $ 106 | $ 109 |
Investment in Unconsolidated _3
Investment in Unconsolidated and Consolidated Joint Ventures - Additional Information (Details) | Mar. 25, 2021USD ($)ft² | Apr. 17, 2020USD ($) | Apr. 01, 2019USD ($) | Feb. 28, 2022unit | Jun. 30, 2021USD ($)a | Dec. 31, 2019USD ($)ft² | Nov. 30, 2019USD ($) | Apr. 30, 2019USD ($)ft² | Nov. 30, 2018ft² | Sep. 30, 2016ft² | Aug. 31, 2016USD ($)ft² | Dec. 31, 2019USD ($)ft²tenant | Jun. 30, 2013ft² | Dec. 31, 2021USD ($)aft²venture | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($)ft² | Nov. 30, 2021USD ($) | Jun. 01, 2018USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Investments in unconsolidated joint ventures | $ 43,418,000 | $ 33,524,000 | |||||||||||||||||
Equity in unconsolidated joint ventures, net | 9,202,000 | 4,504,000 | $ 16,575,000 | ||||||||||||||||
Contribution of property | [1] | $ 8,464,000 | 0 | 8,658,000 | |||||||||||||||
Area of land | a | 270,000 | ||||||||||||||||||
Real estate development | $ 319,030,000 | 310,439,000 | |||||||||||||||||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | 16,752,000 | 7,099,000 | 30,213,000 | ||||||||||||||||
Equity method investment | 43,418,000 | 33,524,000 | |||||||||||||||||
Borrowings | $ (141,917,000) | (133,775,000) | |||||||||||||||||
Centennial Founders, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Consolidated joint venture, ownership interest | 93.03% | ||||||||||||||||||
Petro Travel Plaza Holdings LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Unconsolidated joint ventures, voting rights | 50.00% | ||||||||||||||||||
Ownership percentage | 60.00% | ||||||||||||||||||
Investment in unconsolidated joint ventures | $ 22,915,000 | ||||||||||||||||||
Petro Travel Plaza Holdings LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | 8,262,000 | 9,536,000 | 14,684,000 | ||||||||||||||||
Equity method investment | 22,915,000 | 23,358,000 | |||||||||||||||||
Borrowings | (14,848,000) | (15,291,000) | |||||||||||||||||
Petro Travel Plaza Holdings LLC | Land and Building | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Contribution of property | $ 2,000,000 | ||||||||||||||||||
Gain (loss) on sale of properties | $ 1,331,000 | ||||||||||||||||||
TRCC-East | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Investments in unconsolidated joint ventures | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | ||||||||||||||||
Contribution of property | $ 2,805,000 | ||||||||||||||||||
Area of real estate property | ft² | 4,900 | 4,900 | 4,900 | ||||||||||||||||
Segment profits | $ 334,000 | ||||||||||||||||||
Deferred gain on sale | $ 501,000 | ||||||||||||||||||
Number of acres for development | ft² | 326,000 | ||||||||||||||||||
Area of building owned and leased | ft² | 480,480 | ||||||||||||||||||
Excess distributions resulting in deficit balance | 1,669,000 | ||||||||||||||||||
TRCC-East | Subsequent Event | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Number of multi-family rental units | unit | 495 | ||||||||||||||||||
Majestic Realty Co. | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Investments in unconsolidated joint ventures | $ 24,773,000 | ||||||||||||||||||
Investment in unconsolidated joint ventures | $ 5,528,000 | ||||||||||||||||||
Number of joint venture contracts | venture | 5 | ||||||||||||||||||
Area of building owned and leased | ft² | 651,909 | ||||||||||||||||||
TRCC/Rock Outlet Center, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | $ (2,885,000) | (4,180,000) | $ (3,843,000) | ||||||||||||||||
Equity method investment | 8,098,000 | 6,741,000 | |||||||||||||||||
Borrowings | (28,783,000) | (34,845,000) | |||||||||||||||||
Reduced outstanding amount | 4,600,000 | ||||||||||||||||||
TRC-MRC 3, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | $ 1,500,000 | ||||||||||||||||||
Deferred gain on sale | $ 1,500,000 | ||||||||||||||||||
Number of acres for development | ft² | 579,040 | 579,040 | |||||||||||||||||
Percentage of rentable space occupied | 100.00% | ||||||||||||||||||
Number of tenants | tenant | 2 | ||||||||||||||||||
TRC-MRC 3, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | (288,000) | 399,000 | (2,000) | ||||||||||||||||
Equity method investment | 859,000 | 1,753,000 | |||||||||||||||||
Borrowings | (35,324,000) | (35,785,000) | |||||||||||||||||
TRC-MRC 3, LLC | Land | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Contribution of property | $ 5,854,000 | $ 5,900,000 | |||||||||||||||||
TRC-MRC 2, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Face amount | $ 25,240,000 | ||||||||||||||||||
Excess distributions resulting in deficit balance | 1,670,000 | ||||||||||||||||||
TRC-MRC 2, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | 1,268,000 | 1,357,000 | 1,151,000 | ||||||||||||||||
Equity method investment | 0 | 0 | |||||||||||||||||
Borrowings | (23,255,000) | (23,869,000) | |||||||||||||||||
TRC-MRC 1, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Borrowings under joint venture | 25,030,000 | ||||||||||||||||||
TRC-MRC 1, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | (15,000) | 129,000 | 91,000 | ||||||||||||||||
Equity method investment | 0 | 0 | |||||||||||||||||
Borrowings | (23,400,000) | (23,985,000) | |||||||||||||||||
Rockefeller Joint Ventures | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Investment in unconsolidated joint ventures | $ 14,975,000 | ||||||||||||||||||
Number of joint venture contracts | venture | 2 | ||||||||||||||||||
Area of land | a | 500 | ||||||||||||||||||
Five West Parcel, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||||||||||
Gain (loss) on sale of properties | $ 17,537,000 | ||||||||||||||||||
Area of building owned and leased | ft² | 606,000 | ||||||||||||||||||
Purchase of assets | $ 29,088,000 | ||||||||||||||||||
Five West Parcel, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | $ 0 | (6,000) | 18,239,000 | ||||||||||||||||
Equity method investment | 0 | 0 | |||||||||||||||||
Borrowings | $ 0 | 0 | |||||||||||||||||
18-19 West, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Number of acres for development | a | 61.5 | ||||||||||||||||||
Purchase price, increase amount | $ 15,213,000 | ||||||||||||||||||
18-19 West, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | $ 10,411,000 | (136,000) | (107,000) | ||||||||||||||||
Equity method investment | 6,877,000 | 1,672,000 | |||||||||||||||||
Borrowings | 0 | 0 | |||||||||||||||||
TRC-MRC 4, LLC | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Contribution of property | $ 8,464,000 | ||||||||||||||||||
Segment profits | 2,785,000 | ||||||||||||||||||
Deferred gain on sale | $ 2,785,000 | ||||||||||||||||||
Number of acres for development | 629,274 | 630,000 | |||||||||||||||||
Construction loan | $ 47,500,000 | ||||||||||||||||||
Real estate development | $ 2,895,000 | ||||||||||||||||||
TRC-MRC 4, LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Segment profits | (1,000) | 0 | $ 0 | ||||||||||||||||
Equity method investment | 4,669,000 | 0 | |||||||||||||||||
Borrowings | $ (16,307,000) | $ 0 | |||||||||||||||||
TRC-MRC 4, LLC | Land | |||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||
Contribution of property | $ 8,500,000 | ||||||||||||||||||
[1] | In June 2021, the Company contributed land with a fair value of $8.5 million to TRC-MRC 4, LLC an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 630,000 square foot industrial building on the Company's property at TRCC-East (defined herein). The total cost of the land was $2.9 million. The Company recognized $2.8 million in profit and deferred $2.8 million of profit after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In April 2019, the Company contributed land with a fair value of $5.9 million to TRC-MRC 3, LLC, an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. The total cost of the land, inclusive of transaction costs was $2.8 million. The Company recognized $1.5 million in profit and deferred $1.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. In December 2019, the Company contributed a newly constructed commercial multi-tenant building and underlying land with an aggregate fair value of $2.8 million to TA/Petro, an unconsolidated joint venture. The total cost of the building construction and land was $2.0 million. The Company recognized $0.3 million in profit and deferred $0.5 million after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. Historically, cash outflows related to land development expenditures were accounted for within investing activities. For consistency, the Company will continue to classify cash outflows and cash inflows related to land development as investing activities. |
Investment in Unconsolidated _4
Investment in Unconsolidated and Consolidated Joint Ventures - Condensed Statements of Operations and Balance Sheet Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Apr. 30, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Balance Sheet Information | ||||||
Assets | $ 546,036 | $ 536,349 | $ 539,422 | |||
Equity | 456,511 | 445,331 | 445,624 | $ 434,672 | ||
TRCC/Rock Outlet Center, LLC | ||||||
Balance Sheet Information | ||||||
Non-cash tenant allowance amortization | 1,200 | 1,300 | 1,700 | |||
TRC-MRC 3, LLC | ||||||
Balance Sheet Information | ||||||
Earnings(Loss) | $ 1,500 | |||||
TRC-MRC 4, LLC | ||||||
Balance Sheet Information | ||||||
Earnings(Loss) | $ 2,785 | |||||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||||
Balance Sheet Information | ||||||
Assets | 263,667 | 232,919 | ||||
Borrowings | (141,917) | (133,775) | ||||
Equity | 110,034 | 86,005 | ||||
Investment In | 43,418 | 33,524 | ||||
Revenues | 169,194 | 103,074 | 133,739 | |||
Earnings(Loss) | 16,752 | 7,099 | 30,213 | |||
Equity in Earnings (Loss) | 9,202 | 4,504 | 16,575 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | Petro Travel Plaza Holdings LLC | ||||||
Balance Sheet Information | ||||||
Assets | 78,064 | 77,516 | ||||
Borrowings | (14,848) | (15,291) | ||||
Equity | 58,859 | 59,597 | ||||
Investment In | 22,915 | 23,358 | ||||
Revenues | 137,090 | 86,331 | 117,708 | |||
Earnings(Loss) | 8,262 | 9,536 | 14,684 | |||
Equity in Earnings (Loss) | 4,957 | 5,722 | 8,810 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | Five West Parcel, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 0 | 0 | ||||
Borrowings | 0 | 0 | ||||
Equity | 0 | 0 | ||||
Investment In | 0 | 0 | ||||
Revenues | 0 | 0 | 2,648 | |||
Earnings(Loss) | 0 | (6) | 18,239 | |||
Equity in Earnings (Loss) | 0 | (2) | 9,119 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | 18-19 West, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 14,965 | 4,733 | ||||
Borrowings | 0 | 0 | ||||
Equity | 14,895 | 4,483 | ||||
Investment In | 6,877 | 1,672 | ||||
Revenues | 15,472 | 6 | 15 | |||
Earnings(Loss) | 10,411 | (136) | (107) | |||
Equity in Earnings (Loss) | 5,206 | (68) | (53) | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | TRCC/Rock Outlet Center, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 61,927 | 65,475 | ||||
Borrowings | (28,783) | (34,845) | ||||
Equity | 32,323 | 29,608 | ||||
Investment In | 8,098 | 6,741 | ||||
Revenues | 5,642 | 5,495 | 6,278 | |||
Earnings(Loss) | (2,885) | (4,180) | (3,843) | |||
Equity in Earnings (Loss) | (1,443) | (2,090) | (1,921) | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | TRC-MRC 1, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 24,964 | 26,502 | ||||
Borrowings | (23,400) | (23,985) | ||||
Equity | 1,209 | 2,059 | ||||
Investment In | 0 | 0 | ||||
Revenues | 3,237 | 3,123 | 3,067 | |||
Earnings(Loss) | (15) | 129 | 91 | |||
Equity in Earnings (Loss) | (7) | 64 | 46 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | TRC-MRC 2, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 20,497 | 20,191 | ||||
Borrowings | (23,255) | (23,869) | ||||
Equity | (5,657) | (7,741) | ||||
Investment In | 0 | 0 | ||||
Revenues | 4,024 | 4,087 | 4,023 | |||
Earnings(Loss) | 1,268 | 1,357 | 1,151 | |||
Equity in Earnings (Loss) | 634 | 678 | 575 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | TRC-MRC 3, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 37,579 | 38,502 | ||||
Borrowings | (35,324) | (35,785) | ||||
Equity | (914) | (2,001) | ||||
Investment In | 859 | 1,753 | ||||
Revenues | 3,729 | 4,032 | 0 | |||
Earnings(Loss) | (288) | 399 | (2) | |||
Equity in Earnings (Loss) | (144) | 200 | (1) | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | TRC-MRC 4, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 25,671 | 0 | ||||
Borrowings | (16,307) | 0 | ||||
Equity | 9,319 | 0 | ||||
Investment In | 4,669 | 0 | ||||
Revenues | 0 | 0 | 0 | |||
Earnings(Loss) | (1) | 0 | 0 | |||
Equity in Earnings (Loss) | (1) | 0 | 0 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees | Centennial Founders, LLC | ||||||
Balance Sheet Information | ||||||
Assets | 101,178 | 98,898 | ||||
Borrowings | 0 | 0 | ||||
Equity | 100,261 | 98,565 | ||||
Revenues | 409 | 419 | 469 | |||
Earnings(Loss) | $ (80) | $ (103) | $ (20) |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)aacre ft | Dec. 31, 2020USD ($)acre ft | Dec. 31, 2019director | |
Related Party Transaction [Line Items] | |||
Purchased water contracts | 10,137 | 10,137 | |
Wheeler Ridge Maricopa Water Storage District | |||
Related Party Transaction [Line Items] | |||
Purchased water contracts | 15,547 | 15,547 | |
Tejon-Castac Water District | |||
Related Party Transaction [Line Items] | |||
Purchased water contracts | 5,749 | 5,749 | |
SWP contracts | Wheeler Ridge Maricopa Water Storage District | Executive Vice President and Chief Operating Officer | |||
Related Party Transaction [Line Items] | |||
Acres of land | a | 5,496 | ||
Number of directors | director | 9 | ||
Water contracts and related costs | $ | $ 6,223 | $ 5,181 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event - Five West Parcel, LLC $ in Thousands | Feb. 04, 2022USD ($)a |
Subsequent Event [Line Items] | |
Area of land sold (in acres) | a | 12.3 |
Profit from land sales | $ | $ 4,680 |