cto_Current_Folio_10Q

Table of Contents

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 10-Q

 


 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2017

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                      to                     

 

Commission file number 01-11350

 


 

CONSOLIDATED-TOMOKA LAND CO.

(Exact name of registrant as specified in its charter)

 


 

 

 

 

Florida

    

59-0483700

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

 

 

 

1140 N. Williamson Blvd., Suite 140

 

 

Daytona Beach, Florida

 

32114

(Address of principal executive offices)

 

(Zip Code)

 

(386) 274-2202

(Registrant’s telephone number, including area code)

 

1530 Cornerstone Blvd., Suite 100 Daytona Beach, Florida 32117

(Former name, former address and former fiscal year, if changed since last report)


 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

 

 

 

 

Large accelerated filer

Accelerated filer

 

 

Non-accelerated filer

  (Do not check if a smaller reporting company)

Smaller reporting company

 

 

Emerging growth company

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

Class of Common Stock Outstanding

October 20, 2017

$1.00 par value 5,581,733

 

 


 

Table of Contents

INDEX

 

 

 

 

 

 

Page

 

    

No.

PART I—FINANCIAL INFORMATION 

 

 

 

 

 

Item 1.      Financial Statements 

 

 

 

 

 

Consolidated Balance Sheets – September 30, 2017 (Unaudited) and December 31, 2016 

 

3

 

 

 

Consolidated Statements of Operations – Three and Nine Months ended September 30, 2017 and 2016 (Unaudited) 

 

4

 

 

 

Consolidated Statements of Comprehensive Income – Three and Nine Months ended September 30, 2017 and 2016 (Unaudited) 

 

5

 

 

 

Consolidated Statements of Shareholders’ Equity – Nine Months ended September 30, 2017 (Unaudited) 

 

6

 

 

 

Consolidated Statements of Cash Flows – Nine Months ended September 30, 2017 and 2016 (Unaudited) 

 

7

 

 

 

Notes to Consolidated Financial Statements (Unaudited) 

 

9

 

 

 

Item 2.      Management’s Discussion and Analysis of Financial Condition and Results of Operations 

 

39

 

 

 

Item 3.      Quantitative and Qualitative Disclosures About Market Risks 

 

57

 

 

 

Item 4.      Controls and Procedures 

 

57

 

 

 

PART II—OTHER INFORMATION 

 

57

 

 

 

Item 1.      Legal Proceedings 

 

57

 

 

 

Item 1A.   Risk Factors 

 

58

 

 

 

Item 2.      Unregistered Sales of Equity Securities and Use of Proceeds 

 

59

 

 

 

Item 3.      Defaults Upon Senior Securities 

 

59

 

 

 

Item 4.      Mine Safety Disclosures 

 

59

 

 

 

Item 5.      Other Information 

 

59

 

 

 

Item 6.      Exhibits 

 

60

 

 

 

SIGNATURES 

 

61

 

 

2


 

Table of Contents

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

 

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

 

 

(Unaudited)

 

 

 

 

 

    

September 30,
2017

    

December 31,
2016

 

ASSETS

 

 

 

 

 

 

 

Property, Plant, and Equipment:

 

 

 

 

 

 

 

Income Properties, Land, Buildings, and Improvements

 

$

317,215,503

 

$

274,334,139

 

Golf Buildings, Improvements, and Equipment

 

 

6,355,561

 

 

3,528,194

 

Other Furnishings and Equipment

 

 

652,479

 

 

1,032,911

 

Construction in Progress

 

 

6,246,950

 

 

5,267,676

 

Total Property, Plant, and Equipment

 

 

330,470,493

 

 

284,162,920

 

Less, Accumulated Depreciation and Amortization

 

 

(21,552,883)

 

 

(16,552,077)

 

Property, Plant, and Equipment—Net

 

 

308,917,610

 

 

267,610,843

 

Land and Development Costs

 

 

40,750,335

 

 

51,955,278

 

Intangible Lease Assets—Net

 

 

35,810,734

 

 

34,725,822

 

Impact Fee and Mitigation Credits

 

 

1,265,437

 

 

2,322,906

 

Commercial Loan Investments

 

 

11,910,611

 

 

23,960,467

 

Commercial Loan Investments - Held for Sale

 

 

15,000,000

 

 

 —

 

Cash and Cash Equivalents

 

 

5,944,544

 

 

7,779,562

 

Restricted Cash

 

 

7,027,196

 

 

9,855,469

 

Refundable Income Taxes

 

 

1,510,712

 

 

943,991

 

Other Assets

 

 

8,573,622

 

 

9,469,088

 

Total Assets

 

$

436,710,801

 

$

408,623,426

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Accounts Payable

 

$

1,307,813

 

$

1,518,105

 

Accrued and Other Liabilities

 

 

7,382,898

 

 

8,667,897

 

Deferred Revenue

 

 

1,313,025

 

 

1,991,666

 

Intangible Lease Liabilities - Net

 

 

30,026,994

 

 

30,518,051

 

Accrued Stock-Based Compensation

 

 

69,877

 

 

42,092

 

Deferred Income Taxes—Net

 

 

63,458,746

 

 

51,364,572

 

Long-Term Debt

 

 

173,651,530

 

 

166,245,201

 

Total Liabilities

 

 

277,210,883

 

 

260,347,584

 

Commitments and Contingencies - See Note 18

 

 

 

 

 

 

 

Shareholders’ Equity:

 

 

 

 

 

 

 

Common Stock – 25,000,000 shares authorized; $1 par value, 6,026,610 shares issued and 5,581,235 shares outstanding at September 30, 2017; 6,021,564 shares issued and 5,710,238 shares outstanding at December 31, 2016

 

 

5,951,720

 

 

5,914,560

 

Treasury Stock – 445,375 shares at September 30, 2017; 311,326 shares at December 31, 2016

 

 

(22,434,800)

 

 

(15,298,306)

 

Additional Paid-In Capital

 

 

22,168,687

 

 

20,511,388

 

Retained Earnings

 

 

153,562,478

 

 

136,892,311

 

Accumulated Other Comprehensive Income

 

 

251,833

 

 

255,889

 

Total Shareholders’ Equity

 

 

159,499,918

 

 

148,275,842

 

Total Liabilities and Shareholders’ Equity

 

$

436,710,801

 

$

408,623,426

 

See Accompanying Notes to Consolidated Financial Statements

 

 

3


 

Table of Contents

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

September 30,

 

 

    

2017

    

2016

    

2017

    

2016

    

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Income Properties

 

$

7,928,258

 

$

6,021,331

 

$

22,566,505

 

$

18,483,654

 

Interest Income from Commercial Loan Investments

 

 

637,801

 

 

534,212

 

 

1,727,449

 

 

2,050,507

 

Real Estate Operations

 

 

2,926,406

 

 

4,643,646

 

 

45,658,221

 

 

18,979,164

 

Golf Operations

 

 

797,420

 

 

1,001,368

 

 

3,655,877

 

 

3,877,923

 

Agriculture and Other Income

 

 

90,717

 

 

10,388

 

 

323,617

 

 

48,070

 

Total Revenues

 

 

12,380,602

 

 

12,210,945

 

 

73,931,669

 

 

43,439,318

 

Direct Cost of Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Income Properties

 

 

(1,715,516)

 

 

(1,430,642)

 

 

(4,756,744)

 

 

(3,811,389)

 

Real Estate Operations

 

 

(459,169)

 

 

(1,257,183)

 

 

(15,408,547)

 

 

(4,638,865)

 

Golf Operations

 

 

(1,272,647)

 

 

(1,302,920)

 

 

(4,173,244)

 

 

(4,154,684)

 

Agriculture and Other Income

 

 

(18,874)

 

 

(52,894)

 

 

(89,847)

 

 

(153,599)

 

Total Direct Cost of Revenues

 

 

(3,466,206)

 

 

(4,043,639)

 

 

(24,428,382)

 

 

(12,758,537)

 

General and Administrative Expenses

 

 

(1,995,512)

 

 

(1,821,827)

 

 

(7,942,846)

 

 

(8,518,410)

 

Impairment Charges

 

 

 —

 

 

 —

 

 

 —

 

 

(2,180,730)

 

Depreciation and Amortization

 

 

(3,161,169)

 

 

(1,945,460)

 

 

(9,139,434)

 

 

(5,818,386)

 

Gain (Loss) on Disposition of Assets

 

 

(266)

 

 

11,479,490

 

 

(266)

 

 

12,842,438

 

Land Lease Termination

 

 

 —

 

 

 —

 

 

2,226,526

 

 

 —

 

Total Operating Expenses

 

 

(8,623,153)

 

 

3,668,564

 

 

(39,284,402)

 

 

(16,433,625)

 

Operating Income

 

 

3,757,449

 

 

15,879,509

 

 

34,647,267

 

 

27,005,693

 

Investment Income (Loss)

 

 

9,724

 

 

2,531

 

 

27,431

 

 

(561,162)

 

Interest Expense

 

 

(2,073,299)

 

 

(2,454,390)

 

 

(6,279,366)

 

 

(6,700,593)

 

Income Before Income Tax Expense

 

 

1,693,874

 

 

13,427,650

 

 

28,395,332

 

 

19,743,938

 

Income Tax Expense

 

 

(726,974)

 

 

(5,281,646)

 

 

(11,003,132)

 

 

(8,624,727)

 

Net Income

 

 

966,900

 

 

8,146,004

 

 

17,392,200

 

 

11,119,211

 

Less: Net Loss Attributable to Noncontrolling Interest in Consolidated VIE

 

 

 —

 

 

15,010

 

 

 —

 

 

36,964

 

Net Income Attributable to Consolidated-Tomoka Land Co.

 

$

966,900

 

$

8,161,014

 

$

17,392,200

 

$

11,156,175

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Per Share Information- See Note 10:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Consolidated-Tomoka Land Co.

 

$

0.18

 

$

1.44

 

$

3.13

 

$

1.96

 

Diluted

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Consolidated-Tomoka Land Co.

 

$

0.18

 

$

1.44

 

$

3.13

 

$

1.95

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends Declared and Paid

 

$

0.05

 

$

0.04

 

$

0.13

 

$

0.08

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Accompanying Notes to Consolidated Financial Statements

4


 

Table of Contents

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

    

September 30,

2017

    

September 30,

2016

    

September 30,

2017

    

September 30,

2016

    

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Consolidated-Tomoka Land Co.

 

$

966,900

 

$

8,161,014

 

$

17,392,200

 

$

11,156,175

 

Other Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized Loss on Investment Securities Sold (Net of Income Tax of $-0- and $222,025 for the nine months ended September 30, 2017 and 2016, respectively)

 

 

 —

 

 

 —

 

 

 —

 

 

353,542

 

Unrealized Gain on Investment Securities (Net of Income Tax of $-0- and $210,652 for the nine months ended September 30, 2017 and 2016, respectively)

 

 

 —

 

 

 —

 

 

 —

 

 

335,429

 

Cash Flow Hedging Derivative - Interest Rate Swap (Net of Income Tax of $3,720 and $69,100 for the three months ended September 30, 2017 and 2016, respectively, and Net of Income Tax of $(2,548) and $(141,450) for the nine months ended September 30, 2017 and 2016, respectively)

 

 

5,924

 

 

110,031

 

 

(4,056)

 

 

(225,240)

 

Total Other Comprehensive Income (Loss), Net of Income Tax

 

 

5,924

 

 

110,031

 

 

(4,056)

 

 

463,731

 

Total Comprehensive Income

 

$

972,824

 

$

8,271,045

 

$

17,388,144

 

$

11,619,906

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Accompanying Notes to Consolidated Financial Statements

5


 

Table of Contents

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

Additional

 

 

 

Other

 

Total

 

 

 

Common

 

Treasury

 

Paid-In

 

Retained

 

Comprehensive

 

Shareholders’

 

 

    

Stock

    

Stock

    

Capital

    

Earnings

    

Income (Loss)

    

Equity

 

Balance January 1, 2017

 

$

5,914,560

 

$

(15,298,306)

 

$

20,511,388

 

$

136,892,311

 

$

255,889

 

$

148,275,842

 

Net Income

 

 

 —

 

 

 —

 

 

 —

 

 

17,392,200

 

 

 —

 

 

17,392,200

 

Stock Repurchase

 

 

 —

 

 

(7,136,494)

 

 

 —

 

 

 —

 

 

 —

 

 

(7,136,494)

 

Exercise of Stock Options

 

 

22,527

 

 

 —

 

 

746,026

 

 

 —

 

 

 —

 

 

768,553

 

Vested Restricted Stock

 

 

13,298

 

 

 —

 

 

(274,919)

 

 

 —

 

 

 —

 

 

(261,621)

 

Stock Issuance

 

 

1,335

 

 

 —

 

 

71,887

 

 

 —

 

 

 —

 

 

73,222

 

Stock Compensation Expense from Restricted Stock Grants and Equity Classified Stock Options

 

 

 —

 

 

 —

 

 

1,114,305

 

 

 —

 

 

 —

 

 

1,114,305

 

Cash Dividends ($0.13 per share)

 

 

 —

 

 

 —

 

 

 —

 

 

(722,033)

 

 

 —

 

 

(722,033)

 

Other Comprehensive Loss,  Net of Income Tax

 

 

 —

 

 

 —

 

 

 —

 

 

 —

 

 

(4,056)

 

 

(4,056)

 

Balance September 30, 2017

 

$

5,951,720

 

$

(22,434,800)

 

$

22,168,687

 

$

153,562,478

 

$

251,833

 

$

159,499,918

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Accompanying Notes to Consolidated Financial Statements

6


 

Table of Contents

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

    

2017

    

2016

 

Cash Flow from Operating Activities:

 

 

 

 

 

 

 

Net Income

 

$

17,392,200

 

$

11,119,211

 

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:

 

 

 

 

 

 

 

Depreciation and Amortization

 

 

9,139,434

 

 

5,818,386

 

Amortization of Intangible Liabilities to Income Property Revenue

 

 

(1,632,881)

 

 

(1,722,165)

 

Loan Cost Amortization

 

 

350,292

 

 

715,448

 

Amortization of Discount on Convertible Debt

 

 

888,851

 

 

833,903

 

Gain on Disposition of Property, Plant, and Equipment and Intangible Assets

 

 

266

 

 

(12,842,438)

 

Impairment Charges

 

 

 —

 

 

2,180,730

 

Accretion of Commercial Loan Origination Fees

 

 

(10,144)

 

 

(164,893)

 

Amortization of Fees on Acquisition of Commercial Loan Investments

 

 

 —

 

 

36,382

 

Discount on Commercial Loan Investment Payoff

 

 

 —

 

 

217,500

 

Realized Loss (Gain) on Investment Securities

 

 

 —

 

 

575,567

 

Deferred Income Taxes

 

 

12,090,118

 

 

8,648,705

 

Non-Cash Compensation

 

 

1,142,090

 

 

2,893,589

 

Decrease (Increase) in Assets:

 

 

 

 

 

 

 

Refundable Income Taxes

 

 

(566,721)

 

 

(1,072,888)

 

Land and Development Costs

 

 

11,204,943

 

 

(6,083,694)

 

Impact Fees and Mitigation Credits

 

 

1,057,469

 

 

491,999

 

Other Assets

 

 

895,466

 

 

(3,243,619)

 

Increase (Decrease) in Liabilities:

 

 

 

 

 

 

 

Accounts Payable

 

 

(210,292)

 

 

(173,258)

 

Accrued and Other Liabilities

 

 

(1,984,999)

 

 

(750,186)

 

Deferred Revenue

 

 

(678,641)

 

 

(11,692,910)

 

Net Cash Provided By (Used In) Operating Activities

 

 

49,077,451

 

 

(4,214,631)

 

Cash Flow from Investing Activities:

 

 

 

 

 

 

 

Acquisition of Property, Plant, and Equipment and Intangible Lease Assets and Liabilities

 

 

(49,689,555)

 

 

(2,714,273)

 

Acquisition of Property, Plant, and Equipment and Intangible Lease Assets and Liabilities through Business Combinations

 

 

 —

 

 

(49,926,670)

 

Acquisition of Commercial Loan Investments

 

 

(2,940,000)

 

 

 —

 

Decrease (Increase) in Restricted Cash

 

 

2,828,273

 

 

7,416,791

 

Proceeds from Sale of Investment Securities

 

 

 —

 

 

6,252,362

 

Proceeds from Disposition of Property, Plant, and Equipment

 

 

 —

 

 

49,253,982

 

Principal Payments Received on Commercial Loan Investments

 

 

 —

 

 

14,282,500

 

Net Cash Provided By (Used In) Investing Activities

 

 

(49,801,282)

 

 

24,564,692

 

Cash Flow from Financing Activities:

 

 

 

 

 

 

 

Proceeds from Long-Term Debt

 

 

24,500,000

 

 

32,750,000

 

Payments on Long-Term Debt

 

 

(17,800,000)

 

 

(42,050,000)

 

Cash Paid for Loan Fees

 

 

(532,814)

 

 

(392,448)

 

Cash Proceeds from Exercise of Stock Options and Stock Issuance

 

 

841,775

 

 

57,127

 

Contributions from Noncontrolling Interest in Consolidated VIE

 

 

 —

 

 

102,844

 

Cash Used to Purchase Common Stock

 

 

(7,136,494)

 

 

(5,484,295)

 

Cash from Excess Tax Benefit (Expense) from Vesting of Restricted Stock

 

 

 —

 

 

302,352

 

Cash Paid for Vesting of Restricted Stock

 

 

(261,621)

 

 

(198,713)

 

Dividends Paid

 

 

(722,033)

 

 

(456,119)

 

Net Cash Used In Financing Activities

 

 

(1,111,187)

 

 

(15,369,252)

 

Net Increase (Decrease) in Cash

 

 

(1,835,018)

 

 

4,980,809

 

Cash, Beginning of Year

 

 

7,779,562

 

 

4,060,677

 

Cash, End of Period

 

$

5,944,544

 

$

9,041,486

 

 

See Accompanying Notes to Consolidated Financial Statements

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CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited)

Supplemental Disclosure of Cash Flows:

Income taxes refunded, net of payments made, totaled approximately $531,000 during the nine months ended September 30, 2017. Income taxes paid, net of income taxes refunded, totaled approximately $377,000 during the nine months ended September 30, 2016.

Interest totaling approximately $6.0 million was paid during the nine months ended September 30, 2017 and 2016.  Interest of approximately $124,000 was capitalized during the nine months ended September 30, 2017, while no interest was capitalized during the nine months ended September 30, 2016.

In connection with the Golf Course Land Purchase (hereinafter defined), each year the Company is obligated to pay the City an annual surcharge of $1 per golf round played (the “Per-Round Surcharge”) with an annual minimum Per-Round Surcharge of $70,000 and a maximum aggregate amount of the Per-Round Surcharge paid equal to $700,000. The maximum amount of $700,000 represents contingent consideration and was reflected as an increase in Golf Buildings, Improvements, and Equipment and also as an increase in Accrued and Other Liabilities on the accompany consolidated balance sheets as of September 30, 2017. 

On September 16, 2016, the Company closed on the Portfolio Sale (hereinafter defined). The sales price on the Portfolio Sale was approximately $51.6 million, of which approximately $23.1 million was not received in cash at closing but rather the buyer assumed the Company’s $23.1 million mortgage loan secured by the Portfolio Sale properties. The non-cash transaction was reflected as a decrease in Long-Term Debt of approximately $23.1 million on the accompanying consolidated balance sheets as of September 30, 2016.

See Accompanying Notes to Consolidated Financial Statements

 

 

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NOTE 1. DESCRIPTION OF BUSINESS AND PRINCIPLES OF INTERIM STATEMENTS

Description of Business

The terms “us,” “we,” “our,” and “the Company” as used in this report refer to Consolidated-Tomoka Land Co. together with our consolidated subsidiaries.

We are a diversified real estate operating company. We own and manage thirty-six commercial real estate properties in eleven states in the United States. As of September 30, 2017, we owned twenty-four single-tenant and twelve multi-tenant income-producing properties with over 1.9 million square feet of gross leasable space. We also own and manage a portfolio of undeveloped land totaling approximately 8,100 acres in the City of Daytona Beach, Florida (the “City”). As of September 30, 2017, we have four commercial loan investments including one fixed-rate and one variable–rate mezzanine commercial mortgage loan, a variable-rate B-Note representing a secondary tranche in a commercial mortgage loan, and a fixed-rate first mortgage loan.  We have golf operations which consist of the LPGA International Golf Club, which is managed by a third party. We also lease some of our land for nineteen billboards, have agricultural operations that are managed by a third party, which consist of leasing land for hay production, timber harvesting, and hunting leases, and own and manage Subsurface Interests (hereinafter defined). The results of our agricultural and subsurface leasing operations are included in Agriculture and Other Income and Real Estate Operations, respectively, in our consolidated statements of operations.

Interim Financial Information

The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited consolidated financial statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, which provides a more complete understanding of the Company’s accounting policies, financial position, operating results, business properties, and other matters. The unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary to present fairly the financial position of the Company and the results of operations for the interim periods.

The results of operations for the nine months ended September 30, 2017 are not necessarily indicative of results to be expected for the year ending December 31, 2017.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and other entities in which we have a controlling interest. Any real estate entities or properties included in the consolidated financial statements have been consolidated only for the periods that such entities or properties were owned or under control by us. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements. Noncontrolling interests in consolidated pass-through entities are recognized before income taxes.

Use of Estimates in Preparation of Financial Statements

The preparation of financial statements in conformity 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 date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, bank demand accounts, and money market accounts having original maturities of 90 days or less. The Company’s bank balances as of September 30, 2017 include certain amounts over the Federal Deposit Insurance Corporation limits. 

Restricted Cash

Restricted cash totaled approximately $7.0 million at September 30, 2017 of which approximately $5.5 million of cash is being held in escrow, to be reinvested through the like-kind exchange structure into one or more income properties. Approximately $415,000 is being held in a reserve account primarily for property taxes and insurance escrows in

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connection with our financing of two properties acquired in January 2013; approximately $836,000 is being held in three separate escrow accounts related to three separate land transactions of which one closed in each of December 2013, December 2015, and February 2017; approximately $127,000 is being held in a reserve for interest and property taxes for the $3.0 million first mortgage loan investment originated in July 2017; and approximately $147,000 is being held in a capital replacement reserve account in connection with our financing of six income properties with Wells Fargo.

Investment Securities

In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320, Investments – Debt and Equity Securities, the Company’s investments in debt and equity securities (“Investment Securities”) have been determined to be classified as available-for-sale. Available-for-sale securities are carried at fair value in the consolidated balance sheets, with the unrealized gains and losses, net of tax, reported in other comprehensive income.

Realized gains and losses, and declines in value judged to be other-than-temporary related to equity securities, are included in investment income in the consolidated statements of operations. With respect to debt securities, when the fair value of a debt security classified as available-for-sale is less than its cost, management assesses whether or not: (i) it has the intent to sell the security or (ii) it is more likely than not that the Company will be required to sell the security before its anticipated recovery. If either of these conditions are met, the Company must recognize an other-than-temporary impairment through earnings for the differences between the debt security’s cost basis and its fair value, and such amount is included in investment income in the consolidated statements of operations. There were no other-than-temporary impairments during the three or nine months ended September 30, 2017 or 2016. The Company completed the disposition of its remaining position in Investment Securities during the three months ended March 31, 2016 resulting in a loss of approximately $576,000. There were no Investment Securities remaining as of September 30, 2017 or 2016.

The cost of Investment Securities sold is based on the specific identification method. Interest and dividends on Investment Securities classified as available-for-sale are included in investment income in the consolidated statements of operations.

The fair value of the Company’s available-for-sale equity securities were measured quarterly, on a recurring basis, using Level 1 inputs, or quoted prices for identical, actively traded assets. The fair value of the Company’s available-for-sale debt securities were measured quarterly, on a recurring basis, using Level 2 inputs.

Derivative Financial Instruments and Hedging Activity

Interest Rate Swap. During the year ended December 31, 2016, in conjunction with the variable-rate mortgage loan secured by our property located in Raleigh, North Carolina leased to Wells Fargo Bank, NA (“Wells Fargo”), the Company entered into an interest rate swap to fix the interest rate (the “Interest Rate Swap”). The Company accounts for its cash flow hedging derivative in accordance with FASB ASC Topic 815-20, Derivatives and Hedging. Depending upon the hedge’s value at each balance sheet date, the derivative is included in either Other Assets or Accrued and Other Liabilities on the consolidated balance sheet at its fair value. On the date the Interest Rate Swap was entered into, the Company designated the derivative as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liability.

The Company formally documented the relationship between the hedging instrument and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transaction. At the hedge’s inception, the Company formally assessed whether the derivative that is used in hedging the transaction is highly effective in offsetting changes in cash flows of the hedged item, and we will continue to do so on an ongoing basis. As the terms of the Interest Rate Swap and the associated debt are identical, the Interest Rate Swap qualifies for the shortcut method, therefore, it is assumed that there is no hedge ineffectiveness throughout the entire term of the Interest Rate Swap.

Changes in fair value of the Interest Rate Swap that are highly effective and designated and qualified as a cash-flow hedge are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged item.

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Fair Value of Financial Instruments

The carrying amounts of the Company’s financial assets and liabilities including cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued and other liabilities at September 30, 2017 and December 31, 2016, approximate fair value because of the short maturity of these instruments. The carrying amount of the Company’s investments in variable rate commercial loans approximates fair value at September 30, 2017 and December 31, 2016, since the floating rates of the loans reasonably approximate current market rates for notes with similar risks and maturities. The carrying value of the Company’s credit facility approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loan investment, mortgage notes, and convertible debt is measured at fair value based on current market rates for financial instruments with similar risks and maturities. See Note 6, “Fair Value of Financial Instruments.”

Fair Value Measurements

The Company’s estimates of fair value of financial and non-financial assets and liabilities is based on the framework established by GAAP. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. GAAP describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels:

·

Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities.

·

Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

·

Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques.

Classification of Commercial Loan Investments

Loans held for investment are stated at the principal amount outstanding and include the unamortized deferred loan fees offset by any applicable unaccreted purchase discounts and origination fees, if applicable. Loans held for sale are classified separately and stated at the lower of cost or fair value once a decision has been made to sell loans not previously for sale. See Note 3, “Commercial Loan Investments” for two loans classified as held for sale as of September 30, 2017. 

Commercial Loan Investment Impairment

For each of the Company’s commercial loans held for investment, the Company evaluates the performance of the collateral property and the financial and operating capabilities of the borrower/guarantor, in part to assess whether any deterioration in the credit has occurred, and for possible impairment of the loan. Impairment would reflect the Company’s determination that it is probable that all amounts due according to the contractual terms of the loan would not be collected. Impairment is measured based on the present value of the expected future cash flows from the loan discounted at the effective rate of the loan or the fair value of the collateral. Upon measurement of impairment, the Company would record an allowance to reduce the carrying value of the loan with a corresponding recognition of loss in the results of operations. Significant exercise of judgment is required in determining impairment, including assumptions regarding the estimate of expected future cash flows, collectability of the loan, the value of the underlying collateral and other provisions including guarantees. The Company has determined that, as of September 30, 2017 and December 31, 2016, no allowance for impairment was required.

Recognition of Interest Income from Commercial Loan Investments

Interest income on commercial loan investments includes interest payments made by the borrower and the accretion of purchase discounts and loan origination fees, offset by the amortization of loan costs. Interest payments are accrued

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based on the actual coupon rate and the outstanding principal balance, and purchase discounts and loan origination fees are accreted into income using the effective yield method, adjusted for prepayments.

Impact Fees and Mitigation Credits

Impact fees and mitigation credits are stated at historical cost. As these assets are sold, the related revenues and cost basis are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations.

Accounts Receivable

Accounts receivable related to income properties, which are classified in other assets on the consolidated balance sheets, primarily consist of tenant reimbursable expenses. Receivables related to tenant reimbursable expenses totaled approximately $303,000 and $125,000 as of September 30, 2017 and December 31, 2016, respectively.

Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled approximately $2.4 million and $3.8 million as of as of September 30, 2017 and December 31, 2016, respectively. As more fully described in Note 9, “Other Assets,” these accounts receivable are primarily related to the reimbursement of certain infrastructure costs completed by the Company in conjunction with two land sale transactions that closed during the fourth quarter of 2015.

Trade accounts receivable primarily consist of receivables related to the golf operations, which are classified in other assets on the consolidated balance sheets. Trade accounts receivable related to golf operations, which primarily consist of amounts due from members or from private events, totaled approximately $219,000 and $326,000 as of September 30, 2017 and December 31, 2016, respectively.  

The collectability of the aforementioned receivables is determined based on the aging of the receivable and a review of the specifically identified accounts using judgments. As of September 30, 2017 and December 31, 2016, no allowance for doubtful accounts was required.

Purchase Accounting for Acquisitions of Real Estate Subject to a Lease

In accordance with the FASB guidance on business combinations, the fair value of the real estate acquired with in-place leases is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, the value of in-place leases, and the value of leasing costs, based in each case on their relative fair values.

The fair value of the tangible assets of an acquired leased property is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land, building and tenant improvements based on the determination of the fair values of these assets.

In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases, and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining term of the lease, including the probability of renewal periods. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the Company believes that it is likely that the tenant will renew the option whereby the Company amortizes the value attributable to the renewal over the renewal period.

The aggregate value of other acquired intangible assets, consisting of in-place leases, is measured by the excess of (i) the purchase price paid for a property after adjusting existing in-place leases to market rental rates over (ii) the estimated fair value of the property as-if-vacant, determined as set forth above. The value of in-place leases exclusive of the value of above-market and below-market in-place leases is amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off. The value of tenant relationships is reviewed on individual transactions to determine if future value was derived from the acquisition.

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Prior to October 1, 2016, the Company determined that income property purchases subject to a lease, whether that lease is in-place or originated at the time of acquisition, qualify as a business combination, and acquisition costs were expensed in the period the transaction closes. In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations which clarified the definition of a business. Pursuant to ASU 2017-01, the acquisition of an income property subject to a lease no longer qualifies as a business combination, but rather an asset acquisition. The Company early adopted ASU 2017-01 effective October 1, 2016 on a prospective basis. Accordingly, for income property acquisitions during the fourth quarter of 2016 and during 2017, acquisition costs have been capitalized. 

Sales of Real Estate

Gains and losses on sales of real estate are accounted for as required by FASB ASC Topic 976-605-25, Accounting for Real Estate. The Company recognizes revenue from the sale of real estate at the time the sale is consummated, unless the property is sold on a deferred payment plan and the initial payment does not meet established criteria, or the Company retains some form of continuing involvement in the property. As market information becomes available, real estate cost basis is analyzed and recorded at the lower of cost or market.

Income Taxes

The Company uses the asset and liability method to account for income taxes. Deferred income taxes result primarily from the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, see Note 17, “Income Taxes.” In June 2006, the FASB issued additional guidance, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements included in income taxes. The interpretation prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The interpretation also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. In accordance with FASB guidance included in income taxes, the Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported. Additionally, the Company believes that its accruals for tax liabilities are adequate. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to the FASB guidance.

NOTE 2. INCOME PROPERTIES

During the nine months ended September 30, 2017, the Company acquired three single-tenant income properties and two multi-tenant income properties, for an aggregate purchase price of approximately $40.0 million, or an aggregate acquisition cost of approximately $40.7 million including capitalized acquisition costs. Of the total acquisition cost, approximately $18.0 million was allocated to land, approximately $19.3 million was allocated to buildings and improvements, approximately $4.9 million was allocated to intangible assets pertaining to the in-place lease value, leasing fees and above market lease value, and approximately $1.5 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was approximately 9.8 years at acquisition. The properties acquired during the nine months ended September 30, 2017 are described below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property

 

 

 

 

 

 

 

 

Remaining Lease

Tenant Description

    

Tenant Type

    

Property
Location

    

Date of
Acquisition

    

Square-Feet

    

Property
Acres

    

Purchase Price

    

Percentage
Leased

    

Term

(in years)

Staples, Inc. (an affiliate of)

 

Single-Tenant

 

Sarasota, Florida

 

01/27/17

 

18,120

 

1.2

 

$

4,075,000

 

 

100%

 

 

5.0

Grocery-Anchored Shopping Center (Westcliff)

 

Multi-Tenant

 

Fort Worth, Texas

 

03/01/17

 

136,185

 

10.3

 

 

15,000,000

 

 

96%

 

 

4.1

JoAnn Stores, Inc.

 

Single-Tenant

 

Boston, Massachusetts

 

04/06/17

 

22,500

 

2.6

 

 

6,315,000

 

 

100%

 

 

11.8

LA Fitness
Multi-Tenant Retail Building

 

Single-Tenant
Multi-Tenant

 

Tampa, Florida

 

04/28/17

 

 45,000
6,715

 

5.3

 

 

14,650,000

 

 

100%

 

 

13.9

 

 

 

 

 

 

 

 

228,520 

 

 

 

$

40,040,000 

 

 

 

 

 

 

 

No income properties were disposed of during the nine months ended September 30, 2017.

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On April 7, 2017, rent commenced on the 15-year lease with 24 Hour Fitness, the anchor tenant at The Grove of Winter Park located in Winter Park, Florida. The lease is for approximately 40,000 square feet, or 36% of the 112,000 square foot multi-tenant retail center. As of October 27, 2017, the multi-tenant retail center was approximately 60% leased with nine different tenants including 24 Hour Fitness.

During the nine months ended September 30, 2016, the Company acquired seven single-tenant income properties and one multi-tenant income property, for an aggregate purchase price of approximately $49.8 million.

Nineteen income properties were disposed of during the nine months ended September 30, 2016 for an aggregate sales price of approximately $74.3 million. An impairment of approximately $210,000 was charged to earnings during the nine months ended September 30,  2016 related to one of the sales completed during the second quarter of 2016 sales as more fully described in Note 8, “Impairment of Long-Lived Assets.” Additionally, an impairment of approximately $942,000 was charged to earnings during the nine months ended September 30, 2016 on the single-tenant income property in Altamonte Springs, Florida leased to PNC Bank for which the sale closed in September 2016 as more fully described in Note 8, “Impairment of Long-Lived Assets.” Included in the nineteen income properties disposed of during the nine months ended September 30, 2016 were the Company’s portfolio of fourteen single-tenant income properties (the “Portfolio Sale”) for a sales price of approximately $51.6 million, which included the buyer’s assumption of the Company’s existing $23.1 million mortgage loan secured by the Portfolio Sale properties.

 

NOTE 3. COMMERCIAL LOAN INVESTMENTS

Our investments in commercial loans or similar structured finance investments, such as mezzanine loans or other subordinated debt, have been and are expected to continue to be secured by commercial or residential real estate or the borrower’s pledge of its ownership interest in the entity that owns the real estate. The first mortgage loans we invest in or originate are for commercial real estate located in the United States and its territories, and are current or performing with either a fixed or floating rate. Some of these loans may be syndicated in either a pari-passu or senior/subordinated structure. Commercial first mortgage loans generally provide for a higher recovery rate due to their senior position in the underlying collateral. Commercial mezzanine loans are typically secured by a pledge of the borrower’s equity ownership in the underlying commercial real estate. Unlike a mortgage, a mezzanine loan is not secured by a lien on the property. An investor’s rights in a mezzanine loan are usually governed by an intercreditor agreement that provides holders with the rights to cure defaults and exercise control on certain decisions of any senior debt secured by the same commercial property.

On July 31, 2017, the Company originated a $3.0 million first mortgage loan secured by a parcel of beachfront land in the City of Daytona Beach Shores, Florida which the borrower intends to develop as a residential condominium (the “Beach Loan”). The Beach Loan matures on August 1, 2018, includes a one-year extension option, bears a fixed interest rate of 11.00%, and requires payments of interest only prior to maturity. At closing, a loan origination fee of $60,000 was received by the Company. Should the borrower seek to obtain financing for the development of the project the Beach Loan would likely be paid off in connection with that financing.

As of September 30, 2017, the Company owned four performing commercial loan investments which have an aggregate outstanding principal balance of approximately $27.0 million. These loans are secured by real estate, or the borrower’s equity interest in real estate, located in Daytona Beach Shores, Florida, Sarasota, Florida, Dallas, Texas, and Atlanta, Georgia, and have an average remaining maturity of approximately 0.9 years and a weighted average interest rate of 9.6%. 

The Company sold its two commercial loan investments secured by hotel properties in Atlanta, Georgia and Dallas, Texas which have an aggregate principal value of $15.0 million at a slight premium to par. See Note 21, “Subsequent Events.” These two loans have been classified as held for sale on the accompanying consolidated balance sheets as of September 30, 2017 as summarized below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date of

 

Maturity

 

Original Face

 

Current Face

 

Lower of Cost

 

 

Description

    

Investment

    

Date

    

Amount

    

Amount

    

or Market

    

Coupon Rate

Mezz – Hotel – Atlanta, GA

 

January 2014

 

February 2019

 

$

 5,000,000

 

$

 5,000,000

 

$

 5,000,000

 

12.00%

Mezz – Hotel, Dallas, TX

 

September 2014

 

September 2018

 

 

 10,000,000

 

 

 10,000,000

 

 

 10,000,000

 

30 day LIBOR
plus 7.50%

Total

 

 

 

 

 

$

 15,000,000

 

$

 15,000,000

 

$

 15,000,000

 

 

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The portion of the Company’s commercial loan investment portfolio held for investment was comprised of the following at September 30, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date of

 

Maturity

 

Original Face

 

Current Face

 

Carrying

 

 

 

Description

    

Investment

    

Date

    

Amount

    

Amount

    

Value

    

Coupon Rate

 

B-Note – Retail Shopping Center, Sarasota, FL

 

May 2014

 

June 2018

 

$

 8,960,467

 

$

 8,960,467

 

$

 8,960,467

 

30 ‑day LIBOR
plus 7.50%

 

First Mortgage - Land Parcel, Daytona Beach, FL

 

July 2017

 

August 2018

 

 

 3,000,000

 

 

 3,000,000

 

 

 2,950,144

 

11.00%

 

Total

 

 

 

 

 

$

 11,960,467

 

$

 11,960,467

 

$

 11,910,611

 

 

 

The carrying value of the commercial loan investment portfolio at September 30, 2017 consisted of the following:

 

 

 

 

 

 

    

Total

 

Current Face Amount

 

$

 11,960,467

 

Unamortized Fees

 

 

 —

 

Unaccreted Origination Fees

 

 

 (49,856)

 

Total Commercial Loan Investments

 

$

 11,910,611

 

The Company’s commercial loan investment portfolio was comprised of the following at December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date of

 

Maturity

 

Original Face

 

Current Face

 

Carrying

 

 

 

Description

    

Investment

    

Date

    

Amount

    

Amount

    

Value

    

Coupon Rate

 

Mezz – Hotel – Atlanta, GA

 

January 2014

 

February 2019

 

$

 5,000,000

 

$

 5,000,000

 

$

 5,000,000

 

12.00%

 

B-Note – Retail Shopping Center, Sarasota, FL

 

May 2014

 

June 2017

 

 

 8,960,467

 

 

 8,960,467

 

 

 8,960,467

 

30 day LIBOR
plus 7.50%

 

Mezz – Hotel, Dallas, TX

 

September 2014

 

September 2017

 

 

 10,000,000

 

 

 10,000,000

 

 

 10,000,000

 

30 day LIBOR
plus 7.25%

 

Total

 

 

 

 

 

$

 23,960,467

 

$

 23,960,467

 

$

 23,960,467

 

 

 

The carrying value of the commercial loan investment portfolio as of December 31, 2016 was equal to the face amount. No commercial loan investments were classified as held for sale as of December 31, 2016.

NOTE 4. LAND AND SUBSURFACE INTERESTS

As of September 30, 2017, the Company owned approximately 8,100 acres of undeveloped land in Daytona Beach, Florida, along six miles of the west and east sides of Interstate 95. Currently, the majority of this land is used for agricultural purposes. Approximately 1,100 acres of our land holdings are located on the east side of Interstate 95 and are generally well suited for commercial development. Approximately 7,000 acres of our land holdings are located on the west side of Interstate 95 and the majority of this land is generally well suited for residential development. Included in the western land is approximately 1,100 acres, primarily an 850-acre parcel and three smaller parcels, which are located further west of Interstate 95 and a few miles north of Interstate 4 that is generally well suited for industrial purposes.

Real estate operations revenue consisted of the following for the three and nine months ended September 30, 2017 and 2016, respectively:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30, 2017

 

Three Months Ended
September 30, 2016

 

Nine Months Ended
September 30, 2017

 

Nine Months Ended
September 30, 2016

Revenue Description

    

($000's)

    

($000's)

    

($000's)

    

($000's)

Land Sales Revenue

 

$

 —

 

$

 318

 

$

 39,564

 

$

 508

Tomoka Town Center - Percentage of Completion Revenue

 

 

 —

 

 

 3,654

 

 

 —

 

 

 16,456

Revenue from Reimbursement of Infrastructure Costs

 

 

 —

 

 

 —

 

 

 1,276

 

 

 —

Impact Fee and Mitigation Credit Sales

 

 

 548

 

 

 209

 

 

 1,987

 

 

 481

Subsurface Revenue

 

 

 2,374

 

 

 463

 

 

 2,827

 

 

 1,535

Fill Dirt and Other Revenue

 

 

 4

 

 

 —