Consolidated-Tomoka Land Co. (NYSE MKT: CTO) (the “Company”) today
announced its operating results for the fourth quarter and year ended
December 31, 2015.
OPERATING RESULTS
Operating results for the quarter ended December 31, 2015 (as compared
to the same period in 2014):
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Net income was $0.99 per share, an increase of $0.87 per share or
725.0%; mainly due to the significant land sales that closed during
the fourth quarter of 2015 of which only a portion was recognized into
income based on the application of percentage of completion accounting;
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Operating income was approximately $11.4 million, an increase of
approximately $9.5 million or 475.2%;
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Revenue from Income Property Operations totaled approximately $5.6
million, an increase of 35.3%;
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Revenue from Real Estate Operations totaled approximately $12.0
million, an increase of 418.4%;
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Revenue from Commercial Loan Investments totaled approximately
$875,000, an increase of 43.6%; and
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Operating income from Golf Operations improved approximately 11.9%.
Operating results for the year ended December 31, 2015 (as compared to
the same period in 2014):
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Net income was $1.44 per share, an increase of $0.33 per share or
29.7%; mainly due to the significant land sales that closed during the
fourth quarter of 2015 of which only a portion was recognized into
income based on the application of percentage of completion accounting;
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Operating income was approximately $20.3 million, an increase of
approximately $7.7 million or 61.0%;
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Revenue from Income Property Operations totaled approximately $19.0
million, an increase of 27.2%;
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Revenue from Real Estate Operations totaled approximately $15.9
million, an increase of 18.2%;
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Revenue from Commercial Loan Investments totaled approximately $2.7
million, an increase of 22.8%; and
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Operating income from Golf Operations improved by approximately
$56,000 or 13.7%.
Land sales for the years ended December 31, 2015 and 2014 were as
follows:
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2015
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2014
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Acres Sold
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114.03
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99.66
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Total Sales Price (in $000’s)
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$22,529
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$8,807
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Average Sales Price/Acre
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$197,571
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$88,370
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Earnings Per Share Impact
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$0.90(1)
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$0.51
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(1) Reflects the earnings per share recognized for the Tanger, Sam’s
Club and North American Development Group land sales based upon the
percentage of completion accounting methodology applied and the level of
the Company’s completion of certain infrastructure work at the Tomoka
Town Center.
OTHER HIGHLIGHTS
Other highlights for the quarter ended December 31, 2015, include the
following:
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In November 2015, completed the acquisition of a single-tenant office
building in Raleigh, North Carolina leased to Wells Fargo Bank, N.A.
(“Wells Fargo”) for $42.3 million;
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Land under contract is approximately $56.0 million for 1,700 acres;
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Repurchased 49,167 shares of the Company’s stock for approximately
$2.6 million at an average purchase price of $53.44 per share,
completing the Company’s $8 million repurchase program which, since
inception of the program, resulted in the repurchase of 164,533 shares
at an average price of $48.45 per share. The Company also announced a
new $10 million repurchase program;
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Generated approximately $1.0 million of revenue, including
approximately $920,000 of cash, from the release of surface entry
rights on approximately 1,400 subsurface acres located in Lee County,
Florida;
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Book value increased by $0.98 per share to approximately $22.81 per
share as of December 31, 2015, an increase of approximately 4.5%
versus December 31, 2014; and
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Total cash (including restricted cash) as of December 31, 2015 was
approximately $18.1 million. As of December 31, 2015, face value total
debt (includes the convertible note at face value) to total enterprise
value (total debt plus equity market capitalization), net of total
cash, was 32.1% with $75.0 million of borrowing commitment
and approximately $36.7 million of available borrowing capacity on our
credit facility, subject to borrowing base requirements.
Income Property Portfolio Update
Property Acquisitions
On November 18, 2015, the Company acquired an approximately 450,000
square-foot, Class A single-tenant office complex in Raleigh, North
Carolina at a purchase price of $42.3 million or approximately $94 per
square foot. The three building property is situated on approximately 40
acres and is 100% leased to Wells Fargo under a triple-net lease with a
remaining term of approximately 9 years. The rent under the lease with
Wells Fargo is below-market resulting in an intangible liability of
approximately $31.6 million being recognized as part of the allocation
of the purchase price.
During the year ended December 31, 2015, the Company acquired four
income properties: single-tenant income properties in Glendale, Arizona
and Raleigh, North Carolina, one multi-tenant income property in
Jacksonville, Florida, and a vacant outparcel adjacent to our
multi-tenant property in Winter Park, Florida, representing an aggregate
purchase price for the four properties of approximately $76.4 million.
Property Dispositions
On December 22, 2015, the Company sold its interest in a 10,908
square-foot building, located in Melbourne, Florida, which was under
lease to CVS, with a remaining lease term of 10.3 years, for a sales
price of approximately $3.2 million, generating a pre-tax gain of
approximately $785,000, or approximately $0.08 per share, after tax.
On November 20, 2015, the Company sold its interest in a 13,813
square-foot building, located in Vero Beach, Florida, which was under
lease to CVS, with a remaining lease term of 8.3 years, for a sales
price of approximately $5.4 million, generating a pre-tax gain of
approximately $950,000, or approximately $0.10 per share, after tax.
During the year ended December 31, 2015, the Company sold six non-core
single-tenant income properties for an aggregate sales price of
approximately $24.3 million at an average sales price per square foot of
$311 and an average exit cap rate of 7.29%, generating total pre-tax
gains of approximately $5.0 million or $0.53 of earnings per share,
after tax.
The Company is currently marketing a portfolio of 14 of the Company’s
core income properties which collateralize the $23.1 million CMBS loan
with Bank of America. This potential transaction could achieve a sales
price in excess of $50.0 million which has not been included in our
guidance for earnings per share in 2016.
Portfolio Summary
At December 31, 2015, the Company owned thirty-two single-tenant income
properties in ten states, with an average remaining lease term of
approximately 9.0 years, which generate approximately $14.9 million of
revenues on an annualized basis. In addition, the Company owned eight
multi-tenant income properties, of which five were self-developed, with
an average remaining lease term of approximately 5.6 years, which
generate approximately $5.7 million of revenues on an annualized basis.
Land Update
Land Sales
During the year ended December 31, 2015, a total of approximately 114.03
acres, or approximately 1% of the Company’s land holdings, by acreage,
were sold for approximately $22.5 million including the following
transactions in the fourth quarter of 2015:
On December 18, 2015, the Company sold approximately 14.98 acres of land
located on the east side of Interstate 95 near the northeast corner of
the intersection of LPGA Boulevard and Williamson Boulevard to an
affiliate of Integra Land Company at a sales price of approximately $2.4
million, or approximately $159,000 per acre, resulting in a gain of
approximately $2.3 million. The site is currently under construction for
the development of a planned 260 unit multi-family residential property.
On December 29, 2015, the Company sold approximately 0.86 acres of land
at a sales price of approximately $30,000 resulting in a gain of
approximately $20,000.
In fourth quarter of 2015, the Company also completed the following land
sale transactions in the area referred to as the Tomoka Town Center (the
“Town Center”):
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Purchaser
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No. of Acres
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Sales Price (in $000’s)
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Average Sales Price per Acre
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Gain Recognized in 2015 (in $000’s)
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Deferred Revenue to be Recognized in 2016
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Tanger Outlet
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38.93
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$9,700
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$249,165
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$2,793
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$6,327
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Sam’s Club
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18.10
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$4,500
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$248,619
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$1,279
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$2,882
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NADG – Initial Sale
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37.26
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$5,168
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$138,710
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$1,421
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$3,448
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Total
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94.29
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$19,368
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$204,412
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$5,493
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$12,657
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The land sale completed with North American Development Group (“NADG”)
in December 2015 (the “NADG Initial Sale”) represents the first of
multiple transactions contemplated under a single purchase and sale
agreement with NADG (the “NADG Agreement”). The NADG Agreement provides
NADG with the ability to acquire portions of the remaining acreage under
contract (the “Option Parcels”) in multiple, separate, transactions
through 2018 (the “Option Period”) which in aggregate represent the
following:
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Purchaser
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No. of Acres
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Sales Price (in $000’s)
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Average Sales Price per Acre
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NADG – Option Parcels
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85.9
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$22,195
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$258,237
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The NADG Agreement also establishes a price escalation that would be
applied to any of the Option Parcels that are acquired after January
2017, and an additional higher price escalation that would be applied to
any Option Parcels acquired in 2018.
Land Pipeline
As of January 31, 2016, the Company had four executed purchase and sale
agreements with four different buyers whose intended use for the land
under contract includes residential, retail, and office. These
agreements, in aggregate, represent the potential sale of more than
1,700 acres, or 16% of our land holdings, with anticipated sales
proceeds totaling more than $56.0 million. The agreements contemplate
closing dates ranging from the second quarter of 2016 to year end 2018,
with some of the transactions expected to close in 2016 which are not
contractually obligated to close until after 2016. Each of the
transactions are in varying stages of due diligence and entitlement by
the various buyers, including, in some instances having made submissions
to the planning and development departments of the applicable
governmental authorities. In addition to other customary closing
conditions, the majority of these transactions are conditioned upon both
the receipt of approvals from various governmental authorities, as well
as, other matters that are beyond our control. If such approvals are not
obtained, the prospective buyers may have the ability to terminate their
respective agreements prior to closing. As a result, there can be no
assurances regarding the likelihood or timing of any one of these
potential land transactions being completed or the final terms thereof,
including the sales price.
One of the four executed purchase and sale agreements is with an
affiliate of Minto Communities for Minto’s planned development of a
3,400 unit master planned age restricted residential community on an
approximate 1,600 acre parcel of the Company’s land holdings west of
Interstate 95. The Company now expects this transaction is more likely
to close in the second half of 2016 as entitlement and permitting work
is still on going .
Loan Investment Update
Portfolio Summary
In 2015, the Company originated a $14.5 million first mortgage loan on
an upper upscale hotel in San Juan, Puerto Rico at 30-day LIBOR plus 900
basis points for a three year initial term. At December 31, 2015, the
Company owned four performing commercial loan investments which have an
aggregate outstanding principal balance of approximately $38.5 million.
These loans are secured by real estate or the borrower’s equity interest
in real estate located in four states, and have an average remaining
maturity of approximately 1.7 years and a weighted average interest rate
of 8.9%.
The Company anticipates that our investment level in commercial loans
may be reduced in 2016 as certain of the loans mature or are refinanced,
or are possibly sold.
Subsurface Interests Update
During November 2015, the Company hired Lantana Advisors, a subsidiary
of SunTrust, to evaluate the possible sale of its approximately 500,000
acres of subsurface interests located in the State of Florida, including
royalty interests in two operating oil wells in Lee County, Florida and
its interests in the recently renewed oil exploration lease with Kerogen
Florida Energy Company LP. Currently, the Company anticipates receiving
bids from interested parties during the first quarter of 2016. There can
be no assurances regarding the likelihood or timing of a sale of all or
a portion of the subsurface interests, or the transaction terms,
including price, should a transaction occur.
Investment Securities Update
The Company had investment securities of common stock and convertible
notes in a single public real estate company with a cost basis at
December 31, 2015 of approximately $6.8 million and a reported fair
value of approximately $5.7 million. During 2015, the Company sold put
options in the aforementioned real estate company, which resulted in the
Company acquiring approximately $634,000 of common stock in the fourth
quarter of 2015 , which is included in the cost basis of the investment
in common stock at December 31, 2015. The Company has no remaining put
options or other similar instruments outstanding at December 31,
2015. During the year, the Company sold a portion of the investment in
common stock for proceeds of approximately $1.74 million. Depending upon
market conditions, the Company anticipates reducing its investment in
these securities further during 2016.
Financial Results
Revenue
Total revenue for the year ended December 31, 2015, increased 19.3% to
approximately $43.0 million, compared to approximately $36.1 million for
the year ended December 31, 2014. This increase of approximately $6.9
million included approximately $4.1 million, an increase of 27.2%, in
additional revenue generated by our income properties portfolio,
including the properties acquired in the fourth quarter of 2014 and our
approximately $76.4 million in acquisitions in 2015 less the six
non-core income properties sold during the year for approximately $24.3
million. The increase also reflected approximately $2.5 million of
increased revenues from our real estate operations, which was comprised
of an increase in revenue from land transactions of approximately $3.7
million reflecting the seven land transactions we closed during 2015 for
an aggregate sales price of approximately $22.5 million, and
approximately $1.0 million received in cash incentives relating to the
sale of 76.5 acres in 2014, offset by a decrease in subsurface income of
approximately $1.2 million. In addition, interest income from our
commercial loan portfolio increased by approximately $500,000, which
included interest earned on our $14.5 million first mortgage loan
investment on an upper upscale hotel in San Juan, Puerto Rico. Total
revenue for the quarter ended December 31, 2015, increased 136.5% to
approximately $19.8 million, compared to approximately $8.4 million for
the quarter ended December 31, 2014, due to the previously noted
elements of our increased revenues for the quarter ended December 31,
2015 particularly the impact of the five land sales closed in the
quarter with an aggregate sales price of approximately $21.8 million.
Net Income
Net income for the year ended December 31, 2015, was approximately $8.3
million, or $1.44 per share, versus net income of approximately $6.4
million, or $1.11 per share, in the same period in 2014, an increase of
approximately 30.8%. Our results in 2015 benefited from an increase in
revenues of approximately $6.9 million, or 19.3%, offset by an increase
in our direct cost of revenues of approximately $1.2 million, or 9.8%,
which reflects increased direct costs of revenues for our income
property operations segment relating to our multi-tenant properties
which have higher operating costs, acquisition costs for properties
acquired in 2015 and the cost of sales associated with our land
transactions including our basis in certain infrastructure costs
incurred on the Tomoka Town Center. Our general and administrative costs
totaled approximately $8.8 million in the year ended December 31, 2015
compared to approximately $7.0 million in the same period in 2014.
Included in the general administrative expenses is the non-cash stock
compensation expense of approximately $2.2 million which represents an
increase of approximately $914,000 in the year ended December 31, 2015,
or 71.9%, versus the same period in 2014. Our general and administrative
expenses in 2015 also reflected an additional non-cash accrual to an
existing environmental reserve of approximately $500,000 for the
expected costs to remediate an environmental matter and an accrual of
$187,500 for an anticipated penalty assessed by a federal regulatory
agency associated with wetlands mitigation and restoration costs
pertaining to the Company’s past agricultural practices (which had been
previously settled with the State regulatory agency), and approximately
$364,000 in related costs for legal and environmental consultants. Our
general and administrative expenses also increased by approximately
$100,000 for legal and other third party costs incurred in the fourth
quarter pertaining to certain public shareholder communications received
by the Company. The increase in general and administrative expenses in
the year ended December 31, 2015 was partially offset by a decrease of
approximately $850,000 in costs that were incurred during 2014 related
to the termination of the Company’s pension plan, which were primarily
non-cash charges pertaining to the actuarial accounting required for the
termination. The increase in non-cash general and administrative
expenses for the year ended December 31, 2015 versus the same period in
2014 totaled approximately $636,000, or $0.07 per share, after tax. The
increase in net income for the year ended December 31, 2015 was also
offset by an increase in interest expense of approximately $4.5 million
which reflects our increased net borrowings during the year including a
$30 million mortgage loan secured by certain of our income properties in
September 2014, and the $75 million convertible debt issuance during the
first quarter of 2015. Net income for the quarter-ended December 31,
2015, was approximately $5.7 million or $0.99 per share, compared to net
income of approximately $682,000, or $0.12 per share, during the same
period in 2014 due to the previously noted elements of our increased net
income for the year ended December 31, 2015, particularly the impact of
land sales year-over-year.
Semi-Annual Dividend
The Company paid dividends of $0.08 per share in 2015 and $0.07 per
share in 2014. The Company paid a $0.04 per share dividend in November
2015. The Company has paid a dividend every year since 1976.
Full Year 2016 Guidance
The Company is issuing the following guidance for the year ending
December 31, 2016, with regard to the Company’s range of estimates for
operating results, investment and disposition activity, land sales and
leverage:
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Earnings per share (on a fully diluted basis)(1)(2) --
$2.75 - $3.00 per share;
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Acquisition of Income-Producing Assets -- $70.0 million - $85.0
million;
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Target Initial Investment Yields -- 6.00% - 8.00%;
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Disposition of non-core Income Properties(2) -- $15.0
million - $25.0 million;
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Target Disposition Yields -- 7.0% - 10.0%;
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Land Transactions (sales value)(3) -- $25.0 million - $35.0
million; and
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Leverage Target (as % of Total Enterprise Value) -- < 40.0%
(1) Our guidance with regard to earnings per share is highly dependent
on the closing of a single land transaction which we believe will close
in 2016 but is subject to a number of closing conditions including the
receipt of approvals from various governmental authorities, as well as
other matters that are beyond our control. If such approvals are not
obtained, the prospective buyers may have the ability to terminate the
agreement with us prior to closing and as a result our earnings per
share guidance for 2016 would likely be adversely impacted.
(2) Range does not include possible dispositions of core income
properties which if transacted could increase our earnings per share
guidance by more than $1.00 per share.
(3) Does not include revenue that will be recognized in 2016 from the
Tanger Outlets, Sam’s Club and the NADG initial sale transactions that
closed in 2015, but of which a substantial portion of the revenue will
be recognized into revenue as the infrastructure work at Tomoka Town
Center is completed. The completion of that infrastructure work is
expected to occur on or around the end of the third quarter of 2016.
Exploration of Strategic Alternatives
On February 9, 2016, the Company announced that a special committee of
independent directors (the “Special Committee”), formed by the Company’s
Board of Directors (the “Board”) for the purpose of exploring strategic
alternatives to further enhance shareholder value, had engaged Deutsche
Bank Securities Inc. (“Deutsche Bank”) as independent advisor to the
Company.
As previously announced, the Company had received a shareholder proposal
to be voted upon by the Company’s shareholders at the 2016 annual
meeting, requesting that the Board engage an independent advisor to
evaluate a sale of the Company or the orderly liquidation of its assets
(the “Shareholder Proposal”). In November 2015, the Board decided to
initiate the process called for by the Shareholder Proposal in advance
of the Shareholder Proposal being voted upon by shareholders at the
Company’s annual meeting scheduled for April 2016, and solicited
proposals from a number of financial advisory firms to advise the
Company as to its options for maximizing shareholder value, including
the options of sale of the Company, sale of assets or continued pursuit
of the Company’s business plan. After thorough consideration of the
proposals from the financial advisory firms, the Special Committee
engaged Deutsche Bank for the purpose of exploring the aforementioned
strategic alternatives.
The Special Committee is proceeding in a diligent and orderly manner,
but has not set a definitive timetable for completion of this process.
There can be no assurance that this review process will result in a sale
transaction or other strategic alternative of any kind, or, if such sale
transaction or strategic alternative occurs, the year in which the
transaction would take place. The Company does not intend to disclose
developments or provide updates on the progress or status of this
process unless and until it deems further disclosure to be appropriate
or required.
2016 Annual Meeting
The Board has set Wednesday, April 27, 2016 as the date for Company’s
annual meeting of shareholders. The meeting will be held at the LPGA
International Golf Club in Daytona Beach, Florida at 2:00 p.m. local
time. March 3, 2016 has been set as the record date for shareholders
entitled to notice of, and to vote at, the annual meeting.
The Board has nominated John P. Albright, John J. Allen, Jeffry B.
Fuqua, William L. Olivari, Howard C. Serkin, A. Chester Skinner, III,
and Thomas P. Warlow, III, as candidates for re-election to the Board at
the 2016 annual meeting. All members of the Company’s Board stand for
election annually, for a term expiring at the Company’s next annual
meeting.
In addition to electing the members of the Board of Directors, the
Company’s shareholders will have the opportunity to vote on a
shareholder proposal that, if approved, would request that the Board
hire an independent advisor to evaluate a sale of the Company or the
orderly liquidation of its assets.
CEO and CFO Comments on Operating Results
Mark E. Patten, senior vice president and chief financial officer,
stated, “We are pleased that we were able to grow earnings by almost 30%
in 2015, despite just missing our target for earnings per share for the
year, as less than half of the revenue from three land sales, of the
$21.8 million aggregate sales we closed in the fourth quarter, were
recognized into earnings as a result of applying percentage of
completion accounting.” Mr. Patten continued, “The remaining earnings
potential for these three land sales provides strong momentum for
continued earnings growth in 2016.” Mr. Patten continued, “The fourth
quarter also saw us complete our $8 million stock buy-back program,
originated back in 2008, by deploying approximately $2.6 million to
acquire over 49,000 shares and we were pleased to announce a new $10
million buy-back program that will allow us to opportunistically
repurchase our shares in the future.”
John P. Albright, president and chief executive officer, stated, “We
were very pleased to have finished the year with the closing of four
significant land sales transactions, particularly relating to our Tomoka
Town Center site.” Mr. Albright continued, “More importantly, the
purchasers of our land, prominent developers and operators in their
respective lines of business, are either already under construction or
in site planning approval stages for development projects totaling
almost $200 million. We hope this will garner additional activity on our
10,500 acres of land.” Mr. Albright also stated, “Given our 46 years as
a public company, we do not make the decision lightly to engage Deutsche
Bank and embark on a process to explore strategic alternatives,
including a possible sale of the Company. We hope this decision, at the
urging of our largest shareholder, will result in unlocking significant
value for all our shareholders.”
About Consolidated-Tomoka Land Co.
Consolidated-Tomoka Land Co. is a Florida-based publicly traded real
estate company, which owns a portfolio of income properties in
diversified markets in the United States including more than 1.7 million
square feet of income properties, as well as over 10,500 acres of land
in the Daytona Beach area. Visit our website at www.ctlc.com.
Forward-Looking Statements
Certain statements contained in this press release (other than
statements of historical fact) are forward-looking statements. The words
“believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,”
“could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,”
“project,” and similar expressions and variations thereof identify
certain of such forward-looking statements, which speak only as of the
dates on which they were made. Forward-looking statements are made based
upon management’s expectations and beliefs concerning future
developments and their potential effect upon the Company. There can be
no assurance that future developments will be in accordance with
management’s expectations or that the effect of future developments on
the Company will be those anticipated by management. In addition, these
forward-looking statements include, but are not limited to, the
Company’s plans, projections and estimates regarding (i) the possibility
of pursuing strategic alternatives including the potential sale of the
Company, (ii) the possibility of converting to a REIT and the timing
thereof, (iii) the completion of the infrastructure work at Tomoka Town
Center and (vii) the possible disposition of its subsurface interests.
Forward-looking statements are subject to certain events, factors and
conditions, risks, uncertainties and assumptions that could cause the
Company’s actual results in the future to differ materially from its
historical results and those presently anticipated or projected. Such
risks and uncertainties include, among other things, prevailing market
conditions and the following:
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There are a number of implementation and operational complexities to
address before the Company would decide whether to pursue certain
strategic alternatives. The Company can provide no assurance as to
whether it will ultimately pursue any of the strategic alternatives
identified.
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The Company can give no assurances that its board of directors will
pursue any strategic alternatives, even if there are no impediments to
completing such alternatives.
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The Company’s exploration of strategic alternatives may create a
potential diversion in our management's attention from traditional
business concerns.
The Company wishes to caution readers that the assumptions which form
the basis for forward-looking statements with respect to or that may
impact earnings for the year ended December 31, 2015, and thereafter
include many factors that are beyond the Company’s ability to control or
estimate precisely. For a description of the risks and uncertainties
that may cause actual results to differ from the forward-looking
statements contained in this press release, please see the Company’s
filings with the Securities and Exchange Commission, including, but not
limited to the Company’s Annual Report on Form 10-K for the fiscal year
ended December 31, 2014 and the Company’s Quarterly Report on Form 10-Q
for the quarter ended June 30, 2015. Copies of each filing may be
obtained from the Company or the SEC.
While the Company periodically reassesses material trends and
uncertainties affecting its results of operations and financial
condition, the Company does not intend to review or revise any
particular forward-looking statement referenced herein in light of
future events.
Disclosures in this press release regarding the Company’s quarter and
year-end financial results are preliminary and are subject to change in
connection with the Company’s preparation and filing of its Form 10-K
for the year ended December 31, 2015. The financial information in this
release reflects the Company’s preliminary results subject to completion
of the year-end review process. The final results for the year may
differ from the preliminary results discussed above due to factors that
include, but are not limited to, risks associated with final review of
the results and preparation of financial statements.
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CONSOLIDATED-TOMOKA LAND CO.
CONSOLIDATED BALANCE SHEETS
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December 31, 2015
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December 31, 2014
|
|
|
(Unaudited)
|
|
|
ASSETS
|
|
|
|
|
Property, Plant, and Equipment:
|
|
|
|
|
Income Properties, Land, Buildings, and Improvements
|
|
$
|
268,970,875
|
|
|
$
|
191,634,698
|
|
Golf Buildings, Improvements, and Equipment
|
|
|
3,432,681
|
|
|
|
3,323,177
|
|
Other Furnishings and Equipment
|
|
|
1,044,139
|
|
|
|
1,008,150
|
|
Construction in Progress
|
|
|
50,610
|
|
|
|
—
|
|
Total Property, Plant, and Equipment
|
|
|
273,498,305
|
|
|
|
195,966,025
|
|
Less, Accumulated Depreciation and Amortization
|
|
|
(16,242,277
|
)
|
|
|
(15,177,102
|
)
|
Property, Plant, and Equipment—Net
|
|
|
257,256,028
|
|
|
|
180,788,923
|
|
Land and Development Costs ($11,329,574 Related to Consolidated VIE
as of December 31, 2015)
|
|
|
53,406,020
|
|
|
|
38,071,264
|
|
Intangible Assets—Net
|
|
|
20,087,151
|
|
|
|
10,352,123
|
|
Impact Fee and Mitigation Credits
|
|
|
4,554,227
|
|
|
|
5,195,764
|
|
Commercial Loan Investments
|
|
|
38,331,956
|
|
|
|
30,208,074
|
|
Cash and Cash Equivalents
|
|
|
4,060,677
|
|
|
|
1,881,195
|
|
Restricted Cash
|
|
|
14,060,523
|
|
|
|
4,440,098
|
|
Investment Securities
|
|
|
5,703,767
|
|
|
|
821,436
|
|
Refundable Income Taxes
|
|
|
858,471
|
|
|
|
267,280
|
|
Other Assets
|
|
|
7,697,693
|
|
|
|
4,566,291
|
|
Total Assets
|
|
$
|
406,016,513
|
|
|
$
|
276,592,448
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
Liabilities:
|
|
|
|
|
Accounts Payable
|
|
$
|
1,934,417
|
|
|
$
|
859,225
|
|
Accrued and Other Liabilities
|
|
|
8,867,919
|
|
|
|
5,401,509
|
|
Deferred Revenue
|
|
|
14,724,610
|
|
|
|
2,718,543
|
|
Intangible Lease Liabilities - Net
|
|
|
31,979,559
|
|
|
|
669,693
|
|
Accrued Stock-Based Compensation
|
|
|
135,554
|
|
|
|
560,326
|
|
Deferred Income Taxes—Net
|
|
|
39,526,406
|
|
|
|
34,038,442
|
|
Long-Term Debt
|
|
|
168,459,722
|
|
|
|
103,940,011
|
|
Total Liabilities
|
|
|
265,628,187
|
|
|
|
148,187,749
|
|
Shareholders’ Equity:
|
|
|
|
|
Consolidated-Tomoka Land Co. Shareholders' Equity:
|
|
|
|
|
Common Stock – 25,000,000 shares authorized; $1 par value, 6,068,310
|
|
|
|
|
|
|
|
|
shares issued and 5,908,437 shares outstanding at December 31, 2015;
|
|
|
|
|
|
|
|
|
5,922,130 shares issued and 5,881,660 shares outstanding at
|
|
|
|
|
|
|
|
|
December 31, 2014
|
|
|
5,901,510
|
|
|
|
5,862,063
|
|
Treasury Stock – 159,873 shares at December 31, 2015; 40,470 shares
at
|
|
|
|
|
|
|
|
|
December 31, 2014
|
|
|
(7,866,410
|
)
|
|
|
(1,381,566
|
)
|
Additional Paid-In Capital
|
|
|
16,991,257
|
|
|
|
11,289,846
|
|
Retained Earnings
|
|
|
120,444,002
|
|
|
|
112,561,115
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
(688,971
|
)
|
|
|
73,241
|
|
Total Consolidated-Tomoka Land Co. Shareholders' Equity
|
|
|
134,781,388
|
|
|
|
128,404,699
|
|
Noncontrolling Interest in Consolidated VIE
|
|
|
5,606,938
|
|
|
|
—
|
|
Total Shareholders’ Equity
|
|
|
140,388,326
|
|
|
|
128,404,699
|
|
Total Liabilities and Shareholders’ Equity
|
|
$
|
406,016,513
|
|
|
$
|
276,592,448
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED-TOMOKA LAND CO.
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
December 31,
|
|
December 31,
|
|
December 31,
|
|
December 31,
|
|
|
2015
|
|
|
2014
|
|
|
2015
|
|
|
2014
|
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
Income Properties
|
|
$
|
5,614,294
|
|
|
$
|
4,148,526
|
|
|
$
|
19,041,111
|
|
|
$
|
14,969,647
|
|
Interest Income from Commercial Loan Investments
|
|
|
874,551
|
|
|
|
609,178
|
|
|
|
2,691,385
|
|
|
|
2,190,924
|
|
Real Estate Operations
|
|
|
11,966,554
|
|
|
|
2,308,143
|
|
|
|
15,942,894
|
|
|
|
13,492,734
|
|
Golf Operations
|
|
|
1,308,409
|
|
|
|
1,281,073
|
|
|
|
5,243,485
|
|
|
|
5,125,501
|
|
Agriculture and Other Income
|
|
|
19,624
|
|
|
|
19,779
|
|
|
|
78,805
|
|
|
|
277,831
|
|
Total Revenues
|
|
|
19,783,432
|
|
|
|
8,366,699
|
|
|
|
42,997,680
|
|
|
|
36,056,637
|
|
Direct Cost of Revenues
|
|
|
|
|
|
|
|
|
Income Properties
|
|
|
(1,334,442
|
)
|
|
|
(673,154
|
)
|
|
|
(3,655,935
|
)
|
|
|
(1,954,534
|
)
|
Real Estate Operations
|
|
|
(3,071,335
|
)
|
|
|
(844,630
|
)
|
|
|
(4,292,524
|
)
|
|
|
(4,862,289
|
)
|
Golf Operations
|
|
|
(1,391,772
|
)
|
|
|
(1,375,734
|
)
|
|
|
(5,593,085
|
)
|
|
|
(5,530,743
|
)
|
Agriculture and Other Income
|
|
|
(76,724
|
)
|
|
|
(44,614
|
)
|
|
|
(226,554
|
)
|
|
|
(189,304
|
)
|
Total Direct Cost of Revenues
|
|
|
(5,874,273
|
)
|
|
|
(2,938,132
|
)
|
|
|
(13,768,098
|
)
|
|
|
(12,536,870
|
)
|
General and Administrative Expenses
|
|
|
(2,630,176
|
)
|
|
|
(2,454,591
|
)
|
|
|
(8,753,779
|
)
|
|
|
(7,017,236
|
)
|
Impairment Charges
|
|
|
—
|
|
|
|
—
|
|
|
|
(510,041
|
)
|
|
|
(421,040
|
)
|
Depreciation and Amortization
|
|
|
(1,568,277
|
)
|
|
|
(985,478
|
)
|
|
|
(5,212,897
|
)
|
|
|
(3,490,485
|
)
|
Gain on Disposition of Assets
|
|
|
1,735,115
|
|
|
|
1,500
|
|
|
|
5,516,444
|
|
|
|
1,500
|
|
Total Operating Expenses
|
|
|
(8,337,611
|
)
|
|
|
(6,376,701
|
)
|
|
|
(22,728,371
|
)
|
|
|
(23,464,131
|
)
|
Operating Income
|
|
|
11,445,821
|
|
|
|
1,989,998
|
|
|
|
20,269,309
|
|
|
|
12,592,506
|
|
Investment Income (Loss)
|
|
|
(186,864
|
)
|
|
|
19,172
|
|
|
|
208,879
|
|
|
|
61,736
|
|
Interest Expense
|
|
|
(2,072,686
|
)
|
|
|
(884,978
|
)
|
|
|
(6,919,767
|
)
|
|
|
(2,439,561
|
)
|
Income from Continuing Operations Before
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax Expense
|
|
|
9,186,271
|
|
|
|
1,124,192
|
|
|
|
13,558,421
|
|
|
|
10,214,681
|
|
Income Tax Expense
|
|
|
(3,547,208
|
)
|
|
|
(442,380
|
)
|
|
|
(5,269,104
|
)
|
|
|
(3,830,863
|
)
|
Income from Continuing Operations
|
|
|
5,639,063
|
|
|
|
681,812
|
|
|
|
8,289,317
|
|
|
|
6,383,818
|
|
Income from Discontinued Operations (Net of Tax)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Net Income
|
|
|
|
|
|
|
8,289,317
|
|
|
|
6,383,818
|
|
Less: Net Loss Attributable to Noncontrolling
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest in Consolidated VIE
|
|
|
50,259
|
|
|
|
—
|
|
|
|
57,849
|
|
|
|
—
|
|
Net Income Attributable to Consolidated-Tomoka
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land Co.
|
|
$
|
5,689,322
|
|
|
$
|
681,812
|
|
|
$
|
8,347,166
|
|
|
$
|
6,383,818
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
|
|
|
Net Income from Continuing Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to Consolidated-Tomoka Land Co.
|
|
$
|
0.99
|
|
|
$
|
0.12
|
|
|
$
|
1.44
|
|
|
$
|
1.11
|
|
Net Income from Discontinued Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to Consolidated-Tomoka Land Co.
|
|
|
|
|
|
|
|
|
|
|
|
|
(Net of Tax)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net Income Attributable to Consolidated-Tomoka Land Co.
|
|
$
|
0.99
|
|
|
$
|
0.12
|
|
|
$
|
1.44
|
|
|
$
|
1.11
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
|
|
|
|
|
|
Net Income from Continuing Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to Consolidated-Tomoka Land Co.
|
|
$
|
0.98
|
|
|
$
|
0.12
|
|
|
$
|
1.43
|
|
|
$
|
1.10
|
|
Net Income from Discontinued Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to Consolidated-Tomoka Land Co.
|
|
|
|
|
|
|
|
|
|
|
|
|
(Net of Tax)
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
Net Income Attributable to Consolidated-Tomoka Land Co.
|
|
$
|
0.98
|
|
|
$
|
0.12
|
|
|
$
|
1.43
|
|
|
$
|
1.10
|
|
|
|
|
|
|
|
|
|
|
Dividends Declared and Paid
|
|
$
|
0.04
|
|
|
$
|
0.04
|
|
|
$
|
0.08
|
|
|
$
|
0.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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