Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 17, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Entity Central Index Key | 0000023795 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 001-11350 | ||
Entity Registrant Name | CTO REALTY GROWTH, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 59-0483700 | ||
Entity Address, Address Line One | 369 N. New York Avenue | ||
Entity Address, Address Line Two | Suite 201 | ||
Entity Address, City or Town | Winter Park | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 32789 | ||
City Area Code | 407 | ||
Local Phone Number | 904-3324 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
ICFR Auditor Attestation Flag | true | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 365,672,783 | ||
Entity Common Stock, Shares Outstanding | 23,012,008 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Firm ID | 248 | ||
Auditor Location | Orlando, F | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Common Stock [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | CTO | ||
Security Exchange Name | NYSE | ||
Entity Listing, Par Value Per Share | $ 0.01 | ||
Cumulative Preferred Stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 6.375% Series A Cumulative Redeemable | ||
Trading Symbol | CTO PrA | ||
Security Exchange Name | NYSE | ||
Entity Listing, Par Value Per Share | $ 0.01 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Real Estate: | ||
Land, at Cost | $ 233,930 | $ 189,589 |
Building and Improvements, at Cost | 530,029 | 325,418 |
Other Furnishings and Equipment, at Cost | 748 | 707 |
Construction in Process, at Cost | 6,052 | 3,150 |
Total Real Estate, at Cost | 770,759 | 518,864 |
Less, Accumulated Depreciation | (36,038) | (24,169) |
Real Estate-Net | 734,721 | 494,695 |
Land and Development Costs | 685 | 692 |
Intangible Lease Assets-Net | 115,984 | 79,492 |
Assets Held for Sale-See Note 24 | 0 | 6,720 |
Investment in Alpine Income Property Trust, Inc. | 42,041 | 41,037 |
Mitigation Credits | 1,856 | 3,702 |
Mitigation Credit Rights | 725 | 21,018 |
Commercial Loans and Investments | 31,908 | 39,095 |
Cash and Cash Equivalents | 19,333 | 8,615 |
Restricted Cash | 1,861 | 22,734 |
Refundable Income Taxes | 448 | 442 |
Deferred Income Taxes-Net | 2,530 | |
Other Assets - See Note 12 | 34,453 | 14,897 |
Total Assets | 986,545 | 733,139 |
Liabilities: | ||
Accounts Payable | 2,544 | 676 |
Accrued and Other Liabilities-See Note 18 | 18,028 | 13,121 |
Deferred Revenue-See Note 19 | 5,735 | 4,505 |
Intangible Lease Liabilities-Net | 9,885 | 5,601 |
Deferred Income Taxes-Net | 483 | |
Long-Term Debt | 445,583 | 278,273 |
Total Liabilities | 481,775 | 302,659 |
Commitments and Contingencies-See Note 22 | ||
Stockholders' Equity: | ||
Preferred Stock - 100,000,000 shares authorized; $0.01 par value, 6.375% Series A Cumulative Redeemable Preferred Stock, $25.00 Per Share Liquidation Preference, 3,000,000 shares issued and outstanding at September 30, 2022 and December 31, 2021 | 30 | 30 |
Common Stock - 500,000,000 shares authorized; $0.01 par value, 22,854,775 shares issued and outstanding at December 31, 2022 and 17,748,678 shares issued and outstanding at December 31, 2021 | 229 | 60 |
Additional Paid-In Capital | 172,471 | 85,414 |
Retained Earnings | 316,279 | 343,459 |
Accumulated Other Comprehensive Income | 15,761 | 1,517 |
Total Stockholders' Equity | 504,770 | 430,480 |
Total Liabilities and Stockholders' Equity | $ 986,545 | $ 733,139 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Preferred Stock | ||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Issued | 3,000,000 | 3,000,000 |
Preferred Stock, Shares Outstanding | 3,000,000 | 3,000,000 |
Common Stock | ||
Common Stock, shares authorized | 500,000,000 | 500,000,000 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares issued | 22,854,775 | 17,748,678 |
Common Stock, shares outstanding | 22,854,775 | 17,748,678 |
Cumulative Preferred Stock | ||
Preferred Stock | ||
Dividend rate (as a percent) | 6.375% | 6.375% |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues | |||
Total Revenues | $ 82,320 | $ 70,272 | $ 56,381 |
Direct Cost of Revenues | |||
Total Direct Cost of Revenues | (22,857) | (22,430) | (15,211) |
General and Administrative Expenses | (12,899) | (11,202) | (11,567) |
Impairment Charges | (17,599) | (9,147) | |
Depreciation and Amortization | (28,855) | (20,581) | (19,063) |
Total Operating Expenses | (64,611) | (71,812) | (54,988) |
Gain (Loss) on Disposition of Assets | (7,042) | 28,316 | 9,746 |
Gain (Loss) on Extinguishment of Debt | (3,431) | 1,141 | |
Other Gain (Loss) | (7,042) | 24,885 | 9,746 |
Total Operating Income | 10,667 | 23,345 | 12,280 |
Investment and Other Income (Loss) | 776 | 12,445 | (6,432) |
Interest Expense | (11,115) | (8,929) | (10,838) |
Income (Loss) Before Income Tax Benefit | 328 | 26,861 | (4,990) |
Income Tax Benefit | 2,830 | 3,079 | 83,499 |
Net Income Attributable to the Company | 3,158 | 29,940 | 78,509 |
Distributions to Preferred Stockholders | (4,781) | (2,325) | |
Net Income (Loss) Attributable to Common Stockholders | $ (1,623) | $ 27,615 | $ 78,509 |
Per Share Information-See Note 14: | |||
Basic Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.09) | $ 1.56 | $ 5.56 |
Diluted Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.09) | $ 1.56 | $ 5.56 |
Weighted Average Number of Common Shares - Basic (in shares) | 18,508,201 | 17,676,809 | 14,114,631 |
Weighted Average Number of Common Shares - Diluted (in shares) | 18,508,201 | 17,676,809 | 14,114,631 |
Income Properties | |||
Revenues | |||
Total Revenues | $ 68,857 | $ 50,679 | $ 49,953 |
Direct Cost of Revenues | |||
Total Direct Cost of Revenues | (20,364) | (13,815) | (11,988) |
Management Fee Income | |||
Revenues | |||
Total Revenues | 3,829 | 3,305 | 2,744 |
Interest Income From Commercial Loans and Investments | |||
Revenues | |||
Total Revenues | 4,172 | 2,861 | 3,034 |
Real Estate Operations | |||
Revenues | |||
Total Revenues | 5,462 | 13,427 | 650 |
Direct Cost of Revenues | |||
Total Direct Cost of Revenues | $ (2,493) | $ (8,615) | $ (3,223) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net Income Attributable to the Company | $ 3,158 | $ 29,940 | $ 78,509 |
Other Comprehensive Income (Loss): | |||
Cash Flow Hedging Derivative - Interest Rate Swaps | 14,244 | 3,427 | (1,984) |
Total Other Comprehensive Income (Loss) | 14,244 | 3,427 | (1,984) |
Total Comprehensive Income | $ 17,402 | $ 33,367 | $ 76,525 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Preferred Stock | Common Stock | Treasury Stock | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment | Additional Paid-In Capital | Retained Earnings Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Cumulative Effect, Period of Adoption, Adjustment | Total |
Balance at Dec. 31, 2019 | $ 6,017 | $ (73,441) | $ 26,690 | $ 326,073 | $ 74 | $ 285,413 | ||||
Increase (decrease) in shareholders' equity | ||||||||||
Net Income Attributable to the Company | 78,509 | 78,509 | ||||||||
Equity Component of Convertible Debt | 5,248 | 5,248 | ||||||||
Stock Repurchase | (4,100) | (4,100) | ||||||||
Vested Restricted Stock and Performance Shares | 24 | (562) | (538) | |||||||
Stock Issuance | 10 | 503 | 513 | |||||||
Stock-Based Compensation Expense | 2,308 | 2,308 | ||||||||
Common Stock Dividends Declared for the Period | (8,866) | (8,866) | ||||||||
Special Distribution - REIT Conversion | 1,199 | 48,996 | (55,799) | (5,604) | ||||||
Other Comprehensive Income | (1,984) | (1,984) | ||||||||
Balance at Dec. 31, 2020 | 7,250 | (77,541) | 83,183 | 339,917 | (1,910) | 350,899 | ||||
Increase (decrease) in shareholders' equity | ||||||||||
Net Income Attributable to the Company | 29,940 | 29,940 | ||||||||
Stock Repurchase | (2,210) | (2,210) | ||||||||
Vested Restricted Stock and Performance Shares | (436) | (436) | ||||||||
Issuance of Preferred Stock, Net of Underwriting Discount and Expenses | $ 30 | 72,400 | 72,430 | |||||||
Exercise of Stock Options and Stock Issuance to Directors | 357 | 357 | ||||||||
Equity Issuance Costs | (197) | (197) | ||||||||
Stock-Based Compensation Expense | 2,668 | 2,668 | ||||||||
Par Value $0.01 per Share and Treasury Stock Derecognized at January 29, 2021 | (7,190) | $ 77,541 | (70,351) | |||||||
Preferred Stock Dividends Declared for the Period | (2,325) | (2,325) | ||||||||
Common Stock Dividends Declared for the Period | (24,073) | (24,073) | ||||||||
Other Comprehensive Income | 3,427 | 3,427 | ||||||||
Balance at Dec. 31, 2021 | 30 | 60 | 85,414 | 343,459 | 1,517 | 430,480 | ||||
Increase (decrease) in shareholders' equity | ||||||||||
Net Income Attributable to the Company | 3,158 | 3,158 | ||||||||
Three-for-One Stock Split | 122 | (122) | ||||||||
Stock Repurchase | (1) | (2,791) | (2,792) | |||||||
Vested Restricted Stock and Performance Shares | (845) | (845) | ||||||||
Exercise of Stock Options and Stock Issuance to Directors | 315 | 315 | ||||||||
Stock Issuance | 48 | 94,803 | 94,851 | |||||||
Stock-Based Compensation Expense | 2,731 | 2,731 | ||||||||
Preferred Stock Dividends Declared for the Period | (4,781) | (4,781) | ||||||||
Common Stock Dividends Declared for the Period | (29,579) | (29,579) | ||||||||
Other Comprehensive Income | 14,244 | 14,244 | ||||||||
Balance at Dec. 31, 2022 | $ 30 | $ 229 | $ (7,034) | $ 172,471 | $ 4,022 | $ 316,279 | $ 15,761 | $ (3,012) | $ 504,770 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) | 12 Months Ended | |
Dec. 31, 2021 $ / shares | Dec. 31, 2020 $ / shares | |
Common Stock | ||
Cash Dividends (in dollars per share) | $ 0.63 | |
Special Distribution - REIT Conversion (per share) | $ 3.99 | |
Par Value $0.01 per Share and Treasury Stock Derecognized | $ 0.01 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flow from Operating Activities: | |||
Net Income Attributable to the Company | $ 3,158 | $ 29,940 | $ 78,509 |
Adjustments to Reconcile Net Income Attributable to the Company to Net Cash Provided by Operating Activities: | |||
Depreciation and Amortization | 28,855 | 20,581 | 19,063 |
Amortization of Intangible Liabilities to Income Property Revenue | 2,161 | (404) | (1,754) |
Amortization of Deferred Financing Costs to Interest Expense | 755 | 586 | 454 |
Amortization of Discount on Convertible Debt | 189 | 1,278 | 1,379 |
Gain on Disposition of Real Estate and Intangible Lease Assets and Liabilities | (3,869) | (28,316) | (7,509) |
Loss on Disposition of Mitigation Bank | 11,713 | ||
Gain on Disposition of Assets Held for Sale | (2,590) | ||
Loss (Gain) on Disposition of Commercial Loans and Investments | (802) | 353 | |
Loss (Gain) on Extinguishment of Debt | 3,431 | (1,141) | |
Impairment Charges | 17,599 | 9,147 | |
Accretion of Commercial Loans and Investments Origination Fees | (174) | (2) | (161) |
Non-Cash Imputed Interest | (126) | (438) | (428) |
Deferred Income Taxes | (3,013) | (3,038) | (90,532) |
Unrealized (Gain) Loss on Investment Securities | 1,697 | (10,340) | 8,240 |
Non-Cash Compensation | 3,232 | 3,168 | 2,786 |
Decrease (Increase) in Assets: | |||
Refundable Income Taxes | (5) | (416) | (26) |
Assets Held for Sale | 833 | ||
Land and Development Costs | 7 | 6,391 | (493) |
Mitigation Credits and Mitigation Credit Rights | 10,427 | (15,750) | 3,323 |
Other Assets | (5,067) | (3,191) | (1,802) |
(Decrease) Increase in Liabilities: | |||
Accounts Payable | 1,866 | (370) | (340) |
Accrued and Other Liabilities | 3,863 | 5,680 | 3,402 |
Deferred Revenue | 1,230 | 1,186 | (2,511) |
Liabilities Held for Sale | (831) | ||
Income Taxes Payable | (439) | ||
Net Cash Provided By Operating Activities | 56,097 | 27,577 | 16,930 |
Cash Flow from Investing Activities: | |||
Acquisition of Real Estate and Intangible Lease Assets and Liabilities | (313,926) | (256,381) | (167,811) |
Acquisition of Commercial Loans and Investments | (53,369) | (364) | (28,235) |
Acquisition of Mitigation Credits | (3,621) | ||
Restricted Cash Balance Received in Acquisition of Interest in Joint Venture | 596 | ||
Cash Received (Contribution to) Joint Ventures | 23,864 | (41) | |
Proceeds from Disposition of Property, Plant, and Equipment, Net, and Assets Held for Sale | 40,777 | 129,461 | 85,621 |
Principal Payments Received on Commercial Loans and Investments | 61,628 | 22,965 | |
Acquisition of Investment Securities | (2,739) | (143) | |
Net Cash Used In Investing Activities | (267,629) | (102,967) | (91,122) |
Cash Flow From Financing Activities: | |||
Proceeds from Long-Term Debt | 380,500 | 314,500 | 66,640 |
Payments on Long-Term Debt | (233,750) | (283,519) | (72,269) |
Cash Paid for Loan Fees | (2,724) | (1,587) | (2,187) |
Cash Received (Paid for) Exercise of Stock Options and Common Stock Issuance | 315 | (162) | |
Proceeds from Issuance of Preferred Stock, Net of Underwriting Discount and Expenses | 72,430 | ||
Cash Used to Purchase Common Stock | (2,792) | (2,210) | (4,100) |
Cash Paid for Vesting of Restricted Stock | (845) | (436) | (502) |
Proceeds from (Cash Paid for) Issuance of Common Stock, Net | 94,350 | (197) | |
Dividends Paid - Preferred Stock | (4,781) | (2,325) | |
Dividends Paid - Common Stock | (28,896) | (23,580) | (14,470) |
Net Cash Provided By (Used In) Financing Activities | 201,377 | 72,914 | (26,888) |
Net Decrease in Cash, Cash Equivalents and Restricted Cash | (10,155) | (2,476) | (101,080) |
Cash, Cash Equivalents and Restricted Cash, Beginning of Period | 31,349 | 33,825 | 134,905 |
Cash, Cash Equivalents and Restricted Cash, End of Period | 21,194 | 31,349 | 33,825 |
Reconciliation of Cash to the Consolidated Balance Sheets: | |||
Cash and Cash Equivalents | 19,333 | 8,615 | 4,289 |
Restricted Cash | 1,861 | 22,734 | 29,536 |
Total Cash | $ 21,194 | $ 31,349 | $ 33,825 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Supplemental Disclosure of Cash Flow Information: | |||
Cash Paid for Taxes, Net of Refunds Received | $ 107,000 | $ 406,000 | $ 5,026,000 |
Cash Paid for Interest | 9,862,000 | 7,274,000 | 9,716,000 |
Capital Expenditures included in Accrued and Other Liabilities | 1,600,000 | ||
Special Distribution Paid in Stock | 50,194,000 | ||
Supplemental Disclosure of Non-Cash Investing and Financing Activities: | |||
Unrealized Gain (Loss) on Cash Flow Hedges | 14,244,000 | 3,427,000 | (1,984,000) |
Adjustment to Equity Component of Convertible Debt Upon Adoption of ASU 2020-06 | 3,012,000 | 5,248,000 | |
Convertible Note Exchange | 57,359,000 | ||
Common Stock Dividends Declared and Unpaid | 683,000 | 493,000 | |
Assumption of Mortgage Note Payable | 17,800,000 | 30,000,000 | |
Interest capitalized | $ 200,000 | $ 0 | $ 0 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2022 | |
ORGANIZATION | |
ORGANIZATION | NOTE 1. ORGANIZATION NATURE OF OPERATIONS The terms “us,” “we,” “our,” and “the Company” as used in this report refer to CTO Realty Growth, Inc. together with our consolidated subsidiaries. We are a publicly traded, self-managed equity REIT that focuses on the ownership, management, and repositioning of high-quality retail and mixed-use properties located primarily in what we believe to be faster growing, business-friendly markets exhibiting accommodative business tax policies, outsized relative job and population growth, and where retail demand exceeds supply. We have pursued our investment strategy by investing primarily through fee simple ownership of our properties, commercial loans and preferred equity. We own and manage, sometimes utilizing third-party property management companies, 23 commercial real estate properties in 9 states in the United States. As of December 31, 2022, we owned 8 single-tenant and 15 multi-tenant income-producing properties comprising 3.7 million square feet of gross leasable space. In addition to our income property portfolio, as of December 31, 2022, our business included the following: Management Services: ● A fee-based management business that is engaged in managing Alpine Income Property Trust, Inc. (“PINE”), see Note 5, “Related Party Management Services Business.” Commercial Loans and Investments: ● A portfolio of three commercial loan investments and one preferred equity investment which is classified as a commercial loan investment. Real Estate Operations: ● A portfolio of subsurface mineral interests associated with approximately 355,000 surface acres in 19 counties in the State of Florida (“Subsurface Interests”); and ● An inventory of mitigation credits as well as mitigation credits to be produced by the Company’s formerly owned mitigation bank. On December 10, 2021, the entity that held approximately 1,600 acres of undeveloped land in Daytona Beach, Florida (the “Land JV”), of which the Company previously held a 33.5% retained interest, completed the sale of all of its remaining land holdings for $66.3 million to Timberline Acquisition Partners, LLC an affiliate of Timberline Real Estate Partners (the “Land JV Sale”). Proceeds to the Company after distributions to the other member of the Land JV, and before taxes, were $24.5 million. Prior to the completion of the Land JV Sale, the Company was engaged in managing the Land JV, as further described in Note 5, “Related Party Management Services Business” in the notes to the consolidated financial statements in Item 8. As a result of the Land JV Sale and corresponding dissolution of the Land JV, the Company no longer holds a retained interest in the Land JV as of December 31, 2021. Our business also includes our investment in PINE. As of December 31, 2022, the fair value of our investment totaled $42.0 million, or 14.6% of PINE’s outstanding equity, including the units of limited partnership interest (“OP Units”) we hold in Alpine Income Property OP, LP (the “PINE Operating Partnership”), which are redeemable for cash, based upon the value of an equivalent number of shares of PINE common stock at the time of the redemption, or shares of PINE common stock on a one-for-one basis, at PINE’s election. Our investment in PINE generates investment income through the dividends distributed by PINE. In addition to the dividends we receive from PINE, our investment in PINE may benefit from any appreciation in PINE’s stock price, although no assurances can be provided that such appreciation will occur, the amount by which our investment will increase in value, or the timing thereof. Any dividends received from PINE are included in investment and other income (loss) on the accompanying consolidated statements of operations. REIT CONVERSION As of December 31, 2020, the Company had completed certain internal reorganization transactions necessary to begin operating in compliance with the requirements for qualification and taxation as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”), commencing with the taxable year ended December 31, 2020. On January 29, 2021, in connection with the REIT conversion, the Company completed the merger of CTO Realty Growth, Inc., a Florida corporation (“CTO FL”), with and into CTO NEWCO REIT, Inc., a wholly owned Maryland subsidiary of CTO FL (“CTO MD”), in order to reincorporate in Maryland and facilitate its ongoing compliance with the REIT requirements (the “Merger”). As a result of the Merger, existing shares of CTO FL common stock were automatically converted, on a one-for-one basis, into shares of common stock of the surviving entity (the “CTO Company”). The CTO Company is a corporation organized in the state of Maryland and has been renamed “CTO Realty Growth, Inc.” The CTO Company’s charter includes certain standard REIT provisions, including ownership limitations and transfer restrictions applicable to the Company’s capital stock. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 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 inter-company balances and transactions have been eliminated in the consolidated financial statements. As of December 31, 2022, the Company has an equity investment in PINE. Prior to the Interest Purchase (hereinafter defined in Note 7, “Investment in Joint Ventures”) completed on September 30, 2021, the Company held a 30% retained interest in the entity that owns the Mitigation Bank. On December 29, 2022, the Company completed the sale of the entity that owned the Mitigation Bank. Additionally, the Company held a 33.5% retained interest in the entity that held approximately 1,600 acres of undeveloped land in Daytona Beach, FL (the “Land JV”) prior the sale of all of its remaining land holdings, which sale was completed on December 10, 2021, for $66.3 million to Timberline Acquisition Partners, LLC an affiliate of Timberline Real Estate Partners (the “Land JV Sale”) SEGMENT REPORTING ASC Topic 280 , Segment Reporting USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. 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. Among other factors, fluctuating market conditions that can exist in the national real estate markets and the volatility and uncertainty in the financial and credit markets make it possible that the estimates and assumptions, most notably those related to the Company’s investment in income properties, could change materially due to continued volatility in the real estate and financial markets, or as a result of a significant dislocation in those markets. RECENTLY ISSUED ACCOUNTING STANDARDS Cessation of LIBOR. Debt with Conversion and Other Options. CASH AND CASH EQUIVALENTS Cash and cash equivalents includes 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 December 31, 2022 and 2021 include certain amounts over the Federal Deposit Insurance Corporation limits. RESTRICTED CASH Restricted cash totaled $1.9 million at December 31, 2022, of which $0.6 million is being held in an escrow account in connection with the Mitigation Bank as required by the applicable state and federal permitting authorities, and $1.3 million is being held in two interest reserve accounts related to the Company’s commercial loans and investments. INVESTMENT SECURITIES In accordance with FASB ASC Topic 320, Investments – Debt and Equity Securities The cost of Investment Securities sold, if any, is based on the specific identification method. Interest and dividends on Investment Securities are included in investment income in the consolidated statements of operations. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITY The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging The Company documented the relationship between the hedging instruments and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transactions. At the hedges’ inception, the Company assessed whether the derivatives that are used in hedging the transactions are highly effective in offsetting changes in cash flows of the hedged items, and we will continue to do so on a quarterly basis. Changes in fair value of the hedging instruments that are highly effective and designated and qualified as cash-flow hedges are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged items (See Note 17, “Interest Rate Swaps”). 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 December 31, 2022 and 2021, approximate fair value because of the short maturity of these instruments. The carrying value of the Company’s Credit Facility (hereinafter defined) as of December 31, 2022 and 2021, approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loans and investments, the 2026 Term Loan (hereinafter defined), the 2027 Term Loan (hereinafter defined), the 2028 Term Loan (hereinafter defined), mortgage note, and convertible debt held as of December 31, 2022 and 2021 are measured at fair value based on current market rates for financial instruments with similar risks and maturities (see Note 9, “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 U.S. 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. U.S. 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. RECOGNITION OF INTEREST INCOME FROM COMMERCIAL LOANS AND INVESTMENTS Interest income on commercial loans and 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 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. MITIGATION CREDITS AND MITIGATION CREDIT RIGHTS Mitigation credits and mitigation credit rights are stated at historical cost. As these assets are sold, the related revenues and cost of sales 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 accrued tenant reimbursable expenses and other tenant receivables. Receivables related to income property tenants totaled $2.2 million and $0.9 million as of December 31, 2022 and 2021, respectively. The $1.3 million increase is primarily attributable to an increase in estimated accrued receivables for variable lease payments including common area maintenance, insurance, real estate taxes and other operating expenses. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled $0.8 million and $1.1 million as of December 31, 2022 and 2021, respectively. The accounts receivable as of December 31, 2022 and 2021 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 as more fully described in Note 12, “Other Assets.” As of December 31, 2022 and 2021, $0.2 million and $0.3 million was due from the buyer of the golf operations for the rounds surcharge the Company paid to the City of Daytona Beach, respectively. The collectability of the aforementioned receivables shall be considered and adjusted through an allowance for credit losses pursuant to ASC 326, Financial Instruments-Credit Losses PURCHASE ACCOUNTING FOR ACQUISITIONS OF REAL ESTATE SUBJECT TO A LEASE Investments in real estate are carried at cost less accumulated depreciation and impairment losses, if any. The cost of investments in real estate reflects their purchase price or development cost. We evaluate each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In accordance with FASB guidance, 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. 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. 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 management believes that it is likely that the tenant will renew the lease upon expiration, in which case the Company amortizes the value attributable to the renewal over the renewal period. The value of in-place leases and leasing costs are 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 Company incurs costs related to the development and leasing of its properties. Such costs include, but are not limited to, tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements, and are included in construction in progress during the development period. When a construction project is considered to be substantially complete, the capitalized costs are reclassified to the appropriate real estate asset and depreciation begins. The Company assesses the level of construction activity to determine the amount, if any, of interest expense to be capitalized to the underlying construction projects. SALES OF REAL ESTATE When income properties are disposed of, the related cost basis of the real estate, intangible lease assets, and intangible lease liabilities, net of accumulated depreciation and/or amortization, and any accrued straight-line rental income balance for the underlying operating leases are removed, and gains or losses from the dispositions are reflected in net income within gain on disposition of assets. In accordance with the FASB guidance, gains or losses on sales of real estate are generally recognized using the full accrual method. Gains and losses on land sales, in addition to the sale of Subsurface Interests and mitigation credits, are accounted for as required by FASB ASC Topic 606, Revenue from Contracts with Customers PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment are stated at cost, less accumulated depreciation and amortization. Such properties are depreciated on a straight-line basis over their estimated useful lives. Renewals and betterments are capitalized to property accounts. The cost of maintenance and repairs is expensed as incurred. The cost of property retired or otherwise disposed of, and the related accumulated depreciation or amortization, are removed from the accounts, and any resulting gain or loss is recorded in the consolidated statement of operations. The amount of depreciation of property, plant, and equipment, exclusive of amortization related to intangible assets, recognized for the years ended December 31, 2022, 2021, and 2020, was $16.6 million, $12.3 million, and $11.3 million, respectively. No interest was capitalized during the years ended December 31, 2021 or 2020. During the year ended December 31, 2022, $0.2 million of interest was capitalized. Income Properties Buildings and Improvements 3 - 48 Years Other Furnishings and Equipment 3 - 25 Years LONG-LIVED ASSETS The Company follows FASB ASC Topic 360-10, Property, Plant, and Equipment INCOME PROPERTY LEASES The rental of the Company’s income properties are classified as operating leases. Pursuant to FASB ASC Topic 842, Leases OPERATING LEASE EXPENSE The Company leases property and equipment, which are classified as operating leases. The Company recognizes lease expense on a straight-line basis over the term of the lease. OTHER REAL ESTATE INTERESTS From time to time, the Company will release surface entry rights related to subsurface acres owned by the Company upon request of the surface owner. The Company recognizes revenue from the release at the time the transaction is consummated, unless the right is released under a deferred payment plan and the initial payment does not meet the criteria established under FASB ASC Topic 606, Revenue from Contracts with Customers INCOME TAXES The Company elected to be taxed as a REIT for U.S. federal income tax purposes under the Code commencing with its taxable year ended December 31, 2020. The Company believes that, commencing with such taxable year, it has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. To comply with certain REIT requirements, the Company holds certain of its non-REIT assets and operations through taxable REIT subsidiaries (“TRSs”) and subsidiaries of TRSs, which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company held a total of two TRSs subject to taxation. The Company’s TRSs will file tax returns separately as C-Corporations. The Company uses the asset and liability method to account for income taxes for the Company’s TRSs. 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 21, “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, and 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. EARNINGS PER COMMON SHARE Basic earnings per common share is computed by dividing net income attributable to common stockholders for the period by the weighted average number of shares outstanding for the period. Diluted earnings per common share is based on the assumption of the conversion of stock options and vesting of restricted stock at the beginning of each period using the treasury stock method at average cost for the periods. Effective as of January 1, 2022, diluted earnings per common share also reflects the 2025 Notes (hereinafter defined) on an if-converted basis, see Note 14, “Common Stock and Earnings Per Share.” CONCENTRATION OF CREDIT RISK Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company also has certain tenants within our income property portfolio that make up more than 10% of our geographic concentration and/or revenues, as described below: ● Square Footage Concentrations. As of December 31, 2022, a total of 29% , 15% , 12% , and 11% of the Company’s income property portfolio, based on square footage, were located in the state of Georgia, Texas, Virginia, and Florida, respectively. As of December 31, 2021, a total of 23% , 13% , 13% , 12% , and 16% of the Company’s income property portfolio, based on square footage, were located in the state of Florida, Georgia, New Mexico, North Carolina, and Texas, respectively. ● Tenant Concentrations. We did not have any tenants that accounted for more than 10% of total revenues during the years ended December 31, 2022 or 2021. We had one tenant, Wells Fargo, located in Raleigh, North Carolina, that accounted for 10.9% of our total revenue during the year ended December 31, 2020. This property also represented 18.1% of the total square footage of our income property portfolio as of December 31, 2020. ● Base Rent Concentrations. A total of 33% , 16% , 13% , and 12% of our base rent revenue during the year ended December 31, 2022 was generated from tenants located in Georgia, Texas, Virginia and Florida, respectively. |
INCOME PROPERTIES
INCOME PROPERTIES | 12 Months Ended |
Dec. 31, 2022 | |
INCOME PROPERTIES | |
INCOME PROPERTIES | NOTE 3. INCOME PROPERTIES Leasing revenue consists of long-term rental revenue from retail, office, and commercial income properties, and billboards, which is recognized as earned, using the straight-line method over the life of each lease. Lease payments below include straight-line base rental revenue as well as the non-cash accretion of above and below market lease amortization. The variable lease payments are primarily comprised of reimbursements from tenants for common area maintenance, insurance, real estate taxes, and other operating expenses. The components of leasing revenue are as follows (in thousands): Year Ended December 31, 2022 2021 2020 Leasing Revenue Lease Payments $ 54,083 $ 41,791 $ 39,825 Variable Lease Payments 14,774 8,888 10,128 Total Leasing Revenue $ 68,857 $ 50,679 $ 49,953 Minimum future base rental revenue on non-cancelable leases subsequent to December 31, 2022, for the next five years ended December 31 are summarized as follows (in thousands). Certain of our tenant leases include tenant renewal options which could be exercised at the tenant’s election and are not included in the amounts in the table below. Year Ending December 31, Amounts 2023 $ 72,552 2024 66,390 2025 61,717 2026 52,866 2027 42,785 2028 and Thereafter (Cumulative) 118,490 Total $ 414,800 2022 Acquisitions. ● Acquired Price Plaza Shopping Center on March 3, 2022, a multi-tenant income property located in Katy, Texas for a purchase price of $39.1 million, or a total acquisition cost of $39.2 million including capitalized acquisition costs. Price Plaza Shopping Center comprises 200,576 square feet and was 95% leased at acquisition. In connection with the acquisition of Price Plaza Shopping Center, the Company assumed a $17.8 million fixed-rate mortgage note, as further discussed in Note 16, “Long-Term Debt.” ● Acquired Madison Yards on July 8, 2022, a multi-tenant grocery-anchored income property located in Atlanta, Georgia for a purchase price of $80.2 million, or a total acquisition cost of $80.5 million including capitalized acquisition costs. Madison Yards comprises 162,521 square feet and was 98% leased at acquisition. ● Acquired West Broad Village on October 14, 2022, a multi-tenant income property located in Glen Allen, Virgina for a purchase price of $93.9 million, or a total acquisition cost of $94.6 million including capitalized acquisition costs. West Broad Village comprises 392,007 square feet and was 83% leased at acquisition. ● Acquired Collection at Forsyth on December 29, 2022, a multi-tenant income property located in Cummings, Georgia for a purchase price of $96.0 million, or a total acquisition cost of $96.4 million including capitalized acquisition costs. Collection at Forsyth comprises 560,434 square feet and was 80% leased at acquisition. ● Acquired MainStreet Portfolio on December 29, 2022, a restaurant portfolio comprised of three single tenant income properties located in Daytona Beach, Florida for a purchase price of $4.8 million, or a total acquisition cost of $4.9 million including capitalized acquisition costs. MainStreet Portfolio comprises 28,511 square feet and was 100% leased at acquisition. Of the aggregate $315.6 acquisition cost, $60.1 million was allocated to land, $208.3 million was allocated to buildings and improvements, $52.7 million was allocated to intangible assets pertaining to the in-place lease value, leasing costs, and above market lease value, and $5.5 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was 6.0 years at acquisition. 2022 Dispositions. During the , the Company sold six income properties, including (i) Party City, a single-tenant income property located in Oceanside, New York for $6.9 million, (ii) the Carpenter Hotel ground lease, a single-tenant income property located in Austin, Texas, which was recorded as a commercial loan investment prior to its disposition, for $17.1 million, (iii) the multi-tenant Westland Gateway Plaza located in Hialeah, Florida, which was recorded as a commercial loan investment prior to its disposition, for $22.2 million, (iv) Chuy’s, a single-tenant property, located in Jacksonville, Florida for $5.8 million, (v) Firebirds, a single-tenant property, located in Jacksonville, Florida for $5.5 million, and (vi) 245 Riverside, a multi-tenant office income property located in Jacksonville, Florida for $23.6 million. The sale of these six properties reflect a total disposition volume of $81.1 million, resulting in aggregate gains of $4.7 million. 2021 Acquisitions. During the year ended December 31, 2021, the Company acquired eight multi-tenant income properties for an aggregate purchase price of $249.1 million, or a total acquisition cost of $249.8 million including capitalized acquisition costs. Of the total acquisition cost, $78.0 million was allocated to land, $124.9 million was allocated to buildings and improvements, and $49.7 million was allocated to intangible assets pertaining to the in-place lease value, leasing costs, and above market lease value and $2.8 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was 6.8 years at acquisition. 2021 Dispositions. During the year ended December 31, 2021, the Company disposed of one multi-tenant income property and 14 single-tenant income properties, including (i) World of Beer/Fuzzy’s Taco Shop, a multi-tenant income property located in Brandon, Florida for $2.3 million, (ii) Moe’s Southwest Grill, a single-tenant income property located in Jacksonville, Florida for $2.5 million, (iii) Burlington, a single-tenant income property located in North Richland Hills, Texas for $11.5 million, (iv) Staples, a single-tenant income property located in Sarasota, Florida for $4.7 million, (v) the CMBS Portfolio, sold to PINE, consisting of six single-tenant income properties for $44.5 million, (vi) Chick-fil-A, a single-tenant property, located in Chandler, Arizona for $2.9 million, (vii) JPMorgan Chase Bank, a single-tenant property, located in Chandler, Arizona for $4.7 million, (viii) Fogo De Chao, a single-tenant property, located in Jacksonville, Florida for $4.7 million, (ix) Wells Fargo, a single-tenant office income property located in Raleigh, North Carolina for $63.0 million, and (x) 24 Hour Fitness, a single-tenant income property located in Falls Church, VA for $21.5 million. The sale of the properties reflect a total disposition volume of $162.3 million, resulting in aggregate gains of $28.2 million. 2020 Acquisitions. 2020 Dispositions. gains |
COMMERCIAL LOANS AND INVESTMENT
COMMERCIAL LOANS AND INVESTMENTS | 12 Months Ended |
Dec. 31, 2022 | |
COMMERCIAL LOANS AND INVESTMENTS | |
COMMERCIAL LOANS AND INVESTMENTS | NOTE 4. COMMERCIAL LOANS AND INVESTMENTS Our 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 2022 Activity . On January 26, 2022, the Company originated a construction loan secured by the property and improvements to be constructed thereon for the second phase of The Exchange at Gwinnett project located in Buford, Georgia for $8.7 million. The construction loan matures on January 26, 2024, has a one-year extension option, bears a fixed interest rate of 7.25% , and requires payments of interest only prior to maturity. At closing, an origination fee of $0.1 million was received by the Company. Funding of the loan occurs as the borrower completes the underlying construction. As of December 31, 2022, the Company had funded $3.2 million to the borrower, leaving a remaining commitment of $5.5 million to the borrower. During the year ended December 31, 2022, the Company received principal payments totaling $2.9 million, leaving an outstanding loan balance of $0.2 million as of December 31, 2022. On March 11, 2022, the Company sold the Carpenter Hotel ground lease located in Austin, Texas for $17.1 million. The lease with Carpenter Hotel included two tenant repurchase options. Pursuant to FASB ASC Topic 842, Leases On April 7, 2022, the Company entered into a preferred equity agreement to provide $30.0 million of funding towards the total investment in Watters Creek at Montgomery Farm, a grocery-anchored, mixed-use property located in Allen, Texas (the “Watters Creek Investment”). Pursuant to FASB ASC Topic 810, Consolidation , and as further described in Note 7. “Investment in Joint Ventures,” the Company determined it is not the primary beneficiary of the entity underlying the Watters Creek Investment; accordingly, the $30.0 million was recorded in the consolidated balance sheets as a commercial loan investment at the time of acquisition. The Watters Creek Investment matures on April 6, 2025, has two one-year extension options, bears a fixed interest rate of 8.50% at the time of acquisition with increases during the initial term as well as the option terms, and requires payments of interest only prior to maturity. At closing, an origination fee of $0.15 million was received by the Company. On April 29, 2022, the Company originated a construction loan secured by the property and improvements to be constructed thereon for the WaterStar Residential and Retail project located in Kissimmee, Florida for $19.0 million. The construction loan matures on August 31, 2022, bears a fixed interest rate of 8.00%, and requires payments of interest only prior to maturity. At closing, an origination fee of $0.1 million was received by the Company. Funding of the loan occurred as the borrower completed the underlying construction. The entire $19.0 million was funded to the borrower, leaving no remaining commitment. As of December 31, 2022, the borrower had repaid the $19.0 million construction loan principal balance. On May 9, 2022, the Company originated an improvement loan for a tenant at the Ashford Lane property located in Atlanta, Georgia for $1.5 million. The improvement loan matures on April 30, 2025, bears a fixed interest rate of 12.00%, until the location is open at which time the fixed interest rate will be 10.00%, and requires payments of interest only prior to maturity. Funding of the loan will occur as the borrower completes the underlying improvements. As of December 31, 2022, the Company had funded $1.5 million to the borrower. On July 28, 2022, the Company sold the Westland Gateway Plaza located in Hialeah, Florida for $22.2 million. The lease with Westland Gateway Plaza included a tenant purchase option. Pursuant to FASB ASC Topic 842, Leases On November 4, 2022, the borrower of the 110 N Beach St. mortgage note repaid the principal balance of $0.4 million, leaving no remaining balance outstanding at December 31, 2022. The Company’s commercial loans and investments were comprised of the following at December 31, 2022 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 $ 400 $ 400 $ 395 7.50% Construction Loan – The Exchange At Gwinnett – Buford, GA January 2022 January 2024 8,700 220 173 7.25% Preferred Investment - Watters Creek – Allen, TX April 2022 April 2025 30,000 30,000 29,887 8.50% Improvement Loan - Ashford Lane – Atlanta, GA May 2022 April 2025 1,500 1,453 1,453 12.00% $ 40,600 $ 32,073 $ 31,908 2021 Activity The Company’s commercial loans and investments were comprised of the following at December 31, 2021 (in thousands): Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Carpenter Hotel – 400 Josephine Street, Austin, TX July 2019 N/A $ 16,250 $ 16,250 $ 17,189 N/A Westland Gateway Plaza – Hialeah, FL September 2020 N/A 21,085 21,085 21,148 N/A Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 400 400 394 7.50% Mortgage Note – 110 N Beach Street – Daytona Beach, FL June 2021 December 2022 364 364 364 10.00% $ 38,099 $ 38,099 $ 39,095 The carrying value of the commercial loans and investment portfolio at December 31, 2022 and 2021 consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Current Face Amount $ 32,073 $ 38,099 Imputed Interest over Rent Payments Received — 1,002 Unaccreted Origination Fees (161) (2) CECL Reserve (4) (4) Total Commercial Loans and Investments $ 31,908 $ 39,095 |
REAL ESTATE OPERATIONS
REAL ESTATE OPERATIONS | 12 Months Ended |
Dec. 31, 2022 | |
REAL ESTATE OPERATIONS | |
REAL ESTATE OPERATIONS | NOTE 6. REAL ESTATE OPERATIONS Real Estate Operations Land and development costs at December 31, 2022 and 2021 were as follows (in thousands): As of December 31, 2022 December 31, 2021 Land and Development Costs $ 358 $ 358 Subsurface Interests 327 334 Total Land and Development Costs $ 685 $ 692 The Company’s real estate operations revenue is within the scope of FASB ASC Topic 606, Revenue from Contracts with Customers Revenue from continuing real estate operations consisted of the following for the years ended December 31, 2022, 2021, and 2020 (in thousands): December 31, 2022 2021 2020 Mitigation Credit Sales $ 3,462 $ 708 $ 6 Subsurface Revenue - Other 1,904 4,724 638 Land Sales Revenue 96 7,995 — Fill Dirt and Other Revenue — — 6 Total Real Estate Operations Revenue $ 5,462 $ 13,427 $ 650 Daytona Beach Development. During the year ended December 31, 2021, the Company entered into a purchase and sale agreement to sell for a sales price of $6.25 million, which sale was completed on December 28, 2021, resulting in a gain of $0.2 million. The Daytona Beach Development, representing a substantial portion of an entire city block in downtown Daytona Beach adjacent to International Speedway Boulevard, a major thoroughfare in Daytona Beach, was acquired by the Company for $4.1 million. Prior to its disposition, the Company incurred $1.6 million in raze and entitlement costs related to the Daytona Beach Development. Mitigation Credits and Mitigation Credit Rights. Revenues and the cost of sales of mitigation credit sales are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. During the year ended December 31, 2022, the Company sold 34 mitigation credits for proceeds of $3.5 million with a cost basis of $2.3 million. During the year ended December 31, 2021, the Company sold six mitigation credits for proceeds of $0.7 million with a cost basis of $0.5 million. Additionally, two mitigation credits with a cost basis of $0.1 million were accrued for as an expense during the year ended December 31, 2021, as such credits are to be provided to buyers of land at no cost. Mitigation credit sales totaled less than $0.1 million during the year ended December 31, 2020, which sales were offset by an aggregate charge to cost of sales totaling $3.1 million, comprised of (i) 42 mitigation credits with a cost basis of $2.9 million that were provided at no cost to buyers, (ii) the Company’s purchase of two mitigation credits for $0.2 million, and (iii) 31 mitigation credits with a cost basis of less than $0.1 million transferred to buyers of land previously sold and of which costs were accrued for in prior years at the time of the original land sale. Additionally, during the year ended December 31, 2020, the Company transferred 13.31 federal mitigation credits to the permit related to the land that gave rise to an environmental restoration matter that has been fully resolved as of December 31, 2021. These credits had an aggregate cost basis of $0.1 million and are included in general and administrative expenses in the consolidated statements of operations for the year ended December 31, 2020. Subsurface Interests. During the years ended December 31, 2022, 2021, and 2020, the Company also received oil royalties from operating oil wells on 800 acres under a separate lease with a separate operator. Revenues received from oil royalties totaled less than $0.1 million during each respective year. The Company is not prohibited from selling any or all of its Subsurface Interests. The Company may release surface entry rights or other rights upon request of a surface owner for a negotiated release fee typically based on a percentage of the surface value. Should the Company complete a transaction to sell all or a portion of its Subsurface Interests or complete a release transaction, the Company may utilize the like-kind exchange structure in acquiring one or more replacement investments including income-producing properties. Cash payments for the release of surface entry rights totaled $0.2 million, $0.1 million, and $0.2 million during the years ended December 31, 2022, 2021 and 2020, respectively. Land Impairments. Timberline Acquisition Partners, an affiliate of Timberline Real Estate Partners (“Timberline”) Additionally, during the year ended December 31, 2020, the Company recognized an aggregate $7.2 million impairment charge comprised of a $0.1 million impairment charge on one of the land parcels included in the Daytona Beach Development and a $7.1 million impairment charge on the Company’s previously held retained interest in the Land LV. The $7.1 million impairment on the Company’s previously held retained interest in the Land JV was the result of a re-forecast of the anticipated undiscounted future cash flows to be received by the Company based on the estimated timing of future land sales from the Land JV. Real Estate Operations – Land JV The Land JV, of which the Company previously held a 33.5% retained interest, Through December 31, 2021, the Company served as the manager of the Land JV and was responsible for day-to-day operations at the direction of the partners of the Land JV (the “JV Partners”). All major decisions and certain other actions taken by the manager were approved by the unanimous consent of the JV Partners (the “Unanimous Actions”). Unanimous Actions included such matters as the approval of pricing for all land parcels in the Land JV; approval of contracts for the sale of land that contain material revisions to the standard purchase contract of the Land JV; entry into any lease agreement affiliated with the Land JV; entering into listing or brokerage agreements; approval and amendment of the Land JV’s operating budget; obtaining financing for the Land JV; admission of additional members; and dispositions of the Land JV’s real property for amounts less than market value. As a result of the Land JV Sale, no management fee revenues pertaining to the Land JV were earned during the year ended December 31, 2022. |
RELATED PARTY MANAGEMENT SERVIC
RELATED PARTY MANAGEMENT SERVICES BUSINESS | 12 Months Ended |
Dec. 31, 2022 | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | NOTE 5. RELATED PARTY MANAGEMENT SERVICES BUSINESS The Company’s management fee income is within the scope of FASB ASC Topic 606, Revenue from Contracts with Customers Alpine Income Property Trust. During the years ended December 31, 2022, 2021, and 2020, the Company earned management fee revenue from PINE totaling $3.8 million, $3.2 million, and $2.6 million, respectively. Dividend income for the years ended December 31, 2022, 2021, and 2020 totaled $2.3 million, $2.1 million, and $1.7 million, respectively. Management fee revenue from PINE, included in management services, and dividend income, included in investment and other income (loss), are reflected in the accompanying consolidated statements of operations. The following table represents amounts due from PINE to the Company as of December 31, 2022 and 2021 which are included in other assets on the consolidated balance sheets (in thousands): As of Description December 31, 2022 December 31, 2021 Management Services Fee due From PINE $ 993 $ 913 Dividend Receivable 337 330 Other (30) 410 Total $ 1,300 $ 1,653 On November 26, 2019, as part of PINE’s IPO, the Company sold PINE 15 properties for aggregate cash consideration of $125.9 million. In connection with the IPO, the Company contributed to the PINE Operating Partnership five properties in exchange for an aggregate of 1,223,854 OP Units, which had an initial value of $23.3 million. Additionally, on November 26, 2019, the Company purchased 394,737 shares of PINE common stock for a total purchase price of $7.5 million in a private placement and 421,053 shares of PINE common stock in the IPO for a total purchase price of $8.0 million. On October 26, 2021, the Board authorized the purchase by the Company of up to $5.0 million in shares of common stock of PINE, at a weighted average price not to exceed $17.75 per share (the “Prior PINE Share Purchase Authorization”). Pursuant to the Prior PINE Share Purchase Authorization, during the year ended December 31, 2022, CTO purchased 155,665 shares of PINE common stock in the open market for $2.7 million, or an average price per share of $17.57. Pursuant to the Prior PINE Share Purchase Authorization, during the year ended December 31, 2021, the Company purchased 8,088 shares of PINE common stock on the open market for a total of $0.1 million, or an average price of $17.65 per share. As of December 31, 2022, CTO owns, in the aggregate, 1,223,854 OP Units and 979,543 shares of PINE common stock, representing an investment totaling $42.0 million, or 14.6% of PINE’s outstanding equity. On February 16, 2023, the Board cancelled the Prior PINE Share Purchase Authorization and authorized the purchase by the Company of up to $2.1 million in shares of common stock of PINE, at a weighted average price not to exceed $18.50 per share (the “2023 PINE Share Purchase Authorization”). Shares of PINE may be purchased under the 2023 PINE Share Purchase Authorization through open market purchases or unsolicited or solicited privately negotiated transactions. The 2023 PINE Share Purchase Authorization does not obligate the Company to acquire any particular amount of shares of PINE and may be modified or suspended. During the year ended December 31, 2022, PINE exercised its right, pursuant to an Exclusivity and Right of First Offer Agreement between the Company and PINE (the “ROFO Agreement”), to purchase one single-tenant income property from the Company for a purchase price of $6.9 million, which sale was completed on January 7, 2022. During the year ended December 31, 2021, PINE exercised its right to purchase the following properties from the Company pursuant to the ROFO Agreement: (i) a portfolio of six net leased properties (the “CMBS Portfolio”) for an aggregate purchase price of $44.5 million, and (ii) one single-tenant income property for a purchase price of $11.5 million. In connection with the sale of the CMBS Portfolio, PINE assumed the related $30.0 million mortgage note payable which resulted in a loss on the extinguishment of debt of $0.5 million due to the write off of unamortized debt issuance costs. Land JV. |
INVESTMENT IN JOINT VENTURES
INVESTMENT IN JOINT VENTURES | 12 Months Ended |
Dec. 31, 2022 | |
INVESTMENT IN JOINT VENTURES | |
INVESTMENT IN JOINT VENTURES | NOTE 7. INVESTMENT IN JOINT VENTURES The Company has no investments in joint ventures as of December 31, 2022 or 2021. Watters Creek Investment. Consolidation Land JV. Land JV Through December 31, 2021, the Company served as the manager of the Land JV and was responsible for day-to-day operations at the direction of the JV Partners. All Unanimous Actions taken by the manager were approved by the unanimous consent of the JV Partners. Pursuant to the Land JV’s operating agreement, the Land JV paid the manager a management fee in the initial amount of $20,000 per month. The management fee was evaluated quarterly, and as land sales occurred in the Land JV, the basis for our management fee was reduced as the management fee was based on the value of real property that remained in the Land JV. The monthly management fee as of December 31, 2021, was $10,000 per month. No management fees pertaining to the Land JV were earned during the year ended December 31, 2022. Prior to the Land JV Sale, the investment in joint ventures on the Company’s consolidated balance sheets included the Company’s previously held ownership interest in the Land JV. We concluded the Land JV to be a variable interest entity and therefore, it was accounted for under the equity method of accounting as the Company was not the primary beneficiary as defined in FASB ASC Topic 810, Consolidation Investments-Equity Method and Joint Ventures During the year ended December 31, 2021, the Company recognized impairment charges on its previously held retained interest in the Land JV totaling $17.6 million. The aggregate $17.6 million impairment on the previously held retained interest in the Land JV was a result of eliminating the investment in joint ventures based on the final proceeds received through distributions of the Land JV in connection with the sale of the Land JV’s remaining land. Additionally, during the year ended December 31, 2020, the Company recognized an impairment on its previously held retained interest in the Land JV totaling $7.1 million. The $7.1 million impairment on the Company’s previously held retained interest in the Land JV is the result of a re-forecast of the then anticipated undiscounted future cash flows to be received by the Company based on the estimated timing of future land sales from the Land JV. The following table provides summarized financial information of the Land JV for the years ended December 31, 2022, 2021, and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues $ — $ 67,367 $ 65,446 Direct Cost of Revenues — (8,867) (13,012) Operating Income $ — $ 58,500 $ 52,434 Other Operating Expenses — (376) (462) Net Income $ — $ 58,124 $ 51,972 The Company’s share of the Land JV’s net income (loss) was zero for the years ended December 31, 2022, 2021, and 2020. Pursuant to ASC 323, certain adjustments are made when calculating the Company’s share of net income, including adjustments required to reflect the investor’s share of changes in investee’s capital to reflect distributions from the venture. Additionally, basis differences are also considered. The Company recorded the initial retained interest in the Land JV of $48.9 million at the estimated fair market value based on the relationship of the $97.0 million sales price of the 66.5% equity interest to the 33.5% retained interest. The Land JV recorded the assets contributed by the Company at carry-over basis pursuant to ASC 845 which states that transfers of nonmonetary assets should typically be recorded at the transferor’s historical cost basis. Accordingly, the Company’s basis difference in the 33.5% retained equity interest was evaluated each quarter upon determining the Company’s share of the Land JV’s net income. As a result of the Land JV Sale, the liquidation of the Land JV’s assets, and the dissolution of the underlying entities, such evaluation was and will no longer be required as of and subsequent to December 31, 2021. Mitigation Bank. On September 30, 2021, the Company, through a wholly owned and fully consolidated TRS, purchased the remaining 70% interest in the Mitigation Bank JV from BlackRock for $18.0 million (the “Interest Purchase”) resulting in a net cash payment by the Company of $16.1 million after utilizing the available cash in the Mitigation Bank JV of $1.9 million. As a result of the Interest Purchase, the Mitigation Bank JV is now wholly owned by the Company and is referred to as the Mitigation Bank. Pursuant to ASU 2017-01, Business Combinations: Clarifying the Definition of a Business On December 29, 2022, the Company completed the sale of the entity that owned the Mitigation Bank for a sales price of $8.1 million resulting in a loss on disposition of assets of $11.9 million. A balance of mitigation credits and mitigation credit rights were retained by the Company as part of the sale agreement. The following table provides summarized financial information of the Mitigation Bank JV for the years ended December 31, 2022, 2021 and 2020 (in thousands). Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues $ — $ 512 $ 4,109 Direct Cost of Revenues — (16) (167) Operating Income $ — $ 496 $ 3,942 Other Operating Expenses — (162) (175) Net Income $ — $ 334 $ 3,767 The Company’s share of the Mitigation Bank JV’s net income (loss) was zero for the years ended December 31, 2022, 2021, and 2020. Pursuant to ASC 323, certain adjustments are made when calculating the Company’s share of net income, including adjustments required to reflect the investor’s share of changes in investee’s capital to reflect distributions from the venture. Additionally, basis differences are also considered. The Company recorded the initial retained interest in the Mitigation Bank JV of $6.8 million in June 2018 at the estimated fair market value based on the relationship of the $15.3 million sales price of the 70% equity interest to the 30% retained interest. The Mitigation Bank JV recorded the assets contributed by the Company at carry-over basis pursuant to ASC 845 which states that transfers of nonmonetary assets should typically be recorded at the transferor’s historical cost basis. Accordingly, the Company’s basis difference in the 30% retained equity interest was evaluated each quarter upon determining the Company’s share of the Mitigation Bank JV’s net income. As a result of the Interest Purchase, such evaluation was and will no longer be required as of and subsequent to December 31, 2021. |
INVESTMENT SECURITIES
INVESTMENT SECURITIES | 12 Months Ended |
Dec. 31, 2022 | |
INVESTMENT SECURITIES | |
INVESTMENT SECURITIES | NOTE 8. INVESTMENT SECURITIES As of December 31, 2022, the Company owns, in the aggregate and on a fully diluted basis, 2.2 million shares of PINE, or 14.6% of PINE’s total shares outstanding for an investment value of $42.0 million, which total includes 1.2 million OP Units, or 8.1%, which the Company received in exchange for the contribution of certain income properties to the PINE Operating Partnership, in addition to 979,543 shares of common stock owned by the Company, or 6.5%. The Company has elected the fair value option related to the aggregate investment in securities of PINE pursuant to ASC 825, otherwise such investments would have been accounted for under the equity method. For detailed financial information regarding PINE, please refer to its financial statements, which are publicly available on the website of the Securities and Exchange Commission at http://www.sec.gov under the ticker symbol “PINE.” The Company calculates the unrealized gain or loss based on the closing stock price of PINE at each respective balance sheet date. The unrealized, non-cash gains and losses resulting from the changes in the closing stock price of PINE are included in investment and other income (loss) in the consolidated statements of operations for years ended December 31, 2022, 2021, and 2020. The Company’s available-for-sale securities as of December 31, 2022 and 2021 are summarized below (in thousands): Cost Unrealized Gains in Investment Income Unrealized Losses in Investment Income Estimated Fair Value (Level 1 Inputs) December 31, 2022 Common Stock $ 18,382 $ 308 $ — $ 18,690 Operating Units 23,253 98 — 23,351 Total Equity Securities 41,635 406 — 42,041 Total Available-for-Sale Securities $ 41,635 $ 406 $ — $ 42,041 December 31, 2021 Common Stock $ 15,643 $ 868 $ — $ 16,511 Operating Units 23,253 1,273 — 24,526 Total Equity Securities 38,896 2,141 — 41,037 Total Available-for-Sale Securities $ 38,896 $ 2,141 $ — $ 41,037 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2022 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 9. FAIR VALUE OF FINANCIAL INSTRUMENTS The following table presents the carrying value and estimated fair value of the Company’s financial instruments not carried at fair value on the consolidated balance sheets at December 31, 2022 and 2021 (in thousands): December 31, 2022 December 31, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 19,333 $ 19,333 $ 8,615 $ 8,615 Restricted Cash - Level 1 $ 1,861 $ 1,861 $ 22,734 $ 22,734 Commercial Loans and Investments - Level 2 $ 31,908 $ 32,960 $ 39,095 $ 39,109 Long-Term Debt - Level 2 $ 445,583 $ 426,421 $ 278,273 $ 288,000 To determine estimated fair values of the financial instruments listed above, market rates of interest, which include credit assumptions, were used to discount contractual cash flows. The estimated fair values are not necessarily indicative of the amount the Company could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts. The following table presents the fair value of assets (liabilities) measured on a recurring basis by level as of December 31, 2022 and 2021 (in thousands). See Note 17, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps. Fair Value at Reporting Date Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2022 Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 4,586 $ — $ 4,586 $ — Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 1,461 $ — $ 1,461 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swap $ 10,111 $ — $ 10,111 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swap $ (397) $ — $ (397) $ — Investment Securities $ 42,041 $ 42,041 $ — $ — December 31, 2021 Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 727 $ — $ 727 $ — Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 240 $ — $ 240 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swap $ 550 $ — $ 550 $ — Investment Securities $ 41,037 $ 41,037 $ — $ — No assets were measured on a non-recurring basis as of December 31, 2022 or 2021. |
INTANGIBLE ASSETS AND LIABILITI
INTANGIBLE ASSETS AND LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
INTANGIBLE ASSETS AND LIABILITIES | |
INTANGIBLE ASSETS AND LIABILITIES | NOTE 10. INTANGIBLE ASSETS AND LIABILITIES Intangible assets and liabilities consist 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 fair values. Intangible assets and liabilities consisted of the following as of December 31, 2022 and 2021 (in thousands): As of December 31, 2022 December 31, 2021 Intangible Lease Assets: Value of In-Place Leases $ 90,335 $ 59,293 Value of Above Market In-Place Leases 32,008 23,216 Value of Intangible Leasing Costs 25,531 18,456 Sub-total Intangible Lease Assets 147,874 100,965 Accumulated Amortization (31,890) (21,473) Sub-total Intangible Lease Assets—Net 115,984 79,492 Intangible Lease Liabilities (Included in Accrued and Other Liabilities): Value of Below Market In-Place Leases (12,307) (6,942) Sub-total Intangible Lease Liabilities (12,307) (6,942) Accumulated Amortization 2,422 1,341 Sub-total Intangible Lease Liabilities—Net (9,885) (5,601) Total Intangible Assets and Liabilities—Net $ 106,099 $ 73,891 The following table reflects the net amortization of intangible assets and liabilities during the years ended December 31, 2022, 2021, and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Amortization Expense $ 12,300 $ 8,264 $ 7,805 Accretion to Income Properties Revenue 2,161 (404) (1,754) Net Amortization of Intangible Assets and Liabilities $ 14,461 $ 7,860 $ 6,051 The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands): Year Ending December 31, Future Amortization Amount Future Accretion to Income Property Revenue Net Future Amortization of Intangible Assets and Liabilities 2023 $ 14,977 $ 2,757 $ 17,734 2024 14,764 2,803 17,567 2025 12,944 2,878 15,822 2026 11,233 2,597 13,830 2027 10,978 1,408 12,386 2028 and Thereafter 25,509 3,251 28,760 Total $ 90,405 $ 15,694 $ 106,099 As of December 31, 2022, the weighted average amortization period of total intangible assets and liabilities was 6.1 years and 7.7 years, respectively. |
IMPAIRMENT OF LONG-LIVED ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 12 Months Ended |
Dec. 31, 2022 | |
IMPAIRMENT OF LONG-LIVED ASSETS | |
IMPAIRMENT OF LONG-LIVED ASSETS | NOTE 11. IMPAIRMENT OF LONG-LIVED ASSETS The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The fair value of long-lived assets required to be assessed for impairment is determined on a non-recurring basis using Level 3 inputs in the fair value hierarchy. These Level 3 inputs may include, but are not limited to, executed purchase and sale agreements on specific properties, third party valuations, discounted cash flow models, and other model-based techniques. There were no impairment charges on the Company’s undeveloped land holdings, or its income property portfolio, during the years ended December 31, 2022, 2021, or 2020. The $17.6 million impairment charge recognized during the year ended December 31, 2021, is related to the Company’s previously held retained interest in the Land JV as a result of the estimated proceeds received in connection with the contract entered into with Timberline Acquisition Partners, an affiliate of Timberline Real Estate Partners (“Timberline”), which closed on December 10, 2021. Additionally, during the year ended December 31, 2020, the Company recognized an aggregate $7.2 million impairment charge as a result of a re-forecast of the anticipated undiscounted future cash flows to be received by the Company based on the estimated timing of future land sales from the Land JV. |
OTHER ASSETS
OTHER ASSETS | 12 Months Ended |
Dec. 31, 2022 | |
OTHER ASSETS | |
OTHER ASSETS | NOTE 12. OTHER ASSETS Other assets consisted of the following as of December 31, 2022 and 2021 (in thousands): As of December 31, 2022 December 31, 2021 Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts (1) $ 2,206 $ 885 Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance 6,214 5,180 Operating Leases - Right-of-Use Asset 63 168 Golf Rounds Surcharge 216 338 Cash Flow Hedge - Interest Rate Swap 16,158 1,543 Infrastructure Reimbursement Receivables 824 1,080 Prepaid Expenses, Deposits, and Other 5,421 3,526 Due from Alpine Income Property Trust, Inc. 1,300 1,653 Financing Costs, Net of Accumulated Amortization 2,051 524 Total Other Assets $ 34,453 $ 14,897 (1) Includes a $1.8 million and $0.5 million allowance for doubtful accounts as of December 31, 2022 and 2021, respectively. Income Property Straight-Line Rent Adjustment. Infrastructure Reimbursement Receivables. |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2022 | |
EQUITY | |
EQUITY | NOTE 13. EQUITY STOCK SPLIT On April 27, 2022, the Company announced that its Board of Directors approved a three-for-one stock split of the Company’s common stock to be effected in the form of a stock dividend. Each stockholder of record at the close of business on June 27, 2022 (the “Record Date”), received two additional shares of the Company’s common stock for each share held as of the Record Date. The new shares were distributed after the market closed on June 30, 2022. The Company’s stock began trading at the post-split price on July 1, 2022. Pursuant to FASB ASC Topic 505, Equity SHELF REGISTRATION On April 1, 2021, the Company filed a shelf registration statement on Form S-3, relating to the registration and potential issuance of its common stock, preferred stock, debt securities, warrants, rights, and units with a maximum aggregate offering price of up to $350.0 million. The Securities and Exchange Commission declared the Form S-3 effective on April 19, 2021. On October 11, 2022, the Company filed a new shelf registration statement on Form S-3, relating to the registration and potential issuance of its common stock, preferred stock, debt securities, warrants, rights, and units with a maximum aggregate offering price of up to $500.0 million. The Securities and Exchange Commission declared the Form S-3 effective on October 26, 2022. EQUITY OFFERING On December 5, 2022, the Company completed a follow-on public offering of shares of common stock, which included the full exercise of the underwriters’ option to purchase an additional 450,000 shares of common stock. Upon closing, the Company issued 3,450,000 shares and received net proceeds of $62.4 million, after deducting the underwriting discount and expenses. ATM PROGRAM On April 30, 2021, the Company implemented a $150.0 million “at-the-market” equity offering program (the “2021 ATM Program”) pursuant to which the Company may sell, from time to time, shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 961,261 shares under the 2021 ATM Program for gross proceeds of $21.1 million at a weighted average price of $21.99 per share, generating net proceeds of $20.8 million after deducting transaction fees totaling less than $0.3 million. The Company was not active under the 2021 ATM Program during the year ended December 31, 2021. The 2021 ATM Program was terminated in connection with the establishment of the 2022 ATM Program, hereinafter defined. O n October 28, 2022, the Company implemented a $150.0 million “at-the-market” equity offering program (the “2022 ATM Program”) pursuant to which the Company may sell, from time to time, shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 604,765 shares under the 2022 ATM Program for gross proceeds of $12.3 million at a weighted average price of $20.29 per share, generating net proceeds of $12.1 million after deducting transaction fees totaling $0.2 million. In the aggregate, under the 2021 ATM Program and 2022 ATM Program, during the year ended December 31, 2022, the Company sold 1,566,026 shares for gross proceeds of $33.4 million at a weighted average price of $21.33 per share, generating net proceeds of $32.9 million after deducting transaction fees totaling $0.5 million. PREFERRED STOCK On June 28, 2021, the Company priced a public offering of shares of its 6.375% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) at a public offering price of $25.00 per share. The offering closed on July 6, 2021 and generated total net proceeds to the Company of $72.4 million, after deducting the underwriting discount and expenses. Series A Preferred Stock Series A Preferred Stock The Series A Preferred Stock Series A Preferred Stock preferred stock shares Series A Preferred Stock The following details the public offering (in thousands, except per share data): Series Dividend Rate Issued Shares Outstanding Gross Proceeds Net Proceeds Dividend per Share Earliest Redemption Date Series A 6.375% July 2021 3,000,000 $ 75,000 $ 72,428 $ 0.3984 July 2026 SERIES A PREFERRED STOCK REPURCHASE PROGRAM On February 16, 2023, the Company’s Board of Directors approved a Series A Preferred Stock repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase shares (the “Series A Preferred Stock Repurchase Program”). Pursuant to the Series A Preferred Stock Repurchase Program, the Company may repurchase shares of its Series A Preferred Stock for a total purchase price of up to $3.0 million at a purchase price per share equal to or less than $19.00. Shares may be purchased under the Series A Preferred Stock Repurchase Program in open market transactions, including through block purchases, through privately negotiated transactions or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 under the Exchange Act. The Series A Preferred Stock Repurchase Program does not obligate the Company to acquire any particular amount of shares of its Series A Preferred Stock and may be modified or suspended. DIVIDENDS The Company elected to be taxed as a REIT for U.S. federal income tax purposes under the Code commencing with its taxable year ended December 31, 2020. In order to maintain its qualification as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, determined without regard to the deduction for dividends paid and excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate U.S. federal income taxes payable by the Company. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may need to make dividend payments in excess of operating cash flows. The following table outlines dividends declared and paid for each issuance of CTO’s stock during the years ended December 31, 2022, 2021, and 2020 (in thousands, except per share data): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Series A Preferred Stock Dividends $ 4,781 $ 2,325 $ — Per Share $ 1.59 $ 0.77 $ — Common Stock Dividends $ 28,896 $ 23,580 $ 64,665 (1) Per Share $ 1.49 $ 1.33 $ 4.63 (1) (1) Represents the aggregate of (i) $0.63 per share of regular cash dividends totaling $8.9 million and (ii) $3.99 per share Special Distribution totaling $55.8 million, of which $5.6 million was paid in cash. 2025 NOTES Effective January 1, 2022, the Company adopted ASU 2020-06 whereby diluted EPS includes the dilutive impact of the 2025 Notes (hereinafter defined) using the if-converted method. Upon adoption, the Company recorded a $7.0 million adjustment to reduce additional paid-in capital to eliminate the non-cash equity component of the 2025 Notes with corresponding offsets including (i) a $4.0 million cumulative effect adjustment to the opening balance of retained earnings and (ii) a $3.0 million adjustment to eliminate the non-cash portion of the convertible notes discount, net of accumulated amortization (the “2025 Notes Adjustment”). The 2025 Notes Adjustment was made on January 1, 2022, and is reflected in the accompanying consolidated statements of stockholders’ equity. 2025 NOTES REPURCHASE PROGRAM On February 16, 2023, the Company’s Board of Directors approved a 2025 Notes repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase 2025 Notes (the “2025 Notes Repurchase Program”). Pursuant to the 2025 Notes Repurchase Program, the Company may repurchase, in one or more transactions, 2025 Notes in the aggregate principal amount of not more than $4.74 million, at a price not to exceed 117% of par value. The 2025 Notes Repurchase Program does not obligate the Company to acquire any particular amount of 2025 Notes and may be modified or suspended. |
COMMON STOCK AND EARNINGS PER S
COMMON STOCK AND EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2022 | |
COMMON STOCK AND EARNINGS PER SHARE | |
COMMON STOCK AND EARNINGS PER SHARE | NOTE 14. COMMON STOCK AND EARNINGS PER SHARE Basic earnings per common share is computed by dividing net income (loss) attributable to common stockholders during the period by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per common share is based on the assumption of the conversion of stock options and vesting of restricted stock at the beginning of each period using the treasury stock method at average cost for the periods. Effective as of January 1, 2022, diluted earnings per common share also reflects the 2025 Notes on an if-converted basis. The following is a reconciliation of basic and diluted earnings per common share for each of the periods presented (in thousands, except share and per share data): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Basic and Diluted Earnings: Net Income (Loss) Attributable to Common Stockholders, Used in Basic EPS $ (1,623) $ 27,615 $ 78,509 Add Back: Effect of Dilutive Interest Related to 2025 Notes (1) — — — Net Income (Loss) Attributable to Common Stockholders, Used in Diluted EPS $ (1,623) $ 27,615 $ 78,509 Basic and Diluted Shares: Weighted Average Shares Outstanding, Basic 18,508,201 17,676,809 14,114,631 Common Shares Applicable to Dilutive Effect of 2025 Notes (2) — — — Weighted Average Shares Outstanding, Diluted 18,508,201 17,676,809 14,114,631 Per Share Information: Net Income (Loss) Attributable to Common Stockholders Basic and Diluted $ (0.09) $ 1.56 $ 5.56 (1) As applicable, includes interest expense, amortization of discount, amortization of fees, and other changes in net income or loss that would result from the assumed conversion of the 2025 Convertible Senior Notes to derive FFO effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis. For the year ended December 31 2022, a total of $2.2 million of interest was not included, as the impact of the 2025 Notes, if-converted, would be antidilutive to the net loss attributable to common stockholders of $1.6 million. (2) A total of 3.1 million shares, representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net loss attributable to common stockholders for the year ended December 31, 2022 because they were antidilutive to the net loss attributable to common stockholders of $1.6 million. There were no potentially dilutive securities for years ended December 31, 2022, 2021, or 2020. The effect of 68,269, 2,497, and 39,558 potentially dilutive securities were not included for the years ended December 31, 2022, 2021 and 2020, respectively, as the effect would be anti-dilutive. Effective January 1, 2022, the Company adopted ASU 2020-06 whereby diluted EPS includes the dilutive impact, if any, of the 2025 Notes using the if-converted method, irrespective of intended cash settlement. The Company intends to settle its 3.875% Convertible Senior Notes due 2025 (the “2025 Notes”) in cash upon conversion with any excess conversion value to be settled in shares of our common stock. The Company elected, upon adoption, to utilize the modified retrospective approach, negating the required restatement of EPS for periods prior to adoption. The Company overcame the presumption of share settlement prior to the adoption of ASU 2020-06, and therefore, there was no dilutive impact for the years ended December 31, 2021 or 2020. The effect of 3.1 million potentially dilutive 2025 Notes, if-converted, were not included for the year ended December 31, 2022, as the effect would be anti-dilutive. |
SHARE REPURCHASES
SHARE REPURCHASES | 12 Months Ended |
Dec. 31, 2022 | |
SHARE REPURCHASES | |
SHARE REPURCHASES | NOTE 15. SHARE REPURCHASES Prior to March 31, 2021, repurchases of the Company’s common stock were returned to treasury. As a result of the Merger and pursuant to Maryland state law, the Company’s treasury stock ceased to be outstanding and was returned to unissued status. Accordingly, a $77.5 million adjustment to eliminate treasury stock with a corresponding decrease to additional paid-in capital was made during the year ended December 31, 2021 and is reflected in the accompanying consolidated statements of stockholders’ equity. In February 2020, the Company’s Board approved a $10.0 million stock repurchase program (the “ $10.0 On February 16, 2023, the Company’s Board of Directors approved a common stock repurchase program, which is expected to be in effect until the approved dollar amount has been used to repurchase shares (the “$5.0 Million Common Stock Repurchase Program”). Pursuant to the $5.0 Million Common Stock Repurchase Program, the Company may repurchase shares of its common stock for a total purchase price of up to $5.0 million at an average per share purchase price equal to or less than $17.00. Shares may be purchased under the Common Stock Repurchase Program in open market transactions, including through block purchases, through privately negotiated transactions or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The $5.0 Million Common Stock Repurchase Program does not obligate the Company to acquire any particular amount of shares of its common stock and may be modified or suspended. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2022 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | NOTE 16. LONG-TERM DEBT As of December 31, 2022, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Value Debt Maturity Date Interest Rate Credit Facility $ 113,750 January 2027 30-day SOFR + 0.10% + 2026 Term Loan (1) 65,000 March 2026 30-day SOFR + 0.10% + 2027 Term Loan (2) 100,000 January 2027 30-day SOFR + 0.10% + 2028 Term Loan (3) 100,000 January 2028 30-day SOFR + 0.10% + 3.875% Convertible Senior Notes due 2025 51,034 April 2025 3.875% Mortgage Note Payable 17,800 August 2026 4.060% Total Long-Term Face Value Debt $ 447,584 (1) The Company utilized interest rate swaps on the $65.0 million 2026 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 0.26% plus the 10 bps SOFR adjustment plus the applicable spread. (2) The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 0.64% plus the 10 bps SOFR adjustment plus the applicable spread (3) The Company entered into interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. Credit Facility. The Huntington National Bank was added as a lender to the Company’s Credit Facility. On May 24, 2019, the Company executed the second amendment to the 2017 Amended Credit Facility (the “May 2019 Revolver Amendment”). As a result of the May 2019 Revolver Amendment, the Credit Facility had a total borrowing capacity of $200.0 million with the ability to increase that capacity up to $300.0 million during the term, subject to lender approval. The Credit Facility provides the lenders with a security interest in the equity of the Company subsidiaries that own the properties included in the borrowing base. The indebtedness outstanding under the Credit Facility accrues interest at a rate ranging from the 30-day LIBOR plus 135 basis points to the 30-day LIBOR plus 195 basis points based on the total balance outstanding under the Credit Facility as a percentage of the total asset value of the Company, as defined in the 2017 Amended Credit Facility, as amended by the May 2019 Revolver Amendment. The Credit Facility also accrues a fee of 15 to 25 basis points for any unused portion of the borrowing capacity based on whether the unused portion is greater or less than 50% of the total borrowing capacity. Pursuant to the May 2019 Revolver Amendment, the Credit Facility matures on May 24, 2023, with the ability to extend the term for 1 year. On November 26, 2019, the Company entered into the third amendment to the 2017 Amended Credit Facility (the “November 2019 Revolver Amendment”), which further amends the 2017 Amended Credit Facility. The November 2019 Revolver Amendment included, among other things, an adjustment of certain financial maintenance covenants, including a temporary reduction of the minimum fixed charge coverage ratio to allow the Company to redeploy the proceeds received from the sale of certain income properties to PINE, and an increase in the maximum amount the Company may invest in stock and stock equivalents of real estate investment trusts to allow the Company to invest in the common stock and OP Units. On July 1, 2020, the Company entered into the fourth amendment to the 2017 Amended Credit Facility (the “July 2020 Revolver Amendment”) whereby the tangible net worth covenant was adjusted to be more reflective of market terms. The July 2020 Revolver Amendment was effective as of March 31, 2020. On November 12, 2020, the Company entered into the fifth amendment to the 2017 Amended Credit Facility (the “November 2020 Revolver Amendment”). The November 2020 Revolver Amendment provided that, among other things, (i) the Company must comply with certain adjusted additional financial maintenance requirements, including (x) a new restricted payments covenant which limits the type and amount of cash distributions that may be made by the Company and (y) an adjusted fix charges ratio, which now excludes certain onetime expenses for purposes of calculation and (ii) the Company must, from and after the date that the Company elects to qualify as a REIT, maintain its status as a REIT. On March 10, 2021, the Company entered into the sixth amendment to the 2017 Amended Credit Facility (the “March 2021 Revolver Amendment”). The March 2021 Revolver Amendment included, among other things, (i) increase of the revolving credit commitment from $200.0 million to $210.0 million, (ii) addition of the 2026 Term Loan in the aggregate amount of $50.0 million, (iii) updates to certain financing rate provisions provided therein, and (iv) joinder of The Huntington National Bank as a 2026 Term Loan lender and Credit Facility lender. The March 2021 Revolver Amendment also includes accordion options that allow the Company to request additional 2026 Term Loan lender commitments up to a total of $150.0 million and additional Credit Facility lender commitments up to a total of $300.0 million. During the three months ended June 30, 2021, the Company exercised the 2026 Term Loan accordion option for $15.0 million, increasing total lender commitments to $65.0 million. On November 5, 2021, the Company entered into the seventh amendment to the 2017 Amended Credit Facility (the “November 2021 Revolver Amendment”). The November 2021 Revolver Amendment included, among other things, (i) addition of the 2027 Term Loan in the aggregate amount of $100.0 million and (ii) joinder of KeyBank National Association, Raymond James Bank, and Synovus Bank as 2027 Term Loan lenders. The November 2021 Revolver Amendment also includes an accordion option that allows the Company to request additional term loan lender commitments up to a total of $400.0 million in the aggregate. On September 20, 2022, the Company entered into the eighth amendment to the 2017 Amended Credit Facility (the “Eighth Amendment”), which includes among other things: (i) the origination of the 2028 Term Loan, as defined in the Credit Agreement, (ii) the increase of Revolving Credit Commitments, as defined in the Credit Facility, up to $ million, (iii) an accordion option that allows the Company to request additional revolving loan commitments and additional term loan commitments, provided, (a) the aggregate amount of revolving loan commitments shall not exceed $ and (b) the aggregate amount of term loan commitments shall not exceed $ , (iv) an extension of the Revolving Credit Termination Date, as defined in the Credit Facility, from May 24, 2023 to January 31, 2027, (v) a sustainability-linked pricing component pursuant to which the Company will receive interest rate reductions based on its performance against certain sustainability performance targets, (vi) the release of the Pledge Collateral, as defined in the Eighth Amendment, and (vii) the joinder of PNC Bank, National Association (“PNC”) as a Term Loan Lender, as defined in the Credit Facility, and PNC and Regions Bank as Revolving Lenders, as defined in the Credit Facility. At December 31, 2022, the current commitment level under the Credit Facility was $300.0 million. The undrawn borrowing capacity under the Credit Facility was $186.2 million, based on the level of borrowing base assets. As of December 31, 2022, the Credit Facility had a $113.8 million balance outstanding. The Credit Facility is subject to customary restrictive covenants including, but not limited to, limitations on the Company’s ability to: (a) incur indebtedness; (b) make certain investments; (c) incur certain liens; (d) engage in certain affiliate transactions; and (e) engage in certain major transactions such as mergers. In addition, the Company is subject to various financial maintenance covenants including, but not limited to, a maximum indebtedness ratio, a maximum secured indebtedness ratio, and a minimum fixed charge coverage ratio. The Credit Facility also contains affirmative covenants and events of default including, but not limited to, a cross default to the Company’s other indebtedness and upon the occurrence of a change in control. The Company’s failure to comply with these covenants or the occurrence of an event of default could result in acceleration of the Company’s debt and other financial obligations under the Credit Facility. Mortgage Notes Payable On March 3, 2022, in connection with the acquisition of Price Plaza Shopping Center, the Company assumed an existing $17.8 million secured fixed-rate mortgage note payable, which bears interest at a fixed rate of 4.06% and matures in August 2026 Convertible Debt . The Company had an initial aggregate principal amount of $75.0 million of 3.875% Convertible Notes (the “2025 Notes”). Notes at a $1.6 million premium, resulting in a loss on extinguishment of debt of $2.9 million. Following the repurchases, $51.0 million aggregate principal amount of the 2025 Notes remains outstanding at December 31, 2022. The 2025 Notes represent senior unsecured obligations of the Company and pay interest semi-annually in arrears on each April 15th and October 15th, commencing on April 15, 2020, at a rate of 3.875% per annum. The 2025 Notes mature on April 15, 2025 and may not be redeemed by the Company prior to the maturity date. The conversion rate for the 2025 Notes was initially 12.7910 shares of the Company’s common stock per $1,000 of principal of the 2025 Notes (equivalent to an initial conversion price of $78.18 per share of the Company’s common stock). The initial conversion price of the 2025 Notes represented a premium of 20% to the $65.15 closing sale price of the Company’s common stock on the NYSE American on January 29, 2020. If the Company’s Board increases the quarterly dividend above the $0.13 per share in place at issuance, the conversion rate is adjusted with each such increase in the quarterly dividend amount. After the fourth quarter 2022 dividend, the conversion rate is equal to 62.2047 shares of common stock for each $1,000 principal amount of 2025 Notes, which represents an adjusted conversion price of $16.08 per share of common stock. At the maturity date, the 2025 Notes are convertible into cash, common stock or a combination thereof, subject to various conditions, at the Company’s option. Should certain corporate transactions or events occur prior to the stated maturity date, the Company will increase the conversion rate for a holder that elects to convert its 2025 Notes in connection with such corporate transaction or event. The conversion rate is subject to adjustment in certain circumstances. Holders may not surrender their 2025 Notes for conversion prior to January 15, 2025 except upon the occurrence of certain conditions relating to the closing sale price of the Company’s common stock, the trading price per $1,000 principal amount of 2025 Notes, or specified corporate events including a change in control of the Company. The Company may not redeem the 2025 Notes prior to the stated maturity date and no sinking fund is provided for the 2025 Notes. The 2025 Notes are convertible, at the election of the Company, into solely cash, solely shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. The Company intends to settle the 2025 Notes in cash upon conversion, with any excess conversion value to be settled in shares of our common stock. At time of issuance, in accordance with U.S. GAAP, the 2025 Notes were accounted for as a liability with a separate equity component recorded for the conversion option. The equity component was eliminated on January 1, 2022 with the 2025 Notes Adjustment. As of December 31, 2022, the unamortized debt discount of our 2025 Notes was $0.4 million, which represents the cash component of the discount. Long-term debt consisted of the following (in thousands): December 31, 2022 December 31, 2021 Total Due Within One Year Total Due Within One Year Credit Facility $ 113,750 $ — $ 67,000 $ — 2026 Term Loan 65,000 — 65,000 — 2027 Term Loan 100,000 — 100,000 — 2028 Term Loan 100,000 — — — 3.875% Convertible Senior Notes, net of Discount 50,670 — 47,469 — Mortgage Note Payable 17,800 — — Financing Costs, net of Accumulated Amortization (1,637) — (1,196) — Total Long-Term Debt $ 445,583 $ — $ 278,273 $ — Payments applicable to reduction of principal amounts as of December 31, 2022 will be required as follows (in thousands): As of December 31, 2022 Amount 2023 $ — 2024 — 2025 51,034 2026 82,800 2027 213,750 2028 and Thereafter 100,000 Total Long-Term Debt - Face Value $ 447,584 The carrying value of long-term debt as of December 31, 2022 consisted of the following (in thousands): Total Current Face Amount $ 447,584 Unamortized Discount on Convertible Debt (364) Financing Costs, net of Accumulated Amortization (1,637) Total Long-Term Debt $ 445,583 In addition to the $1.6 million of financing costs, net of accumulated amortization included in the table above, as of December 31, 2022, the Company also had financing costs, net of accumulated amortization related to the Credit Facility of $2.1 million which is included in other assets on the consolidated balance sheets. These costs are amortized on a straight-line basis over the term of the Credit Facility and are included in interest expense in the Company’s accompanying consolidated statements of operations. The following table reflects a summary of interest expense incurred and paid during the years ended December 31, 2022, 2021 and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Interest Expense $ 10,171 $ 7,065 $ 9,005 Amortization of Deferred Financing Costs 755 586 454 Amortization of Discount on Convertible Notes 189 1,278 1,379 Total Interest Expense $ 11,115 $ 8,929 $ 10,838 Total Interest Paid $ 9,862 $ 7,274 $ 9,716 The Company was in compliance with all of its debt covenants as of December 31, 2022 and 2021. |
INTEREST RATE SWAPS
INTEREST RATE SWAPS | 12 Months Ended |
Dec. 31, 2022 | |
INTEREST RATE SWAPS | |
INTEREST RATE SWAPS | NOTE 17. INTEREST RATE SWAPS The Company has entered into interest rate swap agreements to hedge against changes in future cash flows resulting from fluctuating interest rates related to the below noted borrowings. The interest rate agreements were 100% effective during the years ended December 31, 2022, 2021, and 2020. Accordingly, the changes in fair value on the interest rate swaps have been classified in accumulated other comprehensive income (loss). The fair value of the interest rate swap agreements are included in other assets and accrued and other liabilities, respectively, on the consolidated balance sheets. Information related to the Company’s interest rate swap agreements are noted below (in thousands): Hedged Item (1) Effective Date Maturity Date Rate Amount Fair Value as of December 31, 2022 2026 Term Loan 3/10/2021 3/29/2024 0.12% + 0.10% + applicable spread $ 50,000 $ 2,818 2026 Term Loan 3/29/2024 3/10/2026 1.44% + 0.10% + applicable spread $ 50,000 $ 1,768 2026 Term Loan 8/31/2021 3/10/2026 0.70% + 0.10% + applicable spread $ 15,000 $ 1,461 2027 Term Loan 11/5/2021 3/29/2024 0.64% + 0.10% + applicable spread $ 100,000 $ 5,007 2027 Term Loan 3/29/2024 1/31/2027 1.35% + 0.10% + applicable spread $ 100,000 $ 5,104 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ (194) 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ (203) (1) Effective September 30, 2022 the Company converted its existing interest rate swaps from 1-month LIBOR to SOFR. |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
ACCRUED AND OTHER LIABILITIES | |
ACCRUED AND OTHER LIABILITIES | NOTE 18. ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Accrued Property Taxes $ 716 $ 813 Reserve for Tenant Improvements 6,186 5,457 Tenant Security Deposits 2,719 1,942 Accrued Construction Costs 903 190 Accrued Interest 872 431 Environmental Reserve 67 81 Cash Flow Hedge - Interest Rate Swaps 397 26 Operating Leases - Liability 64 198 Other 6,104 3,983 Total Accrued and Other Liabilities $ 18,028 $ 13,121 Reserve for Tenant Improvements. Environmental Reserve. |
DEFERRED REVENUE
DEFERRED REVENUE | 12 Months Ended |
Dec. 31, 2022 | |
DEFERRED REVENUE | |
DEFERRED REVENUE | NOTE 19. DEFERRED REVENUE Deferred revenue consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Prepaid Rent $ 3,951 $ 3,921 Interest Reserve from Commercial Loans and Investments 1,262 — Tenant Contributions 522 574 Other Deferred Revenue — 10 Total Deferred Revenue $ 5,735 $ 4,505 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2022 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 20. STOCK-BASED COMPENSATION SUMMARY OF STOCK-BASED COMPENSATION A summary of share activity for all equity classified stock compensation during the year ended December 31, 2022, is presented below. As described in Note 13, “Equity” all share counts herein have been retroactively adjusted for the three-for-one stock split effective July 1, 2022. Type of Award Shares Outstanding at 1/1/2022 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 12/31/22 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 234,354 69,168 (73,275) — — 230,247 Equity Classified - Three Year Vest Restricted Shares 154,509 137,448 (72,465) — (7,413) 212,079 Equity Classified - Non-Qualified Stock Option Awards 64,623 — (64,623) — — — Total Shares 453,486 206,616 (210,363) — (7,413) 442,326 Amounts recognized in the financial statements for stock-based compensation are as follows (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 3,232 $ 3,168 $ 2,786 Income Tax Expense Recognized in Income $ — $ — $ (678) EQUITY-CLASSIFIED STOCK COMPENSATION Performance Share Awards – Peer Group Market Condition Vesting Performance shares have been granted to certain employees under the 2010 Plan. The performance share awards entitle the recipient to receive, upon the vesting thereof, shares of common stock of the Company equal to between 0% and 150% of the number of performance shares awarded. The number of shares of common stock ultimately received by the award recipient is determined based on the Company’s total stockholder return as compared to the total stockholder return of a certain peer group during a three-year performance period. The Company granted a total of 69,168 performance shares during the year ended December 31, 2022. The Company used a Monte Carlo simulation pricing model to determine the fair value of its awards that are based on market conditions. The determination of the fair value of market condition-based awards is affected by the Company’s stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the requisite performance term of the awards, the relative performance of the Company’s stock price and stockholder returns to companies in its peer group, annual dividends, and a risk-free interest rate assumption. Compensation cost is recognized regardless of the achievement of the market conditions, provided the requisite service period is met. As of December 31, 2022, there was $1.4 million of unrecognized compensation cost, adjusted for estimated forfeitures, related to the outstanding performance share awards, which will be recognized over a remaining weighted average period of 1.7 years. A summary of the activity for these awards during the years ended December 31, 2022, 2021, and 2020 is presented below: Performance Shares With Market Conditions Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2020 147,825 $ 21.86 Granted 79,323 $ 18.61 Vested (37,905) $ 18.55 Expired — — Forfeited (21,690) $ 21.27 Non-Vested at December 31, 2020 167,553 $ 21.15 Granted 144,402 $ 10.68 Vested (52,254) $ 19.43 Expired — — Forfeited (25,347) $ 15.68 Non-Vested at December 31, 2021 234,354 $ 15.67 Granted 69,168 $ 20.76 Vested (73,275) $ 16.76 Expired — — Forfeited — — Non-Vested at December 31, 2022 230,247 $ 16.85 Market Condition Restricted Shares – Stock Price Vesting Restricted Company common stock has been granted to certain employees under the 2010 Plan. The restricted Company common stock outstanding from these grants vest in increments based upon the price per share of the Company common stock during the term of employment (or within sixty days after termination of employment by the Company without cause), meeting or exceeding the target trailing thirty-day average closing prices. Effective January 28, 2021, the 22,000 shares outstanding, consisting of 18,000 shares with a $70 per share price vesting criteria and 4,000 shares with a $75 per share price vesting criteria, expired prior to vesting. The Company used a Monte Carlo simulation pricing model to determine the fair value of its awards that are based on market conditions. The determination of the fair value of market condition-based awards is affected by the Company’s stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the requisite performance term of the awards, the relative performance of the Company’s stock price and stockholder returns to companies in its peer group, annual dividends, and a risk-free interest rate assumption. Compensation cost is recognized regardless of the achievement of the market conditions, provided the requisite service period is met. As of December 31, 2022 and 2021, there was no unrecognized compensation cost related to market condition restricted stock. A summary of the activity for these awards during the years ended December 31, 2022, 2021, and 2020 is presented below: Market Condition Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Non-Vested at January 1, 2020 22,000 $ 41.71 Granted — — Vested — — Expired — — Forfeited — — Non-Vested at December 31, 2020 22,000 $ 41.71 Granted — — Vested — — Expired (22,000) $ 41.71 Forfeited — — Non-Vested at December 31, 2021 — — Granted — — Vested — — Expired — — Forfeited — — Non-Vested at December 31, 2022 — — Three Year Vest Restricted Shares Restricted shares have been granted to certain employees under the 2010 Plan. One During the years ended December 31, 2022 and 2021, the Company’s determination of the fair value of the three-year vest restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date. During the year ended December 31, 2020, the Company’s determination of the fair value of the three-year vest restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date, less the present value of expected dividends during the vesting period. Compensation cost is recognized on a straight-line basis over the applicable vesting period. As of December 31, 2022, there was $2.5 million of unrecognized compensation cost, adjusted for estimated forfeitures, related to the three-year vest non-vested restricted shares, which will be recognized over a remaining weighted average period of 2.1 years. A summary of the activity for these awards during the years ended December 31, 2022, 2021, and 2020 is presented below: Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2020 112,785 $ 20.07 Granted 70,353 $ 18.63 Vested (54,162) $ 19.90 Expired — — Forfeited (13,539) $ 20.05 Non-Vested at December 31, 2020 115,437 $ 19.27 Granted 129,150 $ 11.82 Vested (63,660) $ 16.18 Expired — — Forfeited (26,418) $ 15.53 Non-Vested at December 31, 2021 154,509 $ 14.96 Granted 137,448 $ 19.72 Vested (72,465) $ 14.96 Expired — — Forfeited (7,413) $ 17.01 Non-Vested at December 31, 2022 212,079 $ 17.97 Non-Qualified Stock Option Awards Stock option awards have been granted to certain employees under the 2010 Plan. The vesting period of the options awards granted ranged from a period of one The Company used the Black-Scholes valuation pricing model to determine the fair value of its non-qualified stock option awards. The determination of the fair value of the awards is affected by the stock price as well as assumptions regarding a number of other variables. These variables include expected stock price volatility over the term of the awards, annual dividends, and a risk-free interest rate assumption. A summary of the activity for these awards during the years ended December 31, 2022, 2021, and 2020 is presented below: Non-Qualified Stock Option Awards Shares Wtd. Avg. Ex. Price Wtd. Avg. Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 1, 2020 240,000 $ 18.54 Granted — — Exercised — — Expired — — Forfeited — — Outstanding at December 31, 2020 240,000 $ 18.54 Granted 60,996 — Exercised (236,373) $ 14.88 Expired — — Forfeited — — Outstanding at December 31, 2022 64,623 $ 14.46 Granted — — Exercised (64,623) $ 14.46 Expired — — Forfeited — — Outstanding at December 31, 2022 — $ — — $ — Exercisable at January 1, 2022 64,623 $ 14.46 3.21 $ 388,837 Exercisable at December 31, 2022 — $ — — $ — The total intrinsic value of options exercised during the year ended December 31, 2022 totaled $0.4 million. As of December 31, 2022, there is no unrecognized compensation cost related to non-qualified, non-vested stock option awards. NON-EMPLOYEE DIRECTOR STOCK COMPENSATION Each member of the Company’s Board of Directors has the option to receive his or her annual retainer and meeting fees in shares of Company common stock rather than cash. The number of shares awarded to the directors making such election is calculated quarterly by dividing (i) the sum of (A) the amount of the quarterly retainer payment due to such director plus (B) meeting fees earned by such director during the quarter, by (ii) the closing price of the Company’s common stock on the last business day of the quarter for which such payment applied, rounded down to the nearest whole number of shares. Each non-employee director serving as of the beginning of each calendar year shall receive an annual award of the Company’s common stock. The value of such award totaled $35,000 for the years ended December 31, 2022 and 2021 and $20,000 for the year ended December 31, 2020 (the “Annual Award”). The number of shares awarded is calculated based on the trailing 20 -day average price of the Company’s common stock as of the date two business days prior to the date of the award, rounded down to the nearest whole number of shares. Commencing in 2021, non-employee directors will no longer receive meeting fees, but will receive additional retainers for service on Board committees, as set forth in the Company’s Non-Employee Director Compensation Policy available on the Company’s website (www.ctoreit.com). During the years ended December 31, 2022, 2021, and 2020, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.5 million or 25,034 shares, $0.5 million or 32,766 shares, and $0.5 million, or 30,384 shares, respectively. The expense recognized during the years ended December 31, 2022, 2021, and 2020 includes the Annual Award received during the first quarter of each year. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2022 | |
INCOME TAXES | |
INCOME TAXES | NOTE 21. INCOME TAXES The Company elected to be taxed as a REIT for U.S. federal income tax purposes, commencing with its taxable year ended December 31, 2020. The Company believes that, commencing with such taxable year, it has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. To comply with certain REIT requirements, the Company holds certain of its non-REIT assets and operations through taxable REIT subsidiaries (“TRSs”) and subsidiaries of TRSs, which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company held a total of two TRSs subject to taxation. The Company’s TRSs will file tax returns separately as C-Corporations. As a result of the Company’s election to be taxed as a REIT, during the year ended December 31, 2020, an $82.5 million deferred tax benefit was recorded to de-recognize the deferred tax assets and liabilities associated with the entities included in the REIT. A significant portion of the deferred tax benefit recognized related to the de-recognition of deferred tax liabilities resulting from Section 1031 like-kind exchanges (“1031 Exchanges”). The Company will be subject to corporate income taxes related to assets held by it that are sold during the 5-year period following the date of conversion to the extent such sold assets had a built-in gain as of January 1, 2020. The Company generally does not intend to dispose of any REIT assets after the REIT conversion within the 5-year period, unless various tax planning strategies, including 1031 Exchanges or other deferred tax structures are available to mitigate the built-in gain tax liability of conversion. Total income tax benefit is summarized as follows (in thousands): Year Ended December 31, 2022 2021 2020 Income Tax Benefit $ 2,830 $ 3,079 $ 83,499 The provisions for income tax benefit are summarized as follows (in thousands): 2022 2021 2020 Current Deferred Current Deferred Current Deferred Federal $ (183) $ 2,571 $ 235 $ 2,362 $ 341 $ 70,106 State — 442 44 438 63 12,989 Total $ (183) $ 3,013 $ 279 $ 2,800 $ 404 $ 83,095 Deferred tax assets and liabilities are recognized for the future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The sources of these differences and the related deferred income tax assets (liabilities) are summarized as follows (in thousands): Deferred Tax 2022 2021 Deferred Income Tax Assets Capital Loss Carryforward $ 1,800 $ 2,249 Net Operating Loss Carryforward 2,597 291 Gross Deferred Income Tax Assets 4,397 2,540 Less - Valuation Allowance (1,800) (2,249) Net Deferred Income Tax Assets 2,597 291 Deferred Income Tax Liabilities Unrealized Gain on Investment Securities (39) — Basis Differences in Mitigation Credit Assets (28) (774) Total Deferred Income Tax Liabilities (67) (774) Net Deferred Income Tax Liabilities $ 2,530 $ (483) In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the realization of future taxable income during the periods in which those temporary differences become deductible. We consider past history, the scheduled reversal of taxable temporary differences, projected future taxable income, and tax planning strategies in making this assessment. As of December 31, 2022 and 2021, the Company has $2.6 million and $0.3 million in net operating loss (“NOL”) carryforwards, respectively. The Tax Cuts and Jobs Act allows for indefinite carryforwards for all NOLs generated in taxable years beginning after December 31, 2017. Additionally, there is no taxable income limitation, thus allowing an NOL carryforward to fully offset taxable income in tax years beginning before January 1, 2021. Accordingly, as of December 31, 2022 and 2021, no valuation allowance was considered necessary related to the Company’s NOL carryforwards. As of December 31, 2022 and 2021, the Company had a capital loss carryforward totaling $7.2 million and $9.0 million, respectively, related to the elimination of the Company’s interest in the Land JV. The Company does not currently anticipate being able to utilize the capital loss carryforward and accordingly, has allowed for the $1.8 million and $2.2 million deferred tax asset in full as of December 31, 2022 and 2021, respectively. Following is a reconciliation of the income tax computed at the federal statutory rate of 21% for 2022, 2021, and 2020, individually, for continuing operations (in thousands): Year Ended December 31, 2022 2021 2020 Income Tax Benefit Computed at Federal Statutory Rate $ 2,795 852.1 % $ 4,408 16.4 % $ 971 (19.5) % Increase (Decrease) Resulting from: State Income Tax, Net of Federal Income Tax Benefit 593 180.8 % 936 3.5 % 180 (3.6) % Income Tax on Permanently Non-Deductible Items (484) (147.6) % — 0.0 % (112) 2.2 % Tax Benefit due to De-Recognition of REIT Deferred Tax Liabilities — 0.0 % — 0.0 % 82,460 (1652.6) % Valuation Allowance — 0.0 % (2,216) (8.2) % — 0.0 % Other Reconciling Items (74) (22.6) % (49) (0.2) % — 0.0 % Benefit for Income Taxes $ 2,830 862.8 % $ 3,079 11.5 % $ 83,499 (1673.4) % The effective income tax rate assumes a blended rate for estimated state and local taxes on its income and property. The effective income tax rate for the years ended December 31, 2022, 2021, and 2020, including the discontinued operations, was 862.5%, 11.5%, and (1673.4)%, respectively. The provision for income taxes reflects the Company’s estimate of the effective rate expected to be applicable for the full fiscal year, adjusted for any discrete events, which are reported in the period that they occur. There were no discrete events during the year ended December 31, 2022. The year ended December 31, 2021, included the impact of the capital loss carryforward valuation allowance. The year ended December 31, 2020 included the impact for the discrete event described above related to the de-recognition of the deferred tax assets and liabilities associated with the entities included in the REIT. For prior taxable years through the year ended December 31, 2021 the Company has filed a consolidated income tax return in the United States Federal jurisdiction and the states of Alabama, Arizona, California, Colorado, Florida, Georgia, Maryland, Massachusetts, Nevada, New Mexico, New York, North Carolina, Oregon, Texas, Virginia, Washington, and Wisconsin. The Internal Revenue Service (“IRS”) has audited the federal tax returns through the year 2012, with all proposed adjustments settled. The Florida Department of Revenue has audited the Florida tax returns through the year 2014, with all proposed adjustments settled. For the years ended December 31, 2022, 2021, and 2020, the Company recognized no uncertain tax positions or accrued interest and penalties for uncertain tax positions. If such positions do arise, it is the Company’s intent that any interest or penalty amount related to such positions will be recorded as a component of the income tax provision (benefit) in the applicable period. Income taxes totaling $0.1 million, $0.4 million, and $5.0 million were paid during the years ended December 31, 2022, 2021, and 2020, respectively. Additionally, income taxes totaling less than $0.1 million were refunded during the years ended December 31, 2021, with no income taxes refunded during the years ended December 31, 2022 or 2020. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2022 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 22. COMMITMENTS AND CONTINGENCIES LEGAL PROCEEDINGS From time to time, the Company may be a party to certain legal proceedings, incidental to the normal course of its business. While the outcome of the legal proceedings cannot be predicted with certainty, the Company does not expect that these proceedings will have a material effect upon our financial condition or results of operations. Buc-ee’s. CONTRACTUAL COMMITMENTS – EXPENDITURES The Company has committed to fund the following capital improvements. The improvements, which are related to several properties, are estimated to be generally completed within twelve months. These commitments, as of December 31, 2022, are as follows (in thousands): As of December 31, 2022 Total Commitment (1) $ 29,033 Less Amount Funded (7,812) Remaining Commitment $ 21,221 (1) Commitment includes tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements. In addition, the Company is committed to fund the two construction loans as described in Note 4, “Commercial Loans and Investments”. The unfunded portion of the construction loans totaled $5.6 million of December 31, 2022. |
BUSINESS SEGMENT DATA
BUSINESS SEGMENT DATA | 12 Months Ended |
Dec. 31, 2022 | |
BUSINESS SEGMENT DATA | |
BUSINESS SEGMENT DATA | NOTE 23. BUSINESS SEGMENT DATA The Company operates in four primary business segments: income properties, management services, commercial loans and investments, and real estate operations. The management services segment consists of the revenue generated from managing PINE and the Land JV. Our income property operations consist of income-producing properties, and our business plan is focused on investing in additional income-producing properties. Our income property operations accounted for 91% and 86% of our identifiable assets as of December 31, 2022 and 2021, respectively, and 83.6%, 72.1%, and 88.6% of our consolidated revenues for the years ended December 31, 2022, 2021, and 2020, respectively. Our management fee income consists of the management fees earned for the management of PINE and the Land JV. As of December 31, 2022, our commercial loan and investment portfolio consisted of three commercial loan investments and one preferred equity investment which is classified as a commercial loan investment. Our continuing real estate operations consists of revenues generated from leasing and royalty income from our interests in subsurface oil, gas, and mineral rights, and the generation and sale of mitigation credits. The Company evaluates segment performance based on operating income. The Company’s reportable segments are strategic business units that offer different products. They are managed separately because each segment requires different management techniques, knowledge, and skills. Information about the Company’s operations in different segments for the years ended December 31, 2022, 2021, and 2020 is as follows (in thousands): For the Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues: Income Properties $ 68,857 $ 50,679 $ 49,953 Management Fee Income 3,829 3,305 2,744 Interest Income From Commercial Loans and Investments 4,172 2,861 3,034 Real Estate Operations 5,462 13,427 650 Total Revenues $ 82,320 $ 70,272 $ 56,381 Operating Income: Income Properties $ 48,493 $ 36,864 $ 37,964 Management Fee Income 3,829 3,305 2,744 Interest Income From Commercial Loans and Investments 4,172 2,861 3,034 Real Estate Operations 2,969 4,812 (2,572) General and Corporate Expense (41,754) (31,783) (30,630) Impairment Charges — (17,599) (9,147) Gain (Loss) on Disposition of Assets (7,042) 28,316 9,746 Gain (Loss) on Extinguishment of Debt — (3,431) 1,141 Total Operating Income $ 10,667 $ 23,345 $ 12,280 Depreciation and Amortization: Income Properties $ 28,799 $ 20,561 $ 19,036 Corporate and Other 56 20 27 Total Depreciation and Amortization $ 28,855 $ 20,581 $ 19,063 Capital Expenditures: Income Properties $ 331,754 $ 256,456 $ 188,849 Commercial Loans and Investments 53,369 364 7,150 Corporate and Other 42 34 30 Total Capital Expenditures $ 385,165 $ 256,854 $ 196,029 Identifiable assets of each segment as of December 31, 2022 and 2021 are as follows (in thousands): As of December 31, 2022 December 31, 2021 Identifiable Assets: Income Properties $ 902,427 $ 630,747 Management Services 1,370 1,653 Commercial Loans and Investments 32,269 39,095 Real Estate Operations 4,041 26,512 Corporate and Other 46,438 35,132 Total Assets $ 986,545 $ 733,139 Operating income represents income from continuing operations before interest expense, investment income, and income taxes. General and corporate expenses are an aggregate of general and administrative expenses and depreciation and amortization expense. Identifiable assets by segment are those assets that are used in the Company’s operations in each segment. Real Estate Operations includes the identifiable assets of the Land JV, the Mitigation Bank, and Subsurface Interests. Corporate and other assets consist primarily of cash and restricted cash, property, plant, and equipment related to the other operations, as well as the general and corporate operations. The Management Services segment had no capital expenditures as of December 31, 2022, 2021 or 2020. |
ASSETS AND LIABILITIES HELD FOR
ASSETS AND LIABILITIES HELD FOR SALE | 12 Months Ended |
Dec. 31, 2022 | |
ASSETS AND LIABILITIES HELD FOR SALE | |
ASSETS AND LIABILITIES HELD FOR SALE | NOTE 24. ASSETS AND LIABILITIES HELD FOR SALE Assets and liabilities held for sale as of December 31, 2021 are summarized below (in thousands). There were no assets or liabilities held for sale as of December 31, 2022. As of December 31, 2021 Plant, Property, and Equipment—Net $ 6,016 Intangible Lease Assets—Net 704 Total Assets Held for Sale $ 6,720 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 25. SUBSEQUENT EVENTS Subsequent events and transactions were evaluated through February 23, 2023, the date the consolidated financial statements were issued. There were no reportable subsequent events or transactions. |
SCHEDULE III REAL ESTATE AND AC
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION | 12 Months Ended |
Dec. 31, 2022 | |
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION | |
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION | SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION FOR THE YEAR ENDED DECEMBER 31, 2022 (In thousands) Costs Capitalized Initial Cost to Company Subsequent to Acquisition Description Encumbrances Land Buildings & Improvements Improvements Carrying Costs Income Properties: Westcliff Shopping Center, Fort Worth, TX $ — $ 10,521 $ 4,196 $ 400 $ — Crabby's Oceanside, Daytona Beach, FL — 5,836 4,249 45 — LandShark Bar & Grill, Daytona Beach, FL — 5,836 4,577 10 — Fidelity, Albuquerque, NM — 5,739 29,537 12 — General Dynamics, Reston, VA — 7,530 9,068 — — The Strand at St. Johns Town Center, Jacksonville, FL — 12,551 36,431 314 — Crossroads Towne Center, Chandler, AZ — 9,592 41,717 364 — Ashford Lane, Atlanta, GA — 37,717 33,422 11,622 — Sabal Pavilion, Tampa, FL — 3,265 20,629 — — Jordan Landing, West Jordan, UT — 10,529 5,752 — — Eastern Commons, Henderson, NV — 7,894 8,575 — — The Shops at Legacy, Plano, TX — 22,008 27,192 794 — Beaver Creek Crossings, Apex, NC — 21,383 39,194 260 — 125 Lincoln & 150 Washington, Santa Fe, NM — 459 12,525 — — 369 N. New York Ave., Winter Park, FL — 8,524 5,139 18 — The Exchange at Gwinnett, Buford, GA — 4,450 25,300 10 — Price Plaza, Katy, TX — 15,630 17,978 — — Madison Yards, Atlanta, GA — 19,780 47,938 224 — West Broad Village, Glen Allen, VA — 12,120 65,829 — — Collection at Forsyth, Cummings, GA — 9,062 75,286 — — MainStreet Portfolio, Daytona Beach, FL — 3,504 1,422 — — $ — $ 233,930 $ 515,956 $ 14,073 $ — (1) The aggregate cost, net of deferred tax liabilities, of Income Properties, Land, Buildings, and Improvements for Federal income tax purposes at December 31, 2022 is approximately $448.5 million. Gross Amount at Which Carried at Close of Period December 31, 2022 (In thousands) Land Buildings Total Accumulated Depreciation Date of Completion of Construction Date Acquired Life Income Properties: Westcliff Shopping Center, Fort Worth, TX $ 10,521 $ 4,596 $ 15,117 $ 2,528 N/A 03/01/17 10 Yrs. Crabby's Oceanside, Daytona Beach, FL 5,836 4,294 10,130 1,151 01/25/18 N/A 40 Yrs. LandShark Bar & Grill, Daytona Beach, FL 5,836 4,587 10,423 1,092 01/25/18 N/A 40 Yrs. Fidelity, Albuquerque, NM 5,739 29,549 35,288 4,779 N/A 10/04/18 45 Yrs. General Dynamics, Reston, VA 7,530 9,068 16,598 1,703 N/A 7/12/2019 35 Yrs. The Strand at St. Johns Town Center, Jacksonville, FL 12,551 36,745 49,296 4,331 N/A 12/9/2019 48 Yrs. Crossroads Towne Center, Chandler, AZ 9,592 42,081 51,673 4,220 N/A 1/24/2020 35 Yrs. Ashford Lane, Atlanta, GA 37,717 45,099 82,816 3,547 N/A 2/21/2020 36 Yrs. Sabal Pavilion, Tampa, FL 3,265 20,629 23,894 2,184 N/A 8/21/2020 40 Yrs. Jordan Landing, West Jordan, UT 10,529 5,752 16,281 549 N/A 3/2/2021 30 Yrs. Eastern Commons, Henderson, NV 7,894 8,575 16,469 715 N/A 3/10/2021 35 Yrs. The Shops at Legacy, Plano, TX 22,008 27,986 49,994 2,794 N/A 6/23/2021 32 Yrs. Beaver Creek Crossings, Apex, NC 21,383 39,454 60,837 2,005 N/A 12/2/2021 30 Yrs. 125 Lincoln & 150 Washington, Santa Fe, NM 459 12,525 12,984 672 N/A 12/20/2021 30 Yrs. 369 N. New York Ave., Winter Park, FL 8,524 5,157 13,681 303 N/A 12/20/2021 30 Yrs. The Exchange at Gwinnett, Buford, GA 4,450 25,310 29,760 765 N/A 12/30/2021 45 Yrs. Price Plaza, Katy, TX 15,630 17,978 33,608 857 N/A 3/3/2022 25 Yrs. Madison Yards, Atlanta, GA 19,780 48,162 67,942 646 N/A 7/8/2022 42 Yrs. West Broad Village, Glen Allen, VA 12,120 65,829 77,949 639 N/A 10/14/2022 40 Yrs. Collection at Forsyth, Cummings, GA 9,007 75,286 84,293 31 N/A 12/29/2022 31 Yrs. MainStreet Portfolio, Daytona Beach, FL 3,504 1,422 4,926 1 N/A 12/29/2022 25 Yrs. $ 233,875 $ 530,084 $ 763,959 $ 35,512 REAL ESTATE AND ACCUMULATED DEPRECIATION FOR THE YEAR ENDED DECEMBER 31, 2022 (In thousands) 2022 2021 2020 Cost: Balance at Beginning of Year $ 521,260 $ 472,126 $ 392,842 Additions and Improvements 281,562 206,646 147,359 Cost of Real Estate Sold (38,863) (157,512) (68,075) Balance at End of Year $ 763,959 $ 521,260 $ 472,126 Accumulated Depreciation: Balance at Beginning of Year 23,936 30,316 22,552 Depreciation and Amortization 16,262 12,270 11,207 Depreciation on Real Estate Sold (4,686) (18,650) (3,443) Balance at End of Year $ 35,512 $ 23,936 $ 30,316 Reconciliation to Consolidated Balance Sheet at December 31, 2022: Income Properties, Land, Buildings, and Improvements $ 763,959 $ 515,007 763,959 515,007 Cost Basis of Assets Classified as Held for Sale on Balance Sheet - 6,253 Total Per Schedule $ 763,959 $ 521,260 |
SCHEDULE IV MORTGAGE LOANS ON R
SCHEDULE IV MORTGAGE LOANS ON REAL ESTATE | 12 Months Ended |
Dec. 31, 2022 | |
SCHEDULE IV MORTGAGE LOANS ON REAL ESTATE | |
Schedule IV MORTGAGE LOANS ON REAL ESTATE | SCHEDULE IV MORTGAGE LOANS ON REAL ESTATE FOR THE YEAR ENDED DECEMBER 31, 2022 There was a portfolio of three commercial loan investments and one preferred equity investment which is classified as a commercial loan investment as of December 31, 2022 (in thousands). Description Interest Rate Final Maturity Date Periodic Payment Terms Prior Liens Face Amount of Mortgages Carrying Amounts of Mortgages (2) Principal Amount of Loans Subject to Delinquent Principal or Interest Mortgage Note – 4311 Maple Avenue – Dallas, TX 7.50% April 2023 Monthly Interest Payments $ — $ 400 $ 395 $ — Construction Loan – The Exchange At Gwinnett – Buford, GA 7.25% January 2024 Monthly Interest Payments — 220 173 — Preferred Investment - Watters Creek – Allen, TX 8.50% April 2025 Monthly Interest Payments — 30,000 29,887 — Improvement Loan - Ashford Lane – Atlanta, GA 12.00% April 2025 Monthly Interest Payments — 1,453 1,453 — Totals $ — $ 32,073 $ 31,908 $ — The following represents the activity within the Company’s commercial loans and investments segment for the years ended December 31, 2022, 2021, and 2020 (in thousands): 2022 2021 2020 Balance at Beginning of Year $ 39,095 $ 38,320 $ 34,625 Additions During the Year: New Mortgage Loans 53,282 364 28,360 Collection of Origination Fees 87 — (125) Accretion of Origination Fees (1) 174 2 161 Gain on Sale of Loans 807 — — Imputed Interest Over Rent Payments on Ground Lease Loan 97 409 399 Deductions During the Year: Collection of Principal (61,634) — (23,132) Impairment / CECL Reserve — — (1,968) Balance at End of Year $ 31,908 $ 39,095 $ 38,320 (1) Non-cash accretion of loan origination fees. (2) The aggregate carrying amount of mortgages for Federal income tax purposes at December 31, 2022 totaled $31.9 million. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation | 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 inter-company balances and transactions have been eliminated in the consolidated financial statements. As of December 31, 2022, the Company has an equity investment in PINE. Prior to the Interest Purchase (hereinafter defined in Note 7, “Investment in Joint Ventures”) completed on September 30, 2021, the Company held a 30% retained interest in the entity that owns the Mitigation Bank. On December 29, 2022, the Company completed the sale of the entity that owned the Mitigation Bank. Additionally, the Company held a 33.5% retained interest in the entity that held approximately 1,600 acres of undeveloped land in Daytona Beach, FL (the “Land JV”) prior the sale of all of its remaining land holdings, which sale was completed on December 10, 2021, for $66.3 million to Timberline Acquisition Partners, LLC an affiliate of Timberline Real Estate Partners (the “Land JV Sale”) |
Segment Reporting | SEGMENT REPORTING ASC Topic 280 , Segment Reporting |
Use of Estimates in the Preparation of Financial Statements | USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. 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. Among other factors, fluctuating market conditions that can exist in the national real estate markets and the volatility and uncertainty in the financial and credit markets make it possible that the estimates and assumptions, most notably those related to the Company’s investment in income properties, could change materially due to continued volatility in the real estate and financial markets, or as a result of a significant dislocation in those markets. |
Recently Issued Accounting Standards | RECENTLY ISSUED ACCOUNTING STANDARDS Cessation of LIBOR. Debt with Conversion and Other Options. |
Cash and Cash Equivalents | CASH AND CASH EQUIVALENTS Cash and cash equivalents includes 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 December 31, 2022 and 2021 include certain amounts over the Federal Deposit Insurance Corporation limits. |
Restricted Cash | RESTRICTED CASH Restricted cash totaled $1.9 million at December 31, 2022, of which $0.6 million is being held in an escrow account in connection with the Mitigation Bank as required by the applicable state and federal permitting authorities, and $1.3 million is being held in two interest reserve accounts related to the Company’s commercial loans and investments. |
Investment Securities | INVESTMENT SECURITIES In accordance with FASB ASC Topic 320, Investments – Debt and Equity Securities The cost of Investment Securities sold, if any, is based on the specific identification method. Interest and dividends on Investment Securities are included in investment income in the consolidated statements of operations. |
Derivative Financial Instruments and Hedging Activity | DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITY The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging The Company documented the relationship between the hedging instruments and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transactions. At the hedges’ inception, the Company assessed whether the derivatives that are used in hedging the transactions are highly effective in offsetting changes in cash flows of the hedged items, and we will continue to do so on a quarterly basis. Changes in fair value of the hedging instruments that are highly effective and designated and qualified as cash-flow hedges are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged items (See Note 17, “Interest Rate Swaps”). |
Fair Value of Financial Instruments | 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 December 31, 2022 and 2021, approximate fair value because of the short maturity of these instruments. The carrying value of the Company’s Credit Facility (hereinafter defined) as of December 31, 2022 and 2021, approximates current market rates for revolving credit arrangements with similar risks and maturities. The face value of the Company’s fixed rate commercial loans and investments, the 2026 Term Loan (hereinafter defined), the 2027 Term Loan (hereinafter defined), the 2028 Term Loan (hereinafter defined), mortgage note, and convertible debt held as of December 31, 2022 and 2021 are measured at fair value based on current market rates for financial instruments with similar risks and maturities (see Note 9, “Fair Value of Financial Instruments”). |
Fair Value Measurements | 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 U.S. 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. U.S. 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. |
Recognition of Interest Income from Commercial Loans and Investments | RECOGNITION OF INTEREST INCOME FROM COMMERCIAL LOANS AND INVESTMENTS Interest income on commercial loans and 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 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. |
Mitigation Credits and Mitigation Credit Rights | MITIGATION CREDITS AND MITIGATION CREDIT RIGHTS Mitigation credits and mitigation credit rights are stated at historical cost. As these assets are sold, the related revenues and cost of sales are reported as revenues from, and direct costs of, real estate operations, respectively, in the consolidated statements of operations. |
Accounts Receivable | ACCOUNTS RECEIVABLE Accounts receivable related to income properties, which are classified in other assets on the consolidated balance sheets, primarily consist of accrued tenant reimbursable expenses and other tenant receivables. Receivables related to income property tenants totaled $2.2 million and $0.9 million as of December 31, 2022 and 2021, respectively. The $1.3 million increase is primarily attributable to an increase in estimated accrued receivables for variable lease payments including common area maintenance, insurance, real estate taxes and other operating expenses. Accounts receivable related to real estate operations, which are classified in other assets on the consolidated balance sheets, totaled $0.8 million and $1.1 million as of December 31, 2022 and 2021, respectively. The accounts receivable as of December 31, 2022 and 2021 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 as more fully described in Note 12, “Other Assets.” As of December 31, 2022 and 2021, $0.2 million and $0.3 million was due from the buyer of the golf operations for the rounds surcharge the Company paid to the City of Daytona Beach, respectively. The collectability of the aforementioned receivables shall be considered and adjusted through an allowance for credit losses pursuant to ASC 326, Financial Instruments-Credit Losses |
Purchase Accounting for Acquisitions of Real Estate Subject to a Lease | PURCHASE ACCOUNTING FOR ACQUISITIONS OF REAL ESTATE SUBJECT TO A LEASE Investments in real estate are carried at cost less accumulated depreciation and impairment losses, if any. The cost of investments in real estate reflects their purchase price or development cost. We evaluate each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In accordance with FASB guidance, 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. 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. 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 management believes that it is likely that the tenant will renew the lease upon expiration, in which case the Company amortizes the value attributable to the renewal over the renewal period. The value of in-place leases and leasing costs are 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 Company incurs costs related to the development and leasing of its properties. Such costs include, but are not limited to, tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements, and are included in construction in progress during the development period. When a construction project is considered to be substantially complete, the capitalized costs are reclassified to the appropriate real estate asset and depreciation begins. The Company assesses the level of construction activity to determine the amount, if any, of interest expense to be capitalized to the underlying construction projects. |
Sales of Real Estate | SALES OF REAL ESTATE When income properties are disposed of, the related cost basis of the real estate, intangible lease assets, and intangible lease liabilities, net of accumulated depreciation and/or amortization, and any accrued straight-line rental income balance for the underlying operating leases are removed, and gains or losses from the dispositions are reflected in net income within gain on disposition of assets. In accordance with the FASB guidance, gains or losses on sales of real estate are generally recognized using the full accrual method. Gains and losses on land sales, in addition to the sale of Subsurface Interests and mitigation credits, are accounted for as required by FASB ASC Topic 606, Revenue from Contracts with Customers |
Property, Plant, and Equipment | PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment are stated at cost, less accumulated depreciation and amortization. Such properties are depreciated on a straight-line basis over their estimated useful lives. Renewals and betterments are capitalized to property accounts. The cost of maintenance and repairs is expensed as incurred. The cost of property retired or otherwise disposed of, and the related accumulated depreciation or amortization, are removed from the accounts, and any resulting gain or loss is recorded in the consolidated statement of operations. The amount of depreciation of property, plant, and equipment, exclusive of amortization related to intangible assets, recognized for the years ended December 31, 2022, 2021, and 2020, was $16.6 million, $12.3 million, and $11.3 million, respectively. No interest was capitalized during the years ended December 31, 2021 or 2020. During the year ended December 31, 2022, $0.2 million of interest was capitalized. Income Properties Buildings and Improvements 3 - 48 Years Other Furnishings and Equipment 3 - 25 Years |
Long-Lived Assets | LONG-LIVED ASSETS The Company follows FASB ASC Topic 360-10, Property, Plant, and Equipment |
Income Property Leases | INCOME PROPERTY LEASES The rental of the Company’s income properties are classified as operating leases. Pursuant to FASB ASC Topic 842, Leases |
Operating Lease Expense | OPERATING LEASE EXPENSE The Company leases property and equipment, which are classified as operating leases. The Company recognizes lease expense on a straight-line basis over the term of the lease. |
Other Real Estate Interests | OTHER REAL ESTATE INTERESTS From time to time, the Company will release surface entry rights related to subsurface acres owned by the Company upon request of the surface owner. The Company recognizes revenue from the release at the time the transaction is consummated, unless the right is released under a deferred payment plan and the initial payment does not meet the criteria established under FASB ASC Topic 606, Revenue from Contracts with Customers |
Income Taxes | INCOME TAXES The Company elected to be taxed as a REIT for U.S. federal income tax purposes under the Code commencing with its taxable year ended December 31, 2020. The Company believes that, commencing with such taxable year, it has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. To comply with certain REIT requirements, the Company holds certain of its non-REIT assets and operations through taxable REIT subsidiaries (“TRSs”) and subsidiaries of TRSs, which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company held a total of two TRSs subject to taxation. The Company’s TRSs will file tax returns separately as C-Corporations. The Company uses the asset and liability method to account for income taxes for the Company’s TRSs. 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 21, “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, and 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. |
Earnings Per Common Share | EARNINGS PER COMMON SHARE Basic earnings per common share is computed by dividing net income attributable to common stockholders for the period by the weighted average number of shares outstanding for the period. Diluted earnings per common share is based on the assumption of the conversion of stock options and vesting of restricted stock at the beginning of each period using the treasury stock method at average cost for the periods. Effective as of January 1, 2022, diluted earnings per common share also reflects the 2025 Notes (hereinafter defined) on an if-converted basis, see Note 14, “Common Stock and Earnings Per Share.” |
Concentration of Credit Risk | CONCENTRATION OF CREDIT RISK Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company also has certain tenants within our income property portfolio that make up more than 10% of our geographic concentration and/or revenues, as described below: ● Square Footage Concentrations. As of December 31, 2022, a total of 29% , 15% , 12% , and 11% of the Company’s income property portfolio, based on square footage, were located in the state of Georgia, Texas, Virginia, and Florida, respectively. As of December 31, 2021, a total of 23% , 13% , 13% , 12% , and 16% of the Company’s income property portfolio, based on square footage, were located in the state of Florida, Georgia, New Mexico, North Carolina, and Texas, respectively. ● Tenant Concentrations. We did not have any tenants that accounted for more than 10% of total revenues during the years ended December 31, 2022 or 2021. We had one tenant, Wells Fargo, located in Raleigh, North Carolina, that accounted for 10.9% of our total revenue during the year ended December 31, 2020. This property also represented 18.1% of the total square footage of our income property portfolio as of December 31, 2020. ● Base Rent Concentrations. A total of 33% , 16% , 13% , and 12% of our base rent revenue during the year ended December 31, 2022 was generated from tenants located in Georgia, Texas, Virginia and Florida, respectively. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of estimated useful lives for property, plant, and equipment | Income Properties Buildings and Improvements 3 - 48 Years Other Furnishings and Equipment 3 - 25 Years |
INCOME PROPERTIES (Tables)
INCOME PROPERTIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Table Text Blocks | |
Schedule of components of leasing revenue | Year Ended December 31, 2022 2021 2020 Leasing Revenue Lease Payments $ 54,083 $ 41,791 $ 39,825 Variable Lease Payments 14,774 8,888 10,128 Total Leasing Revenue $ 68,857 $ 50,679 $ 49,953 |
Schedule of minimum future base rental revenue on non-cancelable leases | Year Ending December 31, Amounts 2023 $ 72,552 2024 66,390 2025 61,717 2026 52,866 2027 42,785 2028 and Thereafter (Cumulative) 118,490 Total $ 414,800 |
COMMERCIAL LOANS AND INVESTME_2
COMMERCIAL LOANS AND INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
COMMERCIAL LOANS AND INVESTMENTS | |
Schedule of components of commercial loan investment portfolio | Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 $ 400 $ 400 $ 395 7.50% Construction Loan – The Exchange At Gwinnett – Buford, GA January 2022 January 2024 8,700 220 173 7.25% Preferred Investment - Watters Creek – Allen, TX April 2022 April 2025 30,000 30,000 29,887 8.50% Improvement Loan - Ashford Lane – Atlanta, GA May 2022 April 2025 1,500 1,453 1,453 12.00% $ 40,600 $ 32,073 $ 31,908 Description Date of Investment Maturity Date Original Face Amount Current Face Amount Carrying Value Coupon Rate Carpenter Hotel – 400 Josephine Street, Austin, TX July 2019 N/A $ 16,250 $ 16,250 $ 17,189 N/A Westland Gateway Plaza – Hialeah, FL September 2020 N/A 21,085 21,085 21,148 N/A Mortgage Note – 4311 Maple Avenue – Dallas, TX October 2020 April 2023 400 400 394 7.50% Mortgage Note – 110 N Beach Street – Daytona Beach, FL June 2021 December 2022 364 364 364 10.00% $ 38,099 $ 38,099 $ 39,095 The carrying value of the commercial loans and investment portfolio at December 31, 2022 and 2021 consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Current Face Amount $ 32,073 $ 38,099 Imputed Interest over Rent Payments Received — 1,002 Unaccreted Origination Fees (161) (2) CECL Reserve (4) (4) Total Commercial Loans and Investments $ 31,908 $ 39,095 |
REAL ESTATE OPERATIONS (Tables)
REAL ESTATE OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
REAL ESTATE OPERATIONS | |
Summary of land and development costs | Land and development costs at December 31, 2022 and 2021 were as follows (in thousands): As of December 31, 2022 December 31, 2021 Land and Development Costs $ 358 $ 358 Subsurface Interests 327 334 Total Land and Development Costs $ 685 $ 692 |
Schedule of components of real estate operations revenue | Revenue from continuing real estate operations consisted of the following for the years ended December 31, 2022, 2021, and 2020 (in thousands): December 31, 2022 2021 2020 Mitigation Credit Sales $ 3,462 $ 708 $ 6 Subsurface Revenue - Other 1,904 4,724 638 Land Sales Revenue 96 7,995 — Fill Dirt and Other Revenue — — 6 Total Real Estate Operations Revenue $ 5,462 $ 13,427 $ 650 |
RELATED PARTY MANAGEMENT SERV_2
RELATED PARTY MANAGEMENT SERVICES BUSINESS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
RELATED PARTY MANAGEMENT SERVICES BUSINESS | |
Schedule of amounts due from PINE | The following table represents amounts due from PINE to the Company as of December 31, 2022 and 2021 which are included in other assets on the consolidated balance sheets (in thousands): As of Description December 31, 2022 December 31, 2021 Management Services Fee due From PINE $ 993 $ 913 Dividend Receivable 337 330 Other (30) 410 Total $ 1,300 $ 1,653 |
INVESTMENT IN JOINT VENTURES (T
INVESTMENT IN JOINT VENTURES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Land JV | |
Summarized financial information of the Company's JV Investment | The following table provides summarized financial information of the Land JV for the years ended December 31, 2022, 2021, and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues $ — $ 67,367 $ 65,446 Direct Cost of Revenues — (8,867) (13,012) Operating Income $ — $ 58,500 $ 52,434 Other Operating Expenses — (376) (462) Net Income $ — $ 58,124 $ 51,972 |
Mitigation Bank | |
Summarized financial information of the Company's JV Investment | The following table provides summarized financial information of the Mitigation Bank JV for the years ended December 31, 2022, 2021 and 2020 (in thousands). Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues $ — $ 512 $ 4,109 Direct Cost of Revenues — (16) (167) Operating Income $ — $ 496 $ 3,942 Other Operating Expenses — (162) (175) Net Income $ — $ 334 $ 3,767 |
INVESTMENT SECURITIES (Tables)
INVESTMENT SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
INVESTMENT SECURITIES | |
Schedule of marketable securities | The Company’s available-for-sale securities as of December 31, 2022 and 2021 are summarized below (in thousands): Cost Unrealized Gains in Investment Income Unrealized Losses in Investment Income Estimated Fair Value (Level 1 Inputs) December 31, 2022 Common Stock $ 18,382 $ 308 $ — $ 18,690 Operating Units 23,253 98 — 23,351 Total Equity Securities 41,635 406 — 42,041 Total Available-for-Sale Securities $ 41,635 $ 406 $ — $ 42,041 December 31, 2021 Common Stock $ 15,643 $ 868 $ — $ 16,511 Operating Units 23,253 1,273 — 24,526 Total Equity Securities 38,896 2,141 — 41,037 Total Available-for-Sale Securities $ 38,896 $ 2,141 $ — $ 41,037 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | |
Schedule of carrying value and estimated fair value of financial instruments | December 31, 2022 December 31, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Cash and Cash Equivalents - Level 1 $ 19,333 $ 19,333 $ 8,615 $ 8,615 Restricted Cash - Level 1 $ 1,861 $ 1,861 $ 22,734 $ 22,734 Commercial Loans and Investments - Level 2 $ 31,908 $ 32,960 $ 39,095 $ 39,109 Long-Term Debt - Level 2 $ 445,583 $ 426,421 $ 278,273 $ 288,000 |
Schedule of fair value of assets measured on recurring basis by Level | Fair Value at Reporting Date Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2022 Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 4,586 $ — $ 4,586 $ — Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 1,461 $ — $ 1,461 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swap $ 10,111 $ — $ 10,111 $ — Cash Flow Hedge - 2028 Term Loan Interest Rate Swap $ (397) $ — $ (397) $ — Investment Securities $ 42,041 $ 42,041 $ — $ — December 31, 2021 Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 727 $ — $ 727 $ — Cash Flow Hedge - 2026 Term Loan Interest Rate Swap $ 240 $ — $ 240 $ — Cash Flow Hedge - 2027 Term Loan Interest Rate Swap $ 550 $ — $ 550 $ — Investment Securities $ 41,037 $ 41,037 $ — $ — |
INTANGIBLE ASSETS AND LIABILI_2
INTANGIBLE ASSETS AND LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
INTANGIBLE ASSETS AND LIABILITIES | |
Schedule of components of intangible lease assets and liabilities | As of December 31, 2022 December 31, 2021 Intangible Lease Assets: Value of In-Place Leases $ 90,335 $ 59,293 Value of Above Market In-Place Leases 32,008 23,216 Value of Intangible Leasing Costs 25,531 18,456 Sub-total Intangible Lease Assets 147,874 100,965 Accumulated Amortization (31,890) (21,473) Sub-total Intangible Lease Assets—Net 115,984 79,492 Intangible Lease Liabilities (Included in Accrued and Other Liabilities): Value of Below Market In-Place Leases (12,307) (6,942) Sub-total Intangible Lease Liabilities (12,307) (6,942) Accumulated Amortization 2,422 1,341 Sub-total Intangible Lease Liabilities—Net (9,885) (5,601) Total Intangible Assets and Liabilities—Net $ 106,099 $ 73,891 |
Schedule of amortization of intangible assets and liabilities | The following table reflects the net amortization of intangible assets and liabilities during the years ended December 31, 2022, 2021, and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Amortization Expense $ 12,300 $ 8,264 $ 7,805 Accretion to Income Properties Revenue 2,161 (404) (1,754) Net Amortization of Intangible Assets and Liabilities $ 14,461 $ 7,860 $ 6,051 |
Schedule of estimated future amortization and accretion of intangible lease assets and liabilities | The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands): Year Ending December 31, Future Amortization Amount Future Accretion to Income Property Revenue Net Future Amortization of Intangible Assets and Liabilities 2023 $ 14,977 $ 2,757 $ 17,734 2024 14,764 2,803 17,567 2025 12,944 2,878 15,822 2026 11,233 2,597 13,830 2027 10,978 1,408 12,386 2028 and Thereafter 25,509 3,251 28,760 Total $ 90,405 $ 15,694 $ 106,099 |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
OTHER ASSETS | |
Schedule of components of other assets | As of December 31, 2022 December 31, 2021 Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts (1) $ 2,206 $ 885 Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance 6,214 5,180 Operating Leases - Right-of-Use Asset 63 168 Golf Rounds Surcharge 216 338 Cash Flow Hedge - Interest Rate Swap 16,158 1,543 Infrastructure Reimbursement Receivables 824 1,080 Prepaid Expenses, Deposits, and Other 5,421 3,526 Due from Alpine Income Property Trust, Inc. 1,300 1,653 Financing Costs, Net of Accumulated Amortization 2,051 524 Total Other Assets $ 34,453 $ 14,897 (1) Includes a $1.8 million and $0.5 million allowance for doubtful accounts as of December 31, 2022 and 2021, respectively. |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
EQUITY | |
Schedule of details of public offering | The following details the public offering (in thousands, except per share data): Series Dividend Rate Issued Shares Outstanding Gross Proceeds Net Proceeds Dividend per Share Earliest Redemption Date Series A 6.375% July 2021 3,000,000 $ 75,000 $ 72,428 $ 0.3984 July 2026 |
Schedule of dividend declared and paid for stock | The following table outlines dividends declared and paid for each issuance of CTO’s stock during the years ended December 31, 2022, 2021, and 2020 (in thousands, except per share data): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Series A Preferred Stock Dividends $ 4,781 $ 2,325 $ — Per Share $ 1.59 $ 0.77 $ — Common Stock Dividends $ 28,896 $ 23,580 $ 64,665 (1) Per Share $ 1.49 $ 1.33 $ 4.63 (1) (1) Represents the aggregate of (i) $0.63 per share of regular cash dividends totaling $8.9 million and (ii) $3.99 per share Special Distribution totaling $55.8 million, of which $5.6 million was paid in cash. |
COMMON STOCK AND EARNINGS PER_2
COMMON STOCK AND EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
COMMON STOCK AND EARNINGS PER SHARE | |
Schedule of computation of earnings per share | Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Basic and Diluted Earnings: Net Income (Loss) Attributable to Common Stockholders, Used in Basic EPS $ (1,623) $ 27,615 $ 78,509 Add Back: Effect of Dilutive Interest Related to 2025 Notes (1) — — — Net Income (Loss) Attributable to Common Stockholders, Used in Diluted EPS $ (1,623) $ 27,615 $ 78,509 Basic and Diluted Shares: Weighted Average Shares Outstanding, Basic 18,508,201 17,676,809 14,114,631 Common Shares Applicable to Dilutive Effect of 2025 Notes (2) — — — Weighted Average Shares Outstanding, Diluted 18,508,201 17,676,809 14,114,631 Per Share Information: Net Income (Loss) Attributable to Common Stockholders Basic and Diluted $ (0.09) $ 1.56 $ 5.56 (1) As applicable, includes interest expense, amortization of discount, amortization of fees, and other changes in net income or loss that would result from the assumed conversion of the 2025 Convertible Senior Notes to derive FFO effective January 1, 2022 due to the implementation of ASU 2020-06 which requires presentation on an if-converted basis. For the year ended December 31 2022, a total of $2.2 million of interest was not included, as the impact of the 2025 Notes, if-converted, would be antidilutive to the net loss attributable to common stockholders of $1.6 million. (2) A total of 3.1 million shares, representing the dilutive impact of the 2025 Notes, upon adoption of ASU 2020-06 effective January 1, 2022, were not included in the computation of diluted net loss attributable to common stockholders for the year ended December 31, 2022 because they were antidilutive to the net loss attributable to common stockholders of $1.6 million. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
LONG-TERM DEBT | |
Schedule of outstanding indebtedness, at face value | As of December 31, 2022, the Company’s outstanding indebtedness, at face value, was as follows (in thousands): Face Value Debt Maturity Date Interest Rate Credit Facility $ 113,750 January 2027 30-day SOFR + 0.10% + 2026 Term Loan (1) 65,000 March 2026 30-day SOFR + 0.10% + 2027 Term Loan (2) 100,000 January 2027 30-day SOFR + 0.10% + 2028 Term Loan (3) 100,000 January 2028 30-day SOFR + 0.10% + 3.875% Convertible Senior Notes due 2025 51,034 April 2025 3.875% Mortgage Note Payable 17,800 August 2026 4.060% Total Long-Term Face Value Debt $ 447,584 (1) The Company utilized interest rate swaps on the $65.0 million 2026 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 0.26% plus the 10 bps SOFR adjustment plus the applicable spread. (2) The Company utilized interest rate swaps on the $100.0 million 2027 Term Loan balance to fix SOFR and achieve a fixed swap rate of 0.64% plus the 10 bps SOFR adjustment plus the applicable spread (3) The Company entered into interest rate swaps on the $100.0 million 2028 Term Loan balance to fix SOFR and achieve a weighted average fixed swap rate of 3.78% plus the 10 bps SOFR adjustment plus the applicable spread. |
Schedule of components of long-term debt | Long-term debt consisted of the following (in thousands): December 31, 2022 December 31, 2021 Total Due Within One Year Total Due Within One Year Credit Facility $ 113,750 $ — $ 67,000 $ — 2026 Term Loan 65,000 — 65,000 — 2027 Term Loan 100,000 — 100,000 — 2028 Term Loan 100,000 — — — 3.875% Convertible Senior Notes, net of Discount 50,670 — 47,469 — Mortgage Note Payable 17,800 — — Financing Costs, net of Accumulated Amortization (1,637) — (1,196) — Total Long-Term Debt $ 445,583 $ — $ 278,273 $ — |
Schedule of payments applicable to reduction of principal amounts | As of December 31, 2022 Amount 2023 $ — 2024 — 2025 51,034 2026 82,800 2027 213,750 2028 and Thereafter 100,000 Total Long-Term Debt - Face Value $ 447,584 |
Schedule of carrying value of long-term debt | The carrying value of long-term debt as of December 31, 2022 consisted of the following (in thousands): Total Current Face Amount $ 447,584 Unamortized Discount on Convertible Debt (364) Financing Costs, net of Accumulated Amortization (1,637) Total Long-Term Debt $ 445,583 |
Schedule of interest expense on debt | The following table reflects a summary of interest expense incurred and paid during the years ended December 31, 2022, 2021 and 2020 (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Interest Expense $ 10,171 $ 7,065 $ 9,005 Amortization of Deferred Financing Costs 755 586 454 Amortization of Discount on Convertible Notes 189 1,278 1,379 Total Interest Expense $ 11,115 $ 8,929 $ 10,838 Total Interest Paid $ 9,862 $ 7,274 $ 9,716 |
INTEREST RATE SWAPS (Tables)
INTEREST RATE SWAPS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
INTEREST RATE SWAPS | |
Schedule of interest rate swap agreements | Hedged Item (1) Effective Date Maturity Date Rate Amount Fair Value as of December 31, 2022 2026 Term Loan 3/10/2021 3/29/2024 0.12% + 0.10% + applicable spread $ 50,000 $ 2,818 2026 Term Loan 3/29/2024 3/10/2026 1.44% + 0.10% + applicable spread $ 50,000 $ 1,768 2026 Term Loan 8/31/2021 3/10/2026 0.70% + 0.10% + applicable spread $ 15,000 $ 1,461 2027 Term Loan 11/5/2021 3/29/2024 0.64% + 0.10% + applicable spread $ 100,000 $ 5,007 2027 Term Loan 3/29/2024 1/31/2027 1.35% + 0.10% + applicable spread $ 100,000 $ 5,104 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ (194) 2028 Term Loan 9/30/2022 1/31/2028 3.78% + 0.10% + applicable spread $ 50,000 $ (203) (1) Effective September 30, 2022 the Company converted its existing interest rate swaps from 1-month LIBOR to SOFR. |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
ACCRUED AND OTHER LIABILITIES | |
Schedule of components of accrued and other liabilities | Accrued and other liabilities consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Accrued Property Taxes $ 716 $ 813 Reserve for Tenant Improvements 6,186 5,457 Tenant Security Deposits 2,719 1,942 Accrued Construction Costs 903 190 Accrued Interest 872 431 Environmental Reserve 67 81 Cash Flow Hedge - Interest Rate Swaps 397 26 Operating Leases - Liability 64 198 Other 6,104 3,983 Total Accrued and Other Liabilities $ 18,028 $ 13,121 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
DEFERRED REVENUE | |
Schedule of components of deferred revenue | Deferred revenue consisted of the following (in thousands): As of December 31, 2022 December 31, 2021 Prepaid Rent $ 3,951 $ 3,921 Interest Reserve from Commercial Loans and Investments 1,262 — Tenant Contributions 522 574 Other Deferred Revenue — 10 Total Deferred Revenue $ 5,735 $ 4,505 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
STOCK-BASED COMPENSATION | |
Summary of share activity for all equity classified stock compensation | A summary of share activity for all equity classified stock compensation during the year ended December 31, 2022, is presented below. As described in Note 13, “Equity” all share counts herein have been retroactively adjusted for the three-for-one stock split effective July 1, 2022. Type of Award Shares Outstanding at 1/1/2022 Granted Shares Vested / Exercised Shares Expired Shares Forfeited Shares Shares Outstanding at 12/31/22 Equity Classified - Performance Share Awards - Peer Group Market Condition Vesting 234,354 69,168 (73,275) — — 230,247 Equity Classified - Three Year Vest Restricted Shares 154,509 137,448 (72,465) — (7,413) 212,079 Equity Classified - Non-Qualified Stock Option Awards 64,623 — (64,623) — — — Total Shares 453,486 206,616 (210,363) — (7,413) 442,326 |
Schedule of amounts recognized for stock-based compensation | Amounts recognized in the financial statements for stock-based compensation are as follows (in thousands): Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Total Cost of Share-Based Plans Charged Against Income Before Tax Effect $ 3,232 $ 3,168 $ 2,786 Income Tax Expense Recognized in Income $ — $ — $ (678) |
January 28, 2017 | |
STOCK-BASED COMPENSATION | |
Summary of performance share awards activity | Performance Shares With Market Conditions Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2020 147,825 $ 21.86 Granted 79,323 $ 18.61 Vested (37,905) $ 18.55 Expired — — Forfeited (21,690) $ 21.27 Non-Vested at December 31, 2020 167,553 $ 21.15 Granted 144,402 $ 10.68 Vested (52,254) $ 19.43 Expired — — Forfeited (25,347) $ 15.68 Non-Vested at December 31, 2021 234,354 $ 15.67 Granted 69,168 $ 20.76 Vested (73,275) $ 16.76 Expired — — Forfeited — — Non-Vested at December 31, 2022 230,247 $ 16.85 |
January 28, 2018 | |
STOCK-BASED COMPENSATION | |
Summary of nonvested restricted stock award activity | A summary of the activity for these awards during the years ended December 31, 2022, 2021, and 2020 is presented below: Market Condition Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Non-Vested at January 1, 2020 22,000 $ 41.71 Granted — — Vested — — Expired — — Forfeited — — Non-Vested at December 31, 2020 22,000 $ 41.71 Granted — — Vested — — Expired (22,000) $ 41.71 Forfeited — — Non-Vested at December 31, 2021 — — Granted — — Vested — — Expired — — Forfeited — — Non-Vested at December 31, 2022 — — |
Three-Year Vesting | |
STOCK-BASED COMPENSATION | |
Summary of nonvested restricted stock award activity | Non-Vested Restricted Shares Shares Wtd. Avg. Fair Value Per Share Non-Vested at January 1, 2020 112,785 $ 20.07 Granted 70,353 $ 18.63 Vested (54,162) $ 19.90 Expired — — Forfeited (13,539) $ 20.05 Non-Vested at December 31, 2020 115,437 $ 19.27 Granted 129,150 $ 11.82 Vested (63,660) $ 16.18 Expired — — Forfeited (26,418) $ 15.53 Non-Vested at December 31, 2021 154,509 $ 14.96 Granted 137,448 $ 19.72 Vested (72,465) $ 14.96 Expired — — Forfeited (7,413) $ 17.01 Non-Vested at December 31, 2022 212,079 $ 17.97 |
Original 2010 Plan | |
STOCK-BASED COMPENSATION | |
Summary of activity for stock option awards | Non-Qualified Stock Option Awards Shares Wtd. Avg. Ex. Price Wtd. Avg. Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 1, 2020 240,000 $ 18.54 Granted — — Exercised — — Expired — — Forfeited — — Outstanding at December 31, 2020 240,000 $ 18.54 Granted 60,996 — Exercised (236,373) $ 14.88 Expired — — Forfeited — — Outstanding at December 31, 2022 64,623 $ 14.46 Granted — — Exercised (64,623) $ 14.46 Expired — — Forfeited — — Outstanding at December 31, 2022 — $ — — $ — Exercisable at January 1, 2022 64,623 $ 14.46 3.21 $ 388,837 Exercisable at December 31, 2022 — $ — — $ — |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
INCOME TAXES | |
Schedule of total income tax benefit (expense) | Total income tax benefit is summarized as follows (in thousands): Year Ended December 31, 2022 2021 2020 Income Tax Benefit $ 2,830 $ 3,079 $ 83,499 |
Summary of provisions for income tax benefit (expense) | The provisions for income tax benefit are summarized as follows (in thousands): 2022 2021 2020 Current Deferred Current Deferred Current Deferred Federal $ (183) $ 2,571 $ 235 $ 2,362 $ 341 $ 70,106 State — 442 44 438 63 12,989 Total $ (183) $ 3,013 $ 279 $ 2,800 $ 404 $ 83,095 |
Summary of deferred income tax assets (liabilities) | Deferred Tax 2022 2021 Deferred Income Tax Assets Capital Loss Carryforward $ 1,800 $ 2,249 Net Operating Loss Carryforward 2,597 291 Gross Deferred Income Tax Assets 4,397 2,540 Less - Valuation Allowance (1,800) (2,249) Net Deferred Income Tax Assets 2,597 291 Deferred Income Tax Liabilities Unrealized Gain on Investment Securities (39) — Basis Differences in Mitigation Credit Assets (28) (774) Total Deferred Income Tax Liabilities (67) (774) Net Deferred Income Tax Liabilities $ 2,530 $ (483) |
Schedule of reconciliation of income tax computed at the federal statutory rate | Year Ended December 31, 2022 2021 2020 Income Tax Benefit Computed at Federal Statutory Rate $ 2,795 852.1 % $ 4,408 16.4 % $ 971 (19.5) % Increase (Decrease) Resulting from: State Income Tax, Net of Federal Income Tax Benefit 593 180.8 % 936 3.5 % 180 (3.6) % Income Tax on Permanently Non-Deductible Items (484) (147.6) % — 0.0 % (112) 2.2 % Tax Benefit due to De-Recognition of REIT Deferred Tax Liabilities — 0.0 % — 0.0 % 82,460 (1652.6) % Valuation Allowance — 0.0 % (2,216) (8.2) % — 0.0 % Other Reconciling Items (74) (22.6) % (49) (0.2) % — 0.0 % Benefit for Income Taxes $ 2,830 862.8 % $ 3,079 11.5 % $ 83,499 (1673.4) % |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of Commitments | As of December 31, 2022 Total Commitment (1) $ 29,033 Less Amount Funded (7,812) Remaining Commitment $ 21,221 (1) Commitment includes tenant improvements, leasing commissions, rebranding, facility expansion and other capital improvements. |
BUSINESS SEGMENT DATA (Tables)
BUSINESS SEGMENT DATA (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
BUSINESS SEGMENT DATA | |
Schedule of operations in different segments | Information about the Company’s operations in different segments for the years ended December 31, 2022, 2021, and 2020 is as follows (in thousands): For the Year Ended December 31, 2022 December 31, 2021 December 31, 2020 Revenues: Income Properties $ 68,857 $ 50,679 $ 49,953 Management Fee Income 3,829 3,305 2,744 Interest Income From Commercial Loans and Investments 4,172 2,861 3,034 Real Estate Operations 5,462 13,427 650 Total Revenues $ 82,320 $ 70,272 $ 56,381 Operating Income: Income Properties $ 48,493 $ 36,864 $ 37,964 Management Fee Income 3,829 3,305 2,744 Interest Income From Commercial Loans and Investments 4,172 2,861 3,034 Real Estate Operations 2,969 4,812 (2,572) General and Corporate Expense (41,754) (31,783) (30,630) Impairment Charges — (17,599) (9,147) Gain (Loss) on Disposition of Assets (7,042) 28,316 9,746 Gain (Loss) on Extinguishment of Debt — (3,431) 1,141 Total Operating Income $ 10,667 $ 23,345 $ 12,280 Depreciation and Amortization: Income Properties $ 28,799 $ 20,561 $ 19,036 Corporate and Other 56 20 27 Total Depreciation and Amortization $ 28,855 $ 20,581 $ 19,063 Capital Expenditures: Income Properties $ 331,754 $ 256,456 $ 188,849 Commercial Loans and Investments 53,369 364 7,150 Corporate and Other 42 34 30 Total Capital Expenditures $ 385,165 $ 256,854 $ 196,029 Identifiable assets of each segment as of December 31, 2022 and 2021 are as follows (in thousands): As of December 31, 2022 December 31, 2021 Identifiable Assets: Income Properties $ 902,427 $ 630,747 Management Services 1,370 1,653 Commercial Loans and Investments 32,269 39,095 Real Estate Operations 4,041 26,512 Corporate and Other 46,438 35,132 Total Assets $ 986,545 $ 733,139 |
ASSETS AND LIABILITIES HELD F_2
ASSETS AND LIABILITIES HELD FOR SALE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Table Text Blocks | |
Schedule of assets and liabilities held for sale and discontinued operations | As of December 31, 2021 Plant, Property, and Equipment—Net $ 6,016 Intangible Lease Assets—Net 704 Total Assets Held for Sale $ 6,720 |
ORGANIZATION (Details)
ORGANIZATION (Details) ft² in Millions | 1 Months Ended | 12 Months Ended | |||||
Apr. 27, 2022 | Dec. 10, 2021 USD ($) a | Jan. 29, 2021 | Oct. 31, 2019 | Dec. 31, 2022 USD ($) a ft² property country loan | Dec. 31, 2021 USD ($) a | Dec. 31, 2020 a | |
Real Estate Properties | |||||||
Area of land (in acres) | a | 14,600 | 84,900 | 345 | ||||
Number of commercial loan investment | loan | 3 | ||||||
Investment in Alpine Income Property Trust, Inc. | $ 42,041,000 | $ 41,037,000 | |||||
Conversion ratio on merger | 1 | ||||||
Stock split ratio | 3 | 3 | |||||
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | |||||||
Real Estate Properties | |||||||
Investment in Alpine Income Property Trust, Inc. | $ 42,041,000 | $ 41,037,000 | |||||
Investment ownership percentage (as a percent) | 14.60% | ||||||
Stock split ratio | 1 | ||||||
Land JV | |||||||
Real Estate Properties | |||||||
No. of Acres | a | 1,600 | ||||||
Final sales price | $ 66,300,000 | ||||||
Interest in the joint venture (as a percent) | 33.50% | 33.50% | 33.50% | ||||
Proceeds from sale of land | $ 24,500,000 | $ 24,500,000 | |||||
Florida | |||||||
Real Estate Properties | |||||||
Subsurface area of portfolio of mineral interests | 355,000 | ||||||
Number of countries | country | 19 | ||||||
Commercial Real Estate Portfolio Segment | |||||||
Real Estate Properties | |||||||
Number of commercial loan investment | loan | 3 | ||||||
Number of commercial properties | property | 1 | ||||||
Commercial | |||||||
Real Estate Properties | |||||||
Number of real estate properties | 23 | ||||||
Number of states in which entity operates | country | 9 | ||||||
Gross leasable space | ft² | 3.7 | ||||||
Single-tenant | |||||||
Real Estate Properties | |||||||
Number of real estate properties | property | 8 | ||||||
Multi-tenant | |||||||
Real Estate Properties | |||||||
Number of real estate properties | property | 15 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Principles of Consolidation (Details) $ in Millions | Dec. 10, 2021 USD ($) a | Dec. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2018 |
Mitigation Bank | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Equity method investment, ownership percentage (as a percent) | 30% | 30% | 30% | |
Land JV | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Equity method investment, ownership percentage (as a percent) | 33.50% | |||
Acres sold | a | 1,600 | |||
Final sales price | $ | $ 66.3 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2022 segment | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Number of business segments | 4 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted Cash and Investment Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Restricted Cash | |||
Restricted Cash | $ 1,861 | $ 22,734 | $ 29,536 |
Restricted cash, escrow account in connection with Mitigation Bank | Mitigation Bank | |||
Restricted Cash | |||
Restricted Cash | 600 | ||
Restricted cash escrow account in connection with reserves for commercial loans and investments | |||
Restricted Cash | |||
Restricted Cash | $ 1,300 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 Transaction | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Accounts Receivable | |||
Number of closed land transactions | Transaction | 2 | ||
Allowance for doubtful accounts | $ 1.8 | $ 0.5 | |
Other Assets | |||
Accounts Receivable | |||
Income Property Tenant Receivables, Net of Allowance for Doubtful Accounts | 2.2 | 0.9 | |
Income Property Tenant Receivables, Increase (Decrease) | 1.3 | ||
Accounts receivable related to real estate operations | 0.8 | 1.1 | |
Receivable from Golf operations for rounds surcharge | $ 0.2 | $ 0.3 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant, and Equipment and Golf Operations (Details) - USD ($) | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | |
PROPERTY, PLANT, AND EQUIPMENT | ||||
Depreciation | $ 16,600,000 | $ 12,300,000 | $ 11,300,000 | |
Interest capitalized | $ 200,000 | $ 0 | $ 0 | $ 0 |
Building and Building Improvements [Member] | Minimum | ||||
PROPERTY, PLANT, AND EQUIPMENT | ||||
Useful lives for property, plant, and equipment | 3 years | |||
Building and Building Improvements [Member] | Maximum | ||||
PROPERTY, PLANT, AND EQUIPMENT | ||||
Useful lives for property, plant, and equipment | 48 years | |||
Other Furnishings and Equipment | ||||
PROPERTY, PLANT, AND EQUIPMENT | ||||
Useful lives for property, plant, and equipment | 3 years | |||
Other Furnishings and Equipment | Maximum | ||||
PROPERTY, PLANT, AND EQUIPMENT | ||||
Useful lives for property, plant, and equipment | 25 years |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) subsidiary | Dec. 31, 2021 subsidiary | Dec. 31, 2020 subsidiary | |
Income Taxes | |||
REIT Eligibility, Distributable , Minimum Percentage of Taxable Income, Excluding Net Capital Gains | 90% | ||
Number of taxable REIT subsidiaries | subsidiary | 2 | 2 | 2 |
Reserves for uncertain income tax positions | $ | $ 0 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration of Credit Risk (Details) - tenant | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Square Footage | Geographic Concentration Risk | Income Properties | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 18.10% | ||
Square Footage | Geographic Concentration Risk | Income Properties | Georgia | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 29% | 13% | |
Square Footage | Geographic Concentration Risk | Income Properties | Texas | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 15% | 16% | |
Square Footage | Geographic Concentration Risk | Income Properties | VIRGINIA | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 12% | ||
Square Footage | Geographic Concentration Risk | Income Properties | Florida | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 11% | 23% | |
Square Footage | Geographic Concentration Risk | Income Properties | New Mexico | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 13% | ||
Square Footage | Geographic Concentration Risk | Income Properties | North Carolina | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 12% | ||
Base Rent Revenues | |||
CONCENTRATION OF CREDIT RISK | |||
Number of tenants | 1 | ||
Base Rent Revenues | Geographic Concentration Risk | Georgia | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 33% | ||
Base Rent Revenues | Geographic Concentration Risk | Texas | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 16% | ||
Base Rent Revenues | Geographic Concentration Risk | VIRGINIA | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 13% | ||
Base Rent Revenues | Geographic Concentration Risk | Florida | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 12% | ||
Base Rent Revenues | Customer Concentration Risk | Income Property, Wells Fargo, Raleigh, North Carolina | |||
CONCENTRATION OF CREDIT RISK | |||
Concentration risk percentage | 10.90% |
INCOME PROPERTIES - Leasing Rev
INCOME PROPERTIES - Leasing Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leasing Revenue | |||
Lease Payments | $ 54,083 | $ 41,791 | $ 39,825 |
Variable Lease Payments | 14,774 | 8,888 | 10,128 |
Total Leasing Revenue | $ 68,857 | $ 50,679 | $ 49,953 |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income | Revenues | Revenues | Revenues |
INCOME PROPERTIES - Minimum Fut
INCOME PROPERTIES - Minimum Future Base Rental Revenue on Non-cancelable Leases (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Minimum future base rental revenue on non-cancelable leases | |
2023 | $ 72,552 |
2024 | 66,390 |
2025 | 61,717 |
2026 | 52,866 |
2027 | 42,785 |
2028 and Thereafter (Cumulative) | 118,490 |
Total | $ 414,800 |
INCOME PROPERTIES - Acquisition
INCOME PROPERTIES - Acquisitions (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) ft² tenant | Dec. 31, 2021 USD ($) property tenant | Mar. 03, 2022 USD ($) | |
Acquisitions of Income Properties | |||
Weighted average amortization period of intangible assets | 6 years 1 month 6 days | ||
Face Value of Debt | $ 447,584 | ||
Fixed-Rate Mortgage Note | |||
Acquisitions of Income Properties | |||
Face Value of Debt | $ 17,800 | ||
2022 Acquisitions | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | 315,600 | ||
Purchase Price | $ 314,000 | ||
2022 Acquisitions | Multi-tenant | |||
Acquisitions of Income Properties | |||
Number of tenant repurchase options | tenant | 4 | ||
2022 Acquisitions | Single-tenant | |||
Acquisitions of Income Properties | |||
Number of real estate properties | tenant | 3 | ||
2022 Acquisitions | Income Property, Multi-tenant, Ashford Lane, Atlanta, Georgia | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 80,500 | ||
Property Square-Feet | ft² | 162,521 | ||
Purchase Price | $ 80,200 | ||
Percentage Leased at Acquisition | 98% | ||
2022 Acquisitions | Income Property, Multi tenant, West Broad Village, Glen Allen, Virginia | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 94,600 | ||
Property Square-Feet | ft² | 392,007 | ||
Purchase Price | $ 93,900 | ||
Percentage Leased at Acquisition | 83% | ||
2022 Acquisitions | Income Property Collection at Forsyth, Cummings, Georgia | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 96,400 | ||
Property Square-Feet | ft² | 560,434 | ||
Purchase Price | $ 96,000 | ||
Percentage Leased at Acquisition | 80% | ||
2022 Acquisitions | Income Property MainStreet Portfolio, Daytona Beach, Florida | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 4,900 | ||
Property Square-Feet | ft² | 28,511 | ||
Purchase Price | $ 4,800 | ||
Percentage Leased at Acquisition | 100% | ||
2022 Acquisitions | Income Property MainStreet Portfolio, Daytona Beach, Florida | Single-tenant | |||
Acquisitions of Income Properties | |||
Number of real estate properties | tenant | 3 | ||
2022 Acquisitions | Income Property, Multi-tenant, Katy, Texas | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 39,200 | ||
Property Square-Feet | ft² | 200,576 | ||
Purchase Price | $ 39,100 | ||
Percentage Leased at Acquisition | 95% | ||
2022 Acquisitions | Income Property, Multi-tenant, Katy, Texas | Fixed-Rate Mortgage Note | |||
Acquisitions of Income Properties | |||
Face Value of Debt | $ 17,800 | ||
2021 Acquisitions | |||
Acquisitions of Income Properties | |||
Number of tenant repurchase options | tenant | 8 | ||
Land | $ 78,000 | ||
Buildings and improvements | 124,900 | ||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 49,700 | ||
Intangible liabilities for below market lease value | $ 2,800 | ||
Weighted average amortization period of intangible assets | 6 years | 6 years 9 months 18 days | |
2021 Acquisitions | Nonrecurring basis | |||
Acquisitions of Income Properties | |||
Land | $ 60,100 | ||
Buildings and improvements | 208,300 | ||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 52,700 | ||
Intangible liabilities for below market lease value | $ 5,500 | ||
2021 Acquisitions | Income Property, Multi-tenant, Katy, Texas | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 249,800 | ||
Purchase Price | 249,100 | ||
2020 Acquisitions | |||
Acquisitions of Income Properties | |||
Aggregate acquisition cost including capitalized acquisition costs | $ 185,700 | ||
Weighted average amortization period of intangible assets | 4 years 6 months | ||
Purchase Price | $ 185,100 | ||
2020 Acquisitions | Commercial Real Estate Portfolio Segment | |||
Acquisitions of Income Properties | |||
Purchase Price | 21,000 | ||
2020 Acquisitions | Nonrecurring basis | |||
Acquisitions of Income Properties | |||
Land | 50,000 | ||
Buildings and improvements | 94,600 | ||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 21,900 | ||
Intangible liabilities for below market lease value | $ 1,800 | ||
2020 Acquisitions, Multi-tenant | |||
Acquisitions of Income Properties | |||
Number of real estate properties | property | 2 | ||
2020 Acquisitions, Single-tenant | |||
Acquisitions of Income Properties | |||
Number of real estate properties | property | 2 |
INCOME PROPERTIES - Disposition
INCOME PROPERTIES - Dispositions (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 USD ($) property | Dec. 31, 2021 USD ($) tenant property | Jul. 28, 2022 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Dispositions of Income Properties | |||||
Carrying Value | $ 31,908 | $ 39,095 | $ 38,320 | $ 34,625 | |
2022 Dispositions, Income Properties | |||||
Dispositions of Income Properties | |||||
Number of real estate properties | property | 6 | ||||
2022 Dispositions, Income Properties, Multi-tenant | Westland Gateway Plaza, FL | |||||
Dispositions of Income Properties | |||||
Sales price | $ 22,200 | ||||
2022 Dispositions, Income Properties, Single-tenant | Income Property, Party City Corporation, Oceanside, New York | |||||
Dispositions of Income Properties | |||||
Sales price | 6,900 | ||||
2022 Dispositions, Income Properties, Single-tenant | Income Property, Single-tenant, Outback, Austin, Texas | |||||
Dispositions of Income Properties | |||||
Sales price | 17,100 | ||||
Dispositions Income Properties 2022 Chuy's Single Tenant | Income Property, The Strand - Fogo De Chao, Jacksonville, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 5,800 | ||||
Dispositions Income Properties 2022 Firebirds Single Tenant | Income Property, The Strand - Fogo De Chao, Jacksonville, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 5,500 | ||||
Dispositions Income Properties 2022 245 Riverside Multi Tenant | Income Property, The Strand - Fogo De Chao, Jacksonville, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 23,600 | ||||
2021 Dispositions, Multi-tenant | |||||
Dispositions of Income Properties | |||||
Number Of Tenant Repurchase Options | tenant | 1 | ||||
2021 Dispositions, Single-tenant | |||||
Dispositions of Income Properties | |||||
Number Of Tenant Repurchase Options | tenant | 14 | ||||
2021 Dispositions, Single-tenant | Income Property, Burlington Coat Stores, Inc, North Richland Hills, Texas | |||||
Dispositions of Income Properties | |||||
Sales price | $ 11,500 | ||||
2021 Dispositions, Single-tenant | Income Properties, Single-tenant, CMBS Portfolio | |||||
Dispositions of Income Properties | |||||
Sales price | $ 44,500 | ||||
Number of real estate properties | property | 6 | ||||
2021 Dispositions, Single-tenant | Twenty Four Hour Fitness, Falls Church, VA | |||||
Dispositions of Income Properties | |||||
Sales price | $ 21,500 | ||||
Dispositions Income Properties 2021 Chick Fil A Single Tenant | Crossroads Property, Chandler, Arizona | |||||
Dispositions of Income Properties | |||||
Sales price | 2,900 | ||||
Dispositions Income Properties 2021 JP Morgan Chase Bank Single Tenant | Crossroads Property, Chandler, Arizona | |||||
Dispositions of Income Properties | |||||
Sales price | 4,700 | ||||
Dispositions Income Properties 2021 Fogo De Chao Single Tenant | Income Property, The Strand - Fogo De Chao, Jacksonville, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 4,700 | ||||
Dispositions Income Properties 2021 Wells Fargo Single Tenant | Income Property, Wells Fargo, Raleigh, North Carolina | |||||
Dispositions of Income Properties | |||||
Sales price | 63,000 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Westland Gateway Plaza, FL | |||||
Dispositions of Income Properties | |||||
Sales price | $ 22,200 | ||||
Carrying Value | $ 21,100 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2022 Dispositions, Income Properties | |||||
Dispositions of Income Properties | |||||
Sales price | 81,100 | ||||
Gain (Loss) on Sale | $ 4,700 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2022 Dispositions, Income Properties, Single-tenant | Income Property, Single-tenant, Moe's Southwest Grill, Jacksonville, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 2,500 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2021 Dispositions, Income Properties | |||||
Dispositions of Income Properties | |||||
Sales price | 162,300 | ||||
Gain (Loss) on Sale | 28,200 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2021 Dispositions, Multi-tenant | Income Property, World of Beer, Fuzzys Taco Shop, Brandon, Florida | |||||
Dispositions of Income Properties | |||||
Sales price | 2,300 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2020 Dispositions, Income Properties and Land Parcels | |||||
Dispositions of Income Properties | |||||
Sales price | 86,500 | ||||
Gain (Loss) on Sale | $ 8,600 | ||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income | Gain (Loss) on Disposition of Assets |
INCOME PROPERTIES - General Inf
INCOME PROPERTIES - General Information (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) property | Dec. 31, 2020 USD ($) | Mar. 11, 2022 USD ($) | Dec. 31, 2019 USD ($) | |
Acquisitions of Income Properties | |||||
Units issued | shares | 155,665 | ||||
Stock Issuance | $ 94,851 | $ 513 | |||
Payments for Tenant Improvements | 7,812 | ||||
Carrying Value | $ 31,908 | $ 39,095 | $ 38,320 | $ 34,625 | |
Amount allocated of total acquisition cost | |||||
Weighted average amortization period of intangible assets | 6 years 1 month 6 days | ||||
Weighted average amortization period of intangible liabilities | 7 years 8 months 12 days | ||||
2021 Acquisitions | |||||
Acquisitions of Income Properties | |||||
Land | 78,000 | ||||
Buildings and improvements | 124,900 | ||||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 49,700 | ||||
Intangible liabilities for below market lease value | $ 2,800 | ||||
Amount allocated of total acquisition cost | |||||
Weighted average amortization period of intangible assets | 6 years | 6 years 9 months 18 days | |||
2020 Acquisitions | |||||
Acquisitions of Income Properties | |||||
Payments to Acquire Commercial Real Estate | $ 185,100 | ||||
Aggregate acquisition cost including capitalized acquisition costs | $ 185,700 | ||||
Amount allocated of total acquisition cost | |||||
Weighted average amortization period of intangible assets | 4 years 6 months | ||||
2020 Acquisitions, Multi-tenant | |||||
Acquisitions of Income Properties | |||||
Number of real estate properties | property | 2 | ||||
2020 Acquisitions, Single-tenant | |||||
Acquisitions of Income Properties | |||||
Number of real estate properties | property | 2 | ||||
Commercial Real Estate Portfolio Segment | |||||
Acquisitions of Income Properties | |||||
Carrying Value | $ 31,908 | $ 39,095 | |||
Commercial Real Estate Portfolio Segment | 2020 Acquisitions | |||||
Acquisitions of Income Properties | |||||
Payments to Acquire Commercial Real Estate | 21,000 | ||||
Ground Lease Loan - 400 Josephine Street, Austin, TX | |||||
Acquisitions of Income Properties | |||||
Sales price | $ 17,100 | ||||
Carrying Value | $ 17,189 | $ 17,300 | |||
Lease Revenue - Billboards | |||||
Acquisitions of Income Properties | |||||
Number of real estate properties | property | 9 | ||||
Nonrecurring basis | 2021 Acquisitions | |||||
Acquisitions of Income Properties | |||||
Land | 60,100 | ||||
Buildings and improvements | 208,300 | ||||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 52,700 | ||||
Intangible liabilities for below market lease value | $ 5,500 | ||||
Nonrecurring basis | 2020 Acquisitions | |||||
Acquisitions of Income Properties | |||||
Land | $ 50,000 | ||||
Buildings and improvements | 94,600 | ||||
Intangible assets pertaining to the in-place lease value, leasing fees and above market lease value | 21,900 | ||||
Intangible liabilities for below market lease value | 1,800 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2020 Dispositions, Income Properties and Land Parcels | |||||
Acquisitions of Income Properties | |||||
Sales price | 86,500 | ||||
Gain (Loss) on Sale | $ 8,600 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2020 Dispositions, Income Properties | |||||
Acquisitions of Income Properties | |||||
Number of properties sold | property | 11 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2020 Dispositions, Billboard Sites | |||||
Acquisitions of Income Properties | |||||
Sales price | $ 1,500 | ||||
Number of properties sold | property | 8 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 2020 Dispositions, Land Parcels | |||||
Acquisitions of Income Properties | |||||
Number of properties sold | property | 1 |
COMMERCIAL LOANS AND INVESTME_3
COMMERCIAL LOANS AND INVESTMENTS - Summary of Commercial Loan Investments (Details) $ in Thousands | 12 Months Ended | ||||||||||
Nov. 04, 2022 USD ($) | Jul. 28, 2022 USD ($) | May 09, 2022 USD ($) | Apr. 29, 2022 USD ($) | Apr. 07, 2022 USD ($) item | Mar. 11, 2022 USD ($) item | Jan. 26, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | $ 40,600 | $ 38,099 | |||||||||
Current Face Amount | 32,073 | 38,099 | |||||||||
Carrying Value | 31,908 | 39,095 | $ 38,320 | $ 34,625 | |||||||
Mortgage Loans On Real Estate, Extension Term | 1 year | ||||||||||
Amount repaid by borrower | 19,000 | ||||||||||
Carrying value at the time of sale | 6,016 | ||||||||||
Gain (loss) on sale of mortgage loans | 807 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Westland Gateway Plaza, FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Carrying Value | $ 21,100 | ||||||||||
Sales price | 22,200 | ||||||||||
Carrying value at the time of sale | 21,200 | ||||||||||
Gain (loss) on sale of mortgage loans | $ 1,000 | ||||||||||
Ground Lease Loan - 400 Josephine Street, Austin, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 16,250 | ||||||||||
Current Face Amount | 16,250 | ||||||||||
Carrying Value | $ 17,300 | 17,189 | |||||||||
Sales price | $ 17,100 | ||||||||||
Number of tenant repurchase options | item | 2 | ||||||||||
Commercial Loan and Master Lease Investments | $ 16,250 | ||||||||||
Gain (loss) on sale of mortgage loans | $ 200 | ||||||||||
Master Tenant - Hialeah Lease Loan - Hialeah FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 21,085 | ||||||||||
Current Face Amount | 21,085 | ||||||||||
Carrying Value | 21,148 | ||||||||||
Mortgage Note - 4311 Maple Avenue, Dallas, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 400 | 400 | |||||||||
Current Face Amount | 400 | 400 | |||||||||
Carrying Value | $ 395 | $ 394 | |||||||||
Coupon Rate | 7.50% | 7.50% | |||||||||
Mortgage Note - 110 N Beach Street - Daytona Beach, FL | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | $ 364 | ||||||||||
Current Face Amount | 364 | ||||||||||
Carrying Value | $ 364 | ||||||||||
Coupon Rate | 10% | ||||||||||
Remaining commitment | $ 0 | ||||||||||
Amount repaid by borrower | $ 400 | ||||||||||
Construction Loans [Member] | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Current Face Amount | 5,600 | ||||||||||
Construction Loan - The Exchange At Gwinnett - Buford, GA | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 8,700 | ||||||||||
Current Face Amount | $ 8,700 | 220 | |||||||||
Carrying Value | $ 173 | ||||||||||
Coupon Rate | 7.25% | ||||||||||
Extension period (in years) | 1 year | ||||||||||
Interest rate (as a percent) | 7.25% | ||||||||||
Origination fee | $ 100 | ||||||||||
Loan origination | $ 3,200 | ||||||||||
Remaining commitment | 5,500 | ||||||||||
Construction Loan - WaterStar Kissimmee retail property development project in Kissimmee, Florida | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Current Face Amount | $ 19,000 | ||||||||||
Coupon Rate | 8% | ||||||||||
Origination fee | $ 100 | ||||||||||
Loan origination | 19,000 | ||||||||||
Remaining commitment | $ 0 | ||||||||||
Improvement Loan For Ashford Lane - Atlanta, Georgia | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 1,500 | ||||||||||
Current Face Amount | $ 1,500 | 1,453 | |||||||||
Carrying Value | $ 1,453 | ||||||||||
Coupon Rate | 10% | 12% | |||||||||
Loan origination | $ 1,500 | ||||||||||
Improvement Loan For Ashford Lane - Atlanta, Georgia | Interest rate Until The location is Open | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Coupon Rate | 12% | ||||||||||
Preferred Investment - Watters Creek - Allen, TX | |||||||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||||||
Original Face Amount | 30,000 | ||||||||||
Current Face Amount | $ 30,000 | 30,000 | |||||||||
Carrying Value | $ 29,887 | ||||||||||
Coupon Rate | 8.50% | 8.50% | |||||||||
Origination fee | $ 150 | ||||||||||
Mortgage Loans On Real Estate, Extension Term, Number of Option | item | 2 |
COMMERCIAL LOANS AND INVESTME_4
COMMERCIAL LOANS AND INVESTMENTS - Carrying Value (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Current Face Amount | $ 32,073 | $ 38,099 | ||
Imputed Interest over Rent Payments Received | 97 | 409 | $ 399 | |
CECL Reserve | (1,968) | |||
Total Commercial Loan and Master Lease Investments | 31,908 | 39,095 | $ 38,320 | $ 34,625 |
Commercial loan and master lease investments | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Current Face Amount | 32,073 | 38,099 | ||
Imputed Interest over Rent Payments Received | 1,002 | |||
Unaccreted Origination Fees | (161) | (2) | ||
CECL Reserve | (4) | (4) | ||
Total Commercial Loan and Master Lease Investments | $ 31,908 | $ 39,095 |
COMMERCIAL LOANS AND INVESTME_5
COMMERCIAL LOANS AND INVESTMENTS - General Information (Details) $ in Thousands | 12 Months Ended | |||||
Mar. 11, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) a | Dec. 31, 2020 USD ($) a | Dec. 31, 2021 USD ($) a | Dec. 31, 2019 USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Current expected credit losses reserve | $ 1,968 | |||||
Loss on sale of loans | $ 802 | $ (353) | ||||
Area of land (in acres) | a | 14,600 | 345 | 84,900 | |||
Principal Payments Received on Commercial Loans and Investments | $ 61,628 | $ 22,965 | ||||
Carrying Value | 31,908 | $ 38,320 | $ 39,095 | $ 34,625 | ||
Gain (loss) on sale of mortgage loans | 807 | |||||
Florida | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Loan Origination | $ 400 | |||||
Term | 1 year 6 months | |||||
Coupon Rate | 10% | |||||
Ground Lease Loan - 400 Josephine Street, Austin, TX | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Carrying Value | $ 17,300 | 17,189 | ||||
Gain (loss) on sale of mortgage loans | $ 200 | |||||
Income Property, Multi Tenant ,Exchange at Gwinnett ,Buford ,Georgia | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Principal Payments Received on Commercial Loans and Investments | 2,900 | |||||
Carrying Value | 200 | |||||
Commercial Real Estate Portfolio Segment | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Current expected credit losses reserve | 4 | 4 | ||||
Carrying Value | $ 31,908 | $ 39,095 |
RELATED PARTY MANAGEMENT SERV_3
RELATED PARTY MANAGEMENT SERVICES BUSINESS - General Information (Details) | 12 Months Ended | |||||||
Feb. 16, 2023 USD ($) $ / shares | Jan. 07, 2022 USD ($) property | Dec. 10, 2021 USD ($) | Oct. 26, 2021 USD ($) $ / shares | Nov. 26, 2019 USD ($) property shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) property $ / shares shares | Dec. 31, 2020 USD ($) | |
Real Estate [Line Items] | ||||||||
Share purchased | shares | 155,665 | |||||||
Purchase price of shares | $ 94,851,000 | $ 513,000 | ||||||
Average price per share | $ / shares | $ 17.57 | |||||||
Investment in Alpine Income Property Trust, Inc. | $ 42,041,000 | $ 41,037,000 | ||||||
Outstanding Principal | 447,584,000 | |||||||
Gain (Loss) on Extinguishment of Debt | (3,431,000) | 1,141,000 | ||||||
Revenues | 82,320,000 | 70,272,000 | 56,381,000 | |||||
Management Fee Income | ||||||||
Real Estate [Line Items] | ||||||||
Revenues | 3,829,000 | 3,305,000 | 2,744,000 | |||||
Common Stock [Member] | ||||||||
Real Estate [Line Items] | ||||||||
Purchase price of shares | 48,000 | 10,000 | ||||||
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units [Member] | ||||||||
Real Estate [Line Items] | ||||||||
Investment in Alpine Income Property Trust, Inc. | $ 42,041,000 | 41,037,000 | ||||||
Investment ownership percentage (as a percent) | 14.60% | |||||||
Alpine Income Property OP, LP Limited Partnership Units | ||||||||
Real Estate [Line Items] | ||||||||
Number of contributed properties | property | 5 | |||||||
Aggregate of OP units | shares | 1,223,854 | |||||||
Initial value | $ 23,300,000 | |||||||
Share purchased | shares | 1,223,854 | |||||||
Investment in Alpine Income Property Trust, Inc. | $ 23,351,000 | $ 24,526,000 | ||||||
Investment ownership percentage (as a percent) | 8.10% | |||||||
Common Stock [Member] | ||||||||
Real Estate [Line Items] | ||||||||
Share purchased | shares | 421,053 | 979,543 | 8,088 | |||||
Purchase price of shares | $ 8,000,000 | $ 2,700,000 | $ 100,000 | |||||
Investment in Alpine Income Property Trust, Inc. | $ 18,690,000 | 16,511,000 | ||||||
Investment ownership percentage (as a percent) | 6.50% | |||||||
Mortgage Notes Payable Under CMBS Portfolio | ||||||||
Real Estate [Line Items] | ||||||||
Outstanding Principal | $ 30,000,000 | |||||||
Private placement | ||||||||
Real Estate [Line Items] | ||||||||
Share purchased | shares | 394,737 | |||||||
Purchase price of shares | $ 7,500,000 | |||||||
2022 Acquisitions | Income Property Single Tenant | ||||||||
Real Estate [Line Items] | ||||||||
Number of real estate properties | property | 1 | |||||||
Sales price | $ 6,900,000 | |||||||
Land JV | ||||||||
Real Estate [Line Items] | ||||||||
Management fee revenue earned | $ 0 | 100,000 | 200,000 | |||||
Management fee revenue earned per month | $ 20,000 | $ 20,000,000 | ||||||
Monthly management fee | $ 10,000 | 10,000,000 | ||||||
Management Agreement PINE | ||||||||
Real Estate [Line Items] | ||||||||
Percentage of base management fee | 0.375% | |||||||
Management fee (as a percent) | 1.50% | |||||||
Percentage of cumulative annual hurdle rate | 8% | |||||||
Amount of threshold incentive fee | $ 0 | |||||||
Percentage of multiply factor | 15% | |||||||
Amount of incentive fee | $ 0 | 0 | ||||||
Management fee revenue earned | 3,800,000 | 3,200,000 | 2,600,000 | |||||
Proceeds from Dividends Received | $ 2,300,000 | $ 2,100,000 | $ 1,700,000 | |||||
Alpine | ||||||||
Real Estate [Line Items] | ||||||||
Number of properties sold | property | 15 | |||||||
Aggregate cash consideration | $ 125,900,000 | |||||||
Amount of shares authorized for purchase by the board | $ 2,100,000 | $ 5,000,000 | ||||||
Average price per share | $ / shares | $ 18.50 | $ 17.75 | $ 17.65 | |||||
Alpine | Mortgage Notes Payable Under CMBS Portfolio | ||||||||
Real Estate [Line Items] | ||||||||
Real estate acquired purchase price | $ 44,500,000 | |||||||
Number of real estate properties | property | 6 | |||||||
Gain (Loss) on Extinguishment of Debt | $ 500,000 | |||||||
Alpine | Mortgage Notes Payable Under CMBS Portfolio | Income Property Single Tenant | ||||||||
Real Estate [Line Items] | ||||||||
Real estate acquired purchase price | $ 11,500,000 | |||||||
Number of real estate properties | property | 1 |
RELATED PARTY MANAGEMENT SERV_4
RELATED PARTY MANAGEMENT SERVICES BUSINESS - Summary of Amounts Due (Details) - Management Agreement PINE - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Real Estate [Line Items] | ||
Management Services Fee due from PINE | $ 993 | $ 913 |
Dividend receivable | 337 | 330 |
Other | (30) | 410 |
Total | $ 1,300 | $ 1,653 |
REAL ESTATE OPERATIONS - Land a
REAL ESTATE OPERATIONS - Land and Development Costs (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
REAL ESTATE OPERATIONS | ||
Land and Development Costs | $ 358 | $ 358 |
Subsurface Interests | 327 | 334 |
Total Land and Development Costs | $ 685 | $ 692 |
REAL ESTATE OPERATIONS - Real E
REAL ESTATE OPERATIONS - Real Estate Operations Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues | |||
Subsurface Revenue | $ 1,904 | $ 4,724 | $ 638 |
Revenue from contract with customer, including assessed tax | 5,462 | 13,427 | 650 |
Mitigation Credit Sales | Real Estate Operations | |||
Revenues | |||
Revenue from contract with customer, including assessed tax | 3,462 | 708 | 6 |
Fill Dirt and Other Revenue | Real Estate Operations | |||
Revenues | |||
Revenue from contract with customer, including assessed tax | $ 6 | ||
Land Sales Revenue | Real Estate Operations | |||
Revenues | |||
Revenue from contract with customer, including assessed tax | $ 96 | $ 7,995 |
REAL ESTATE OPERATIONS - Dayton
REAL ESTATE OPERATIONS - Daytona Beach (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 USD ($) a | Dec. 31, 2022 a | Dec. 31, 2020 a | |
Land and subsurface interests | |||
Area of land (in acres) | a | 84,900 | 14,600 | 345 |
Land Parcel with Structures Beach Property | |||
Land and subsurface interests | |||
Area of land (in acres) | a | 6 | ||
Contiguous Parcels Beach Property | |||
Land and subsurface interests | |||
Acquisition of property | $ 4,100 | ||
Gain on Sale | 200 | ||
Daytona Beach Development | |||
Land and subsurface interests | |||
Raze and entitlement cost | 1,600 | ||
Sale price | $ 6,250 |
REAL ESTATE OPERATIONS - Mitiga
REAL ESTATE OPERATIONS - Mitigation Credits (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 29, 2022 USD ($) | Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) item | Dec. 31, 2020 USD ($) | Dec. 10, 2021 | |
Real Estate Properties [Line Items] | |||||
Number of mitigation credits sold | item | 34 | 6 | |||
Number Of Mitigation Credits | item | 13.31 | ||||
Decrease in mitigation credits and mitigation credit rights | $ (10,427) | $ 15,750 | $ (3,323) | ||
Mitigation credits, cost basis | $ 2,900 | ||||
Number of mitigation credits accrued | item | 2 | ||||
Mitigation credits accrued as an expense | $ 100 | ||||
Number of Mitigation Credits Acquired | item | 42 | ||||
Aggregate cost of sales | $ 3,100 | ||||
Amount of Mitigation Credits With Cost Basis | 3,500 | 700 | 100 | ||
Mitigation credits sold | 2,300 | 500 | |||
Gross Sales Price | 5,462 | 13,427 | 650 | ||
Gain (Loss) on Disposition of Assets | (7,042) | 28,316 | 9,746 | ||
Maximum | |||||
Real Estate Properties [Line Items] | |||||
Amount of Mitigation Credits With Cost Basis | $ 100 | ||||
Mitigation Bank | |||||
Real Estate Properties [Line Items] | |||||
Decrease in mitigation credits and mitigation credit rights | 22,100 | ||||
Mitigation credit and mitigation credit rights | 2,600 | ||||
Number of Mitigation Credits Acquired | item | 2 | ||||
Mitigation Credits Purchased | $ 200 | ||||
Mitigation credits sale price | $ 8,100 | ||||
Gain (Loss) on Disposition of Assets | $ 11,900 | ||||
Mitigation Credit Sales | Real Estate Operations | |||||
Real Estate Properties [Line Items] | |||||
Gross Sales Price | $ 3,462 | $ 708 | $ 6 | ||
Land JV | |||||
Real Estate Properties [Line Items] | |||||
Equity method investment, ownership percentage (as a percent) | 33.50% | ||||
Number of Mitigation Credits With Cost Basis | item | 31 | ||||
Amount of Mitigation Credits With Cost Basis | $ 100 |
REAL ESTATE OPERATIONS - Subsur
REAL ESTATE OPERATIONS - Subsurface Interests (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) a | Dec. 31, 2021 USD ($) a | Dec. 31, 2020 USD ($) a | |
Subsurface interests | |||
Area of land (in acres) | a | 14,600 | 84,900 | 345 |
Revenue from contract with customer, including assessed tax | $ 5,462 | $ 13,427 | $ 650 |
Royalty | |||
Subsurface interests | |||
Area of land (in acres) | a | 800 | 800 | 800 |
Revenue from contract with customer, including assessed tax | $ 100 | $ 100 | $ 100 |
Subsurface Interests | |||
Subsurface interests | |||
Revenue from contract with customer, including assessed tax | 400 | ||
Surface land over subsurface interests | |||
Subsurface interests | |||
Area of land (in acres) | a | 355,000 | ||
Revenue recognized for cash payments for the release of surface entry rights | $ 200 | 100 | $ 200 |
Real Estate Operations | Subsurface Revenue, Land Sales | |||
Subsurface interests | |||
Revenue from contract with customer, including assessed tax | $ 1,700 | $ 4,600 |
REAL ESTATE OPERATIONS - Land I
REAL ESTATE OPERATIONS - Land Impairments (Details) | 1 Months Ended | 12 Months Ended | 39 Months Ended | |||
Dec. 10, 2021 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) item | Dec. 31, 2022 USD ($) | |
Land and development costs and subsurface interests | ||||||
Impairment Charges | $ 17,599,000 | $ 9,147,000 | ||||
Undeveloped land | ||||||
Land and development costs and subsurface interests | ||||||
Impairment Charges | 7,200,000 | |||||
Daytona Beach Development | ||||||
Land and development costs and subsurface interests | ||||||
Impairment Charges | 100,000 | |||||
Income Properties | ||||||
Land and development costs and subsurface interests | ||||||
Impairment of real estate | $ 0 | 0 | 0 | |||
Undeveloped Land in Daytona Beach, Florida, Along Interstate 95 | ||||||
Land and development costs and subsurface interests | ||||||
Impairment Charges | $ 7,200,000 | |||||
Land JV | ||||||
Land and development costs and subsurface interests | ||||||
Number of land sale transactions | item | 1 | |||||
Area of land sales as a percentage of land holdings | 33.50% | |||||
Proceeds from sale of land | $ 24,500,000 | $ 24,500,000 | ||||
Impairment Charges | 17,600,000 | |||||
Management fee revenue earned | $ 0 | 100,000 | $ 200,000 | |||
Gross Sales Price | $ 80,700,000 | $ 147,000,000 | ||||
Land JV | Daytona Beach Development | ||||||
Land and development costs and subsurface interests | ||||||
Impairment Charges | $ 7,100,000 | |||||
Land JV | Undeveloped Land in Daytona Beach, Florida, Along Interstate 95 | ||||||
Land and development costs and subsurface interests | ||||||
Impairment Charges | $ 17,600,000 |
INVESTMENT IN JOINT VENTURES -
INVESTMENT IN JOINT VENTURES - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Equity Method Investment, Financial Statement, Reported Amounts [Abstract] | ||
Equity method investments | $ 0 | $ 0 |
INVESTMENT IN JOINT VENTURES _2
INVESTMENT IN JOINT VENTURES - Commercial Loans and Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Apr. 07, 2022 | Dec. 31, 2021 |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Current Face Amount | $ 32,073 | $ 38,099 | |
Preferred Equity Agreement - Watters Creek at Montgomery Farm, a grocery-anchored, mixed-use property located in Allen, Texas | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Current Face Amount | $ 30,000 | $ 30,000 | |
Percentage of funding towards total investment (as a percent) | 23% |
INVESTMENT IN JOINT VENTURES _3
INVESTMENT IN JOINT VENTURES - General Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | 39 Months Ended | ||||||
Dec. 29, 2022 | Dec. 10, 2021 | Sep. 30, 2021 | Oct. 31, 2019 | Jun. 30, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Impairment Charges | $ 17,599,000 | $ 9,147,000 | |||||||
Capital Expenditures | $ 385,165,000 | 256,854,000 | 196,029,000 | ||||||
Cash and Cash Equivalents | 19,333,000 | 8,615,000 | 4,289,000 | $ 19,333,000 | |||||
Restricted Cash | 1,861,000 | 22,734,000 | 29,536,000 | 1,861,000 | |||||
Migration credits | 1,856,000 | 3,702,000 | 1,856,000 | ||||||
Mitigation Credit Rights | 725,000 | 21,018,000 | $ 725,000 | ||||||
Gain (Loss) on Disposition of Assets | $ (7,042,000) | 28,316,000 | 9,746,000 | ||||||
Mitigation Bank | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Mitigation credits sale price | $ 8,100,000 | ||||||||
Gain (Loss) on Disposition of Assets | 11,900,000 | ||||||||
Mitigation Bank | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity interest acquired | 70% | ||||||||
Acquired price | $ 18,000,000 | ||||||||
Capital Expenditures | 16,100,000 | ||||||||
Cash | 1,900,000 | ||||||||
Previously recorded value | 6,900,000 | ||||||||
Total cost | 24,900,000 | ||||||||
Cash and Cash Equivalents | 1,800,000 | ||||||||
Restricted Cash | 600,000 | ||||||||
Migration credits | 900,000 | ||||||||
Mitigation Credit Rights | $ 21,600,000 | ||||||||
Mitigation Bank | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Sale of interest in joint venture | 70% | ||||||||
Interest in the joint venture (as a percent) | 70% | ||||||||
Income (loss) from equity method investments | $ 0 | 0 | 0 | ||||||
Investment in Joint Ventures | $ 6,800,000 | ||||||||
Sales price | $ 15,300,000 | ||||||||
Equity method investment, ownership percentage (as a percent) | 30% | 30% | 30% | 30% | |||||
Mitigation Bank | Mitigation Bank | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Mitigation credits sale price | $ 8,100,000 | ||||||||
Mitigation Bank | Mitigation Bank | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Gross Sales Price | $ 6,900,000 | ||||||||
Land JV | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Sale of interest in joint venture | 66.50% | ||||||||
Interest in the joint venture (as a percent) | 33.50% | 33.50% | 33.50% | ||||||
Gross Sales Price | $ 80,700,000 | $ 147,000,000 | |||||||
Proceeds from sale of land | $ 24,500,000 | $ 24,500,000 | |||||||
Impairment Charges | 17,600,000 | ||||||||
Income (loss) from equity method investments | 0 | 0 | 0 | ||||||
Investment in Joint Ventures | 48,900,000 | $ 48,900,000 | |||||||
Sales price | 97,000,000 | ||||||||
Final sales price | $ 66,300,000 | ||||||||
Equity method investment, ownership percentage (as a percent) | 33.50% | ||||||||
Monthly management fee | $ 10,000 | 10,000,000 | |||||||
Management fee revenue earned per month | $ 20,000 | 20,000,000 | |||||||
Management fee revenue earned | $ 0 | $ 100,000 | $ 200,000 |
INVESTMENT IN JOINT VENTURES _4
INVESTMENT IN JOINT VENTURES - Summarized Financial Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity Method Investment, Summarized Financial Information [Abstract] | |||
Revenues | $ 82,320 | $ 70,272 | $ 56,381 |
Direct Cost of Revenues | (22,857) | (22,430) | (15,211) |
Operating Income | 10,667 | 23,345 | 12,280 |
Other Operating Expenses | 7,042 | (24,885) | (9,746) |
Net Income | $ 3,158 | 29,940 | 78,509 |
Land JV | |||
Equity Method Investment, Summarized Financial Information [Abstract] | |||
Revenues | 67,367 | 65,446 | |
Direct Cost of Revenues | (8,867) | (13,012) | |
Operating Income | 58,500 | 52,434 | |
Other Operating Expenses | (376) | (462) | |
Net Income | 58,124 | 51,972 | |
Mitigation Bank | |||
Equity Method Investment, Summarized Financial Information [Abstract] | |||
Revenues | 512 | 4,109 | |
Direct Cost of Revenues | (16) | (167) | |
Operating Income | 496 | 3,942 | |
Other Operating Expenses | (162) | (175) | |
Net Income | $ 334 | $ 3,767 |
INVESTMENT SECURITIES - General
INVESTMENT SECURITIES - General Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Nov. 26, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Marketable Securities [Line Items] | ||||
Share purchased | 155,665 | |||
Purchase price of shares | $ 94,851 | $ 513 | ||
Equity Method Investments | 0 | $ 0 | ||
Investment in Alpine Income Property Trust, Inc. | $ 42,041 | 41,037 | ||
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | ||||
Marketable Securities [Line Items] | ||||
Number of shares owned | 2,200,000 | |||
Investment in Alpine Income Property Trust, Inc. | $ 42,041 | $ 41,037 | ||
Investment ownership percentage (as a percent) | 14.60% | |||
Common Stock [Member] | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 421,053 | 979,543 | 8,088 | |
Purchase price of shares | $ 8,000 | $ 2,700 | $ 100 | |
Investment in Alpine Income Property Trust, Inc. | $ 18,690 | 16,511 | ||
Investment ownership percentage (as a percent) | 6.50% | |||
Alpine Income Property OP, LP Limited Partnership Units | ||||
Marketable Securities [Line Items] | ||||
Share purchased | 1,223,854 | |||
Investment in Alpine Income Property Trust, Inc. | $ 23,351 | $ 24,526 | ||
Investment ownership percentage (as a percent) | 8.10% |
INVESTMENT SECURITIES - Tabular
INVESTMENT SECURITIES - Tabular Disclosure (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | $ 41,635 | $ 38,896 |
Unrealized Gains in Investment Income | 406 | 2,141 |
Investment Securities | 42,041 | 41,037 |
Alpine Income Property Trust, Inc. Common Stock and Alpine Income Property OP, LP Limited Partnership Units | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 41,635 | 38,896 |
Unrealized Gains in Investment Income | 406 | 2,141 |
Investment Securities | 42,041 | 41,037 |
Common Stock [Member] | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 18,382 | 15,643 |
Unrealized Gains in Investment Income | 308 | 868 |
Investment Securities | 18,690 | 16,511 |
Alpine Income Property OP, LP Limited Partnership Units | ||
Debt Securities, Trading, and Equity Securities, FV-NI [Abstract] | ||
Cost | 23,253 | 23,253 |
Unrealized Gains in Investment Income | 98 | 1,273 |
Investment Securities | $ 23,351 | $ 24,526 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Carrying Value | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Carrying value and estimated fair value of financial instruments | ||
Cash and Cash Equivalents | $ 19,333 | $ 8,615 |
Restricted Cash | 1,861 | 22,734 |
Carrying Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loans and Investments | 31,908 | 39,095 |
Long-Term Debt | 445,583 | 278,273 |
Estimated Fair Value | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Carrying value and estimated fair value of financial instruments | ||
Cash and Cash Equivalents | 19,333 | 8,615 |
Restricted Cash | 1,861 | 22,734 |
Estimated Fair Value | Significant Other Observable Inputs (Level 2) | ||
Carrying value and estimated fair value of financial instruments | ||
Commercial Loans and Investments | 32,960 | 39,109 |
Long-Term Debt | $ 426,421 | $ 288,000 |
FAIR VALUE OF FINANCIAL INSTR_4
FAIR VALUE OF FINANCIAL INSTRUMENTS - Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | $ 16,158 | $ 1,543 |
Investment Securities | 42,041 | 41,037 |
Recurring basis | ||
Fair value of assets | ||
Investment Securities | 42,041 | 41,037 |
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair value of assets | ||
Investment Securities | 42,041 | 41,037 |
Recurring basis | 2026 Term Loan One | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 4,586 | (727) |
Recurring basis | 2026 Term Loan One | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 4,586 | (727) |
Recurring basis | 2026 Term Loan Two | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 1,461 | (240) |
Recurring basis | 2026 Term Loan Two | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 1,461 | (240) |
Recurring basis | 2027 Term Loan | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 10,111 | (550) |
Recurring basis | 2027 Term Loan | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | 10,111 | $ (550) |
Recurring basis | 2028 Term Loan | Interest Rate Swap | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | (397) | |
Recurring basis | 2028 Term Loan | Interest Rate Swap | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets | ||
Cash Flow Hedge - Interest Rate Swap | $ (397) |
INTANGIBLE ASSETS AND LIABILI_3
INTANGIBLE ASSETS AND LIABILITIES - Components (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 147,874 | $ 100,965 |
Accumulated Amortization | (31,890) | (21,473) |
Total | 115,984 | 79,492 |
Intangible Lease Liabilities (Included in Accrued and Other Liabilities): | ||
Value of Below Market In-Place Leases | (12,307) | (6,942) |
Sub-total Intangible Lease Liabilities | (12,307) | (6,942) |
Accumulated Amortization | 2,422 | 1,341 |
Total | (9,885) | (5,601) |
Total Intangible Assets and Liabilities-Net | 106,099 | 73,891 |
Value of In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 90,335 | 59,293 |
Value of Above Market In-Place Leases | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | 32,008 | 23,216 |
Value of Intangible Leasing Costs | ||
Intangible Assets And Liabilities [Line Items] | ||
Sub-total Intangible Lease Assets | $ 25,531 | $ 18,456 |
INTANGIBLE ASSETS AND LIABILI_4
INTANGIBLE ASSETS AND LIABILITIES - Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
INTANGIBLE ASSETS AND LIABILITIES | |||
Amortization Expense | $ 12,300 | $ 8,264 | $ 7,805 |
Accretion to Income Properties Revenue | 2,161 | (404) | (1,754) |
Net Amortization of Intangible Assets and Liabilities | $ 14,461 | $ 7,860 | $ 6,051 |
INTANGIBLE ASSETS AND LIABILI_5
INTANGIBLE ASSETS AND LIABILITIES - Summary of Estimated Amortization and Accretion (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Future Amortization Amount | ||
Total | $ 115,984 | $ 79,492 |
Future Accretion to Income Property Revenue | ||
Total | (9,885) | $ (5,601) |
Net Future Amortization of Intangible Assets and Liabilities | ||
2023 | 17,734 | |
2024 | 17,567 | |
2025 | 15,822 | |
2026 | 13,830 | |
2027 | 12,386 | |
2028 and Thereafter | 28,760 | |
Total | 106,099 | |
Future Amortization | ||
Future Amortization Amount | ||
2023 | 14,977 | |
2024 | 14,764 | |
2025 | 12,944 | |
2026 | 11,233 | |
2027 | 10,978 | |
2028 and Thereafter | 25,509 | |
Total | 90,405 | |
Future Accretion to Income Property Revenue | ||
Future Accretion to Income Property Revenue | ||
2023 | 2,757 | |
2024 | 2,803 | |
2025 | 2,878 | |
2026 | 2,597 | |
2027 | 1,408 | |
2028 and Thereafter | 3,251 | |
Total | $ 15,694 |
INTANGIBLE ASSETS AND LIABILI_6
INTANGIBLE ASSETS AND LIABILITIES - Weighted Average Amortization Period (Details) | 12 Months Ended |
Dec. 31, 2022 | |
INTANGIBLE ASSETS AND LIABILITIES | |
Weighted average amortization period of intangible assets | 6 years 1 month 6 days |
Weighted average amortization period of intangible liabilities | 7 years 8 months 12 days |
IMPAIRMENT OF LONG-LIVED ASSE_2
IMPAIRMENT OF LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Impairment of Long-Lived Assets | |||
Impairment Charges | $ 17,599 | $ 9,147 | |
Income Properties | |||
Impairment of Long-Lived Assets | |||
Impairment of real estate | $ 0 | 0 | 0 |
Land JV | |||
Impairment of Long-Lived Assets | |||
Impairment Charges | 17,600 | ||
Undeveloped Land in Daytona Beach, Florida, Along Interstate 95 | |||
Impairment of Long-Lived Assets | |||
Impairment Charges | $ 7,200 | ||
Undeveloped Land in Daytona Beach, Florida, Along Interstate 95 | Land JV | |||
Impairment of Long-Lived Assets | |||
Impairment Charges | $ 17,600 |
OTHER ASSETS - Tabular Disclosu
OTHER ASSETS - Tabular Disclosure (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Assets | ||
Income Property Tenant receivables, Net of Allowance for Doubtful Accounts | $ 2,206 | $ 885 |
Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance | 6,214 | 5,180 |
Operating Leases - Right-of-Use Asset | 63 | 168 |
Golf Rounds Surcharge | 216 | 338 |
Cash Flow Hedge - Interest Rate Swap | 16,158 | 1,543 |
Infrastructure Reimbursement Receivables | 824 | 1,080 |
Prepaid Expenses, Deposits, and Other | 5,421 | 3,526 |
Due from Alpine Income Property Trust, Inc. | 1,300 | 1,653 |
Financing Costs, Net of Accumulated Amortization | 2,051 | 524 |
Total Other Assets | $ 34,453 | $ 14,897 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position | Total Other Assets | Total Other Assets |
Allowance for doubtful accounts | $ 1,800 | $ 500 |
OTHER ASSETS - Income Property
OTHER ASSETS - Income Property Straight-Line Rent Adjustment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Unusual or Infrequent Item, or Both [Line Items] | ||
Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance | $ 6,214 | $ 5,180 |
COVID-19 | ||
Unusual or Infrequent Item, or Both [Line Items] | ||
Income Property Straight-line Rent Adjustment and COVID-19 Deferral Balance | $ 50 | $ 100 |
OTHER ASSETS - Infrastructure R
OTHER ASSETS - Infrastructure Reimbursement Receivables (Details) $ in Thousands | Dec. 31, 2022 USD ($) installment | Dec. 31, 2021 USD ($) |
Real Estate [Line Items] | ||
Infrastructure Reimbursement Receivables | $ 824 | $ 1,080 |
Tanger | ||
Real Estate [Line Items] | ||
Infrastructure Reimbursement Receivables | $ 700 | |
Number of installments to repay infrastructure reimbursement receivable | installment | 4 | |
Infrastructure reimbursement receivables, installment payment amounts | $ 200 | |
Infrastructure reimbursement receivable, discount | 80 | |
Sam's Club | ||
Real Estate [Line Items] | ||
Infrastructure Reimbursement Receivables | $ 200 | |
Number of installments to repay infrastructure reimbursement receivable | installment | 2 | |
Infrastructure reimbursement receivables, installment payment amounts | $ 100 | |
Infrastructure reimbursement receivable, discount | $ 20 |
EQUITY - General Information (D
EQUITY - General Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||||||
Feb. 16, 2023 USD ($) $ / shares | Dec. 05, 2022 USD ($) shares | Oct. 28, 2022 USD ($) | Apr. 27, 2022 | Jun. 28, 2021 $ / shares shares | Jun. 07, 2021 USD ($) | Apr. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) | Oct. 11, 2022 USD ($) | Jun. 27, 2022 item | Apr. 01, 2021 USD ($) | |
Class of Stock [Line Items] | ||||||||||||
Stock split ratio | 3 | 3 | ||||||||||
Number of additional shares received | item | 2 | |||||||||||
Aggregate offering price | $ 500,000 | $ 350,000 | ||||||||||
Purchase price of shares | $ 94,851 | $ 513 | ||||||||||
Units issued | shares | 155,665 | |||||||||||
Series A Preferred stock repurchase program | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Purchase price per share, maximum (in dollars per share) | $ / shares | $ 19 | |||||||||||
Stock repurchase program authorized amount | $ 3,000 | |||||||||||
2025 Notes Repurchase Program | Maximum | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Repurchase of notes | $ 4,740 | |||||||||||
Notes redemption percentage | 117% | |||||||||||
At Market Offering Program | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Purchase price of shares | $ 150,000 | |||||||||||
Units issued | shares | 961,261 | |||||||||||
Gross proceeds from issuance of common stock | $ 21,100 | |||||||||||
Total net proceeds | $ 20,800 | |||||||||||
Shares issued during period, weighted-average price per share (in dollars per share) | $ / shares | $ 21.99 | |||||||||||
Transaction fees | $ 300 | |||||||||||
At Market Offering Program 2022 | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Purchase price of shares | $ 150,000 | |||||||||||
Units issued | shares | 604,765 | |||||||||||
Gross proceeds from issuance of common stock | $ 12,300 | |||||||||||
Total net proceeds | $ 12,100 | |||||||||||
Shares issued during period, weighted-average price per share (in dollars per share) | $ / shares | $ 20.29 | |||||||||||
Transaction fees | $ 200 | |||||||||||
Follow on Public Offering | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Share Price | $ / shares | $ 25 | |||||||||||
Units issued | shares | 3,450,000 | 3,000,000 | ||||||||||
Dividend rate (as a percent) | 6.375% | |||||||||||
Total net proceeds | $ 62,400 | $ 72,400 | ||||||||||
Preferred stock, redemption price per share | $ / shares | $ 25 | |||||||||||
Over-Allotment option | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Units issued | shares | 450,000 | |||||||||||
2022 ATM Program and 2021 ATM Program | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Units issued | shares | 1,566,026 | |||||||||||
Gross proceeds from issuance of common stock | $ 33,400 | |||||||||||
Total net proceeds | $ 32,900 | |||||||||||
Shares issued during period, weighted-average price per share (in dollars per share) | $ / shares | $ 21.33 | |||||||||||
Transaction fees | $ 500 |
EQUITY - Public Offering (Detai
EQUITY - Public Offering (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Jul. 06, 2021 | Jun. 28, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||
Shares Outstanding | 3,000,000 | 3,000,000 | ||
Gross Proceeds | $ 72,430 | |||
Follow on Public Offering | ||||
Class of Stock [Line Items] | ||||
Dividend Rate | 6.375% | |||
Series A Preferred Stock | Follow on Public Offering | ||||
Class of Stock [Line Items] | ||||
Dividend Rate | 6.375% | |||
Shares Outstanding | 3,000,000 | |||
Gross Proceeds | $ 75,000 | |||
Net Proceeds | $ 72,428 | |||
Dividend per Share | $ 0.3984 |
EQUITY - Dividends (Details)
EQUITY - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Dividends, Preferred Stock | $ 4,781 | $ 2,325 | |
Cash dividends paid and declared (in dollars per share) | $ 0.63 | ||
Cash dividends | 29,579 | 24,073 | $ 8,866 |
Special distribution (in dollars per share) | $ 3.99 | ||
Aggregate amount of special distribution | $ 55,800 | ||
Special distribution paid in cash | 5,600 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Dividends, Common Stock | $ 28,896 | $ 23,580 | $ 64,665 |
Cash dividends paid and declared (in dollars per share) | $ 1.49 | $ 1.33 | $ 4.63 |
Series A Preferred Stock | |||
Class of Stock [Line Items] | |||
Dividends, Preferred Stock | $ 4,781 | $ 2,325 | |
Cash dividends paid and declared (in dollars per share) | $ 1.59 | $ 0.77 |
EQUITY - 2025 Notes (Details)
EQUITY - 2025 Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Additional paid-in capital | $ 172,471 | $ 85,414 | |
Retained Earnings | $ 316,279 | $ 343,459 | |
2025 Notes | ASU 2020-06 | Restatement | |||
Additional paid-in capital | $ 7,000 | ||
Retained Earnings | 4,000 | ||
Non-cash portion of convertible notes | $ 3,000 |
COMMON STOCK AND EARNINGS PER_3
COMMON STOCK AND EARNINGS PER SHARE - Summary of Common Stock and Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
COMMON STOCK AND EARNINGS PER SHARE | |||
Net Income (Loss) Attributable to common stockholders - Basic | $ (1,623) | $ 27,615 | $ 78,509 |
Net Income (Loss) Attributable to Common Stockholders - Diluted | $ (1,623) | $ 27,615 | $ 78,509 |
Weighted Average Shares Outstanding, Basic (in shares) | 18,508,201 | 17,676,809 | 14,114,631 |
Weighted Average Shares Outstanding, Diluted (in shares) | 18,508,201 | 17,676,809 | 14,114,631 |
Per Share Information: | |||
Basic Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.09) | $ 1.56 | $ 5.56 |
Diluted Net Income (Loss) Attributable to Common Stockholders (in dollars per share) | $ (0.09) | $ 1.56 | $ 5.56 |
COMMON STOCK AND EARNINGS PER_4
COMMON STOCK AND EARNINGS PER SHARE - Anti-dilutive Securities and Convertible Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Net Income Attributable to Common Stockholders - Basic | $ (1,623) | $ 27,615 | $ 78,509 |
Net Income Attributable to Common Stockholders - Diluted | $ (1,623) | $ 27,615 | $ 78,509 |
Dilutive securities | 0 | 0 | 0 |
Anti-dilutive securities (in shares) | 68,269 | 2,497 | 39,558 |
3.875% Convertible Senior Notes due 2025 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Interest rate (as a percent) | 3.875% | ||
2025 Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Dilutive convertible securities excluded | $ 2,200 | ||
Net Income Attributable to Common Stockholders - Basic | 1,600 | ||
Net Income Attributable to Common Stockholders - Diluted | $ 1,600 | ||
2025 Notes | ASU 2020-06 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares excluded from computation of diluted net income (loss) | 3,100,000 |
SHARE REPURCHASES (Details)
SHARE REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 16, 2023 | Feb. 29, 2020 | |
Stock Repurchases | ||||||
Stock repurchased amount | $ 2,792 | $ 2,210 | $ 4,100 | |||
Amount of treasury shares retired | $ 77,500 | |||||
Stock Repurchase Program, February 2020 | ||||||
Stock Repurchases | ||||||
Stock repurchase program authorized amount | $ 10,000 | |||||
Shares repurchased (in shares) | 145,724 | 40,553 | 88,565 | |||
Stock repurchased amount | $ 2,800 | $ 2,200 | $ 4,100 | |||
Average price per share of stock repurchased | $ 19.15 | $ 54.48 | $ 46.29 | |||
Stock Repurchase Program, February 2023 | Subsequent Event | ||||||
Stock Repurchases | ||||||
Stock repurchase program authorized amount | $ 5,000 | |||||
Purchase price per share, maximum (in dollars per share) | $ 17 |
LONG-TERM DEBT - Outstanding In
LONG-TERM DEBT - Outstanding Indebtedness (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 | Mar. 03, 2022 | Dec. 31, 2021 | Nov. 05, 2021 | Mar. 10, 2021 | Dec. 31, 2020 | |
Long-term debt | ||||||
Face Value of Debt | $ 447,584 | |||||
Derivative Liability | 397 | $ 26 | ||||
Outstanding amount | 445,583 | 278,273 | ||||
Credit Facility | ||||||
Long-term debt | ||||||
Face Value of Debt | 113,750 | |||||
Outstanding amount | $ 113,750 | 67,000 | ||||
Credit Facility | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.35% | |||||
Credit Facility | LIBOR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.95% | |||||
Credit Facility | SOFR | ||||||
Long-term debt | ||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||
Credit Facility | SOFR | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||
Credit Facility | SOFR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||
3.875% Convertible Senior Notes due 2025 | ||||||
Long-term debt | ||||||
Face Value of Debt | $ 51,034 | $ 75,000 | ||||
Interest rate (as a percent) | 3.875% | |||||
Outstanding amount | $ 50,670 | 47,469 | ||||
Mortgage Note Payable | ||||||
Long-term debt | ||||||
Face Value of Debt | $ 17,800 | |||||
Interest rate (as a percent) | 4.06% | |||||
Outstanding amount | $ 17,800 | |||||
Fixed-Rate Mortgage Note | ||||||
Long-term debt | ||||||
Face Value of Debt | $ 17,800 | |||||
Interest rate (as a percent) | 4.06% | |||||
2026 Term Loan | ||||||
Long-term debt | ||||||
Face Value of Debt | 65 | $ 50,000 | ||||
Outstanding amount | $ 65,000 | 65,000 | ||||
Weighted average fixed interest rate | 0.26% | |||||
2026 Term Loan | SOFR | ||||||
Long-term debt | ||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||
2026 Term Loan | SOFR | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||
2026 Term Loan | SOFR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||
2027 Term loan | ||||||
Long-term debt | ||||||
Face Value of Debt | $ 100 | $ 100,000 | ||||
Outstanding amount | $ 100,000 | $ 100,000 | ||||
Weighted average fixed interest rate | 0.64% | |||||
2027 Term loan | SOFR | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||
2027 Term loan | SOFR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||
2027 Term Loan One | SOFR | ||||||
Long-term debt | ||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||
2028 Term Loan | ||||||
Long-term debt | ||||||
Face Value of Debt | $ 100 | |||||
Outstanding amount | $ 100,000 | |||||
Weighted average fixed interest rate | 3.78% | |||||
2028 Term Loan | SOFR | ||||||
Long-term debt | ||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||
2028 Term Loan | SOFR | Minimum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 1.20% | |||||
2028 Term Loan | SOFR | Maximum | ||||||
Long-term debt | ||||||
Margin added to variable rate basis (as a percent) | 2.15% |
LONG-TERM DEBT - Credit Facilit
LONG-TERM DEBT - Credit Facility (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2021 | Dec. 31, 2022 | Sep. 20, 2022 | Nov. 05, 2021 | Mar. 10, 2021 | Mar. 09, 2021 | Sep. 20, 2020 | Sep. 07, 2017 | |
Long-term debt | ||||||||
Outstanding Principal | $ 447,584,000 | |||||||
Credit Facility | ||||||||
Long-term debt | ||||||||
Extension term | 1 year | |||||||
Maximum borrowing capacity | $ 200,000,000 | |||||||
Maximum borrowing capacity, after possible increase | $ 300,000,000 | |||||||
Unused portion of the borrowing capacity fee percentage condition | 50% | |||||||
Available borrowing capacity | $ 186,200,000 | |||||||
Amount outstanding | 113,800,000 | |||||||
Borrowing capacity | 300,000,000 | |||||||
Outstanding Principal | $ 113,750,000 | |||||||
Credit Facility | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.35% | |||||||
Commitment fee percentage on unused portion of the borrowing capacity | 15% | |||||||
Credit Facility | Maximum | ||||||||
Long-term debt | ||||||||
Commitment fee percentage on unused portion of the borrowing capacity | 25% | |||||||
Credit Facility | LIBOR | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.95% | |||||||
Credit Facility | SOFR | ||||||||
Long-term debt | ||||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||||
Credit Facility | SOFR | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
Credit Facility | SOFR | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||||
New Term Loan | ||||||||
Long-term debt | ||||||||
Outstanding Principal | $ 300,000,000 | |||||||
Debt instrument face amount after accordion option | $ 750,000,000 | |||||||
Eighth Amendment to Revolving Credit Facility | ||||||||
Long-term debt | ||||||||
Debt instrument face amount after accordion option | $ 500,000,000 | |||||||
Credit Revolver Amendment 2021 | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 210,000,000 | $ 200,000,000 | ||||||
Aggregate borrowing capacity, additional commitments | 300,000,000 | |||||||
2026 Term Loan | ||||||||
Long-term debt | ||||||||
Proceeds from Lines of Credit | $ 15,000,000 | |||||||
Outstanding Principal | $ 65,000 | 50,000,000 | ||||||
Aggregate borrowing capacity, additional commitments | $ 65,000,000 | $ 150,000,000 | ||||||
2026 Term Loan | SOFR | ||||||||
Long-term debt | ||||||||
Debt instrument, variable rate, adjustment (as a percent) | 0.10% | |||||||
2026 Term Loan | SOFR | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
2026 Term Loan | SOFR | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% | |||||||
2027 Term loan | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 400,000,000 | |||||||
Outstanding Principal | $ 100,000 | $ 100,000,000 | ||||||
2027 Term loan | SOFR | Minimum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 1.25% | |||||||
2027 Term loan | SOFR | Maximum | ||||||||
Long-term debt | ||||||||
Margin added to variable rate basis (as a percent) | 2.20% |
LONG-TERM DEBT - Mortgage Notes
LONG-TERM DEBT - Mortgage Notes Payable (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 03, 2022 |
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 447,584 | |
Fixed-Rate Mortgage Note | ||
Debt Instrument [Line Items] | ||
Outstanding Principal | $ 17,800 | |
Interest rate (as a percent) | 4.06% |
LONG-TERM DEBT - Convertible No
LONG-TERM DEBT - Convertible Notes (Details) | 3 Months Ended | 12 Months Ended | ||||||
Apr. 27, 2022 | Apr. 15, 2020 USD ($) $ / shares | Jan. 29, 2020 $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Mar. 15, 2020 | |
Long-term debt | ||||||||
Outstanding Principal | $ 447,584,000 | $ 447,584,000 | ||||||
Debt conversion amount | $ 57,359,000 | |||||||
Unamortized debt discount of notes | 364,000 | $ 364,000 | ||||||
Gain (Loss) on Extinguishment of Debt | $ (3,431,000) | 1,141,000 | ||||||
Stock split ratio | 3 | 3 | ||||||
Outstanding amount | 445,583,000 | $ 445,583,000 | 278,273,000 | |||||
4.50% Convertible Senior Notes due 2020 | ||||||||
Long-term debt | ||||||||
Interest rate (as a percent) | 3.875% | |||||||
3.875% Convertible Senior Notes due 2025 | ||||||||
Long-term debt | ||||||||
Outstanding Principal | $ 51,034,000 | $ 51,034,000 | 75,000,000 | |||||
Interest rate (as a percent) | 3.875% | 3.875% | ||||||
Outstanding amount | $ 50,670,000 | $ 50,670,000 | 47,469,000 | |||||
2025 Notes maturing on April 15, 2025 | ||||||||
Long-term debt | ||||||||
Debt instrument conversion ratio | 12.7910 | 62.2047 | ||||||
Threshold principal amount for adjusted conversion price | $ 1,000 | $ 1,000 | ||||||
Conversion price per share (in dollars per share) | $ / shares | $ 78.18 | $ 16.08 | $ 16.08 | |||||
Repurchase of notes | 11,400,000 | 12,500,000 | ||||||
Unamortized debt discount of notes | 1,600,000 | 2,600,000 | ||||||
Gain (Loss) on Extinguishment of Debt | $ 2,900,000 | $ 1,100,000 | ||||||
Premium initial conversion price | 20% | |||||||
Closing share price (in dollars per share) | $ / shares | $ 65.15 | |||||||
Dividends Declared and Paid - Common Stock (in dollars per share) | $ / shares | $ 0.13 | |||||||
Sinking fund provided | $ 0 | $ 0 | ||||||
Convertible Debt | 2025 Notes maturing on April 15, 2025 | ||||||||
Long-term debt | ||||||||
Threshold principal amount for adjusted conversion price | 1,000 | |||||||
Unamortized debt discount of notes | 400,000 | 400,000 | ||||||
Outstanding amount | $ 51,000,000 | $ 51,000,000 |
LONG-TERM DEBT - Components (De
LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 03, 2022 | Dec. 31, 2021 |
Long-term debt | |||
Long-term debt | $ 445,583 | $ 278,273 | |
Financing Costs, net of Accumulated Amortization | (1,637) | (1,196) | |
Credit Facility | |||
Long-term debt | |||
Long-term debt | 113,750 | 67,000 | |
2026 Term Loan | |||
Long-term debt | |||
Long-term debt | 65,000 | 65,000 | |
2027 Term loan | |||
Long-term debt | |||
Long-term debt | 100,000 | 100,000 | |
2028 Term Loan | |||
Long-term debt | |||
Long-term debt | 100,000 | ||
Fixed-Rate Mortgage Note | |||
Long-term debt due within one year | |||
Interest rate (as a percent) | 4.06% | ||
3.875% Convertible Senior Notes due 2025 | |||
Long-term debt | |||
Long-term debt | $ 50,670 | $ 47,469 | |
Long-term debt due within one year | |||
Interest rate (as a percent) | 3.875% | ||
Mortgage Note Payable | |||
Long-term debt | |||
Long-term debt | $ 17,800 | ||
Long-term debt due within one year | |||
Interest rate (as a percent) | 4.06% |
LONG-TERM DEBT - Payments Appli
LONG-TERM DEBT - Payments Applicable to Reduction of Principal (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Payments applicable to reduction of principal amounts | |
2025 | $ 51,034 |
2026 | 82,800 |
2027 | 213,750 |
2028 and Thereafter | 100,000 |
Total Long-Term Debt - Face Value | $ 447,584 |
LONG-TERM DEBT - Carrying Value
LONG-TERM DEBT - Carrying Value (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
LONG-TERM DEBT | ||
Current Face Amount | $ 447,584 | |
Unamortized Discount on Convertible Debt | (364) | |
Financing Costs, net of Accumulated Amortization | (1,637) | $ (1,196) |
Total Long-Term Debt | $ 445,583 | $ 278,273 |
LONG-TERM DEBT - Financing Cost
LONG-TERM DEBT - Financing Costs (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
LONG-TERM DEBT | ||
Deferred financing costs, net | $ 1,637 | $ 1,196 |
Financing Costs, Net of Accumulated Amortization | $ 2,051 | $ 524 |
LONG-TERM DEBT - Interest Expen
LONG-TERM DEBT - Interest Expense (Details) - USD ($) | 12 Months Ended | 24 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | |
LONG-TERM DEBT | ||||
Interest expense | $ 10,171,000 | $ 7,065,000 | $ 9,005,000 | |
Amortization of Deferred Financing Costs | 755,000 | 586,000 | 454,000 | |
Amortization of Discount on Convertible Notes | 189,000 | 1,278,000 | 1,379,000 | |
Total Interest Expense | 11,115,000 | 8,929,000 | 10,838,000 | |
Total Interest Paid | 9,862,000 | 7,274,000 | 9,716,000 | |
Interest capitalized | $ 200,000 | $ 0 | $ 0 | $ 0 |
INTEREST RATE SWAPS (Details)
INTEREST RATE SWAPS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Nov. 05, 2021 | Aug. 31, 2021 | Mar. 10, 2021 | |
Derivative [Line Items] | ||||||
Derivative Asset, Statement of Financial Position | Other Assets - See Note 12 | Other Assets - See Note 12 | ||||
Derivative Liability, Statement of Financial Position | Accrued and Other Liabilities-See Note 18 | Accrued and Other Liabilities-See Note 18 | ||||
Derivative fixed interest rate (as a percent) | 3.78% | |||||
Derivative basis spread rate (as a percent) | 0.10% | 0.10% | ||||
Interest Rate Swap | ||||||
Derivative [Line Items] | ||||||
Effectiveness of interest rate cash flow hedge (as a percent) | 100% | |||||
Designated as a hedge | Interest Rate Swap | 2026 Term Loan | ||||||
Derivative [Line Items] | ||||||
Derivative fixed interest rate (as a percent) | 0.70% | 0.12% | ||||
Notional amount | $ 50,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, assets | $ 2,818 | |||||
Designated as a hedge | Interest Rate Swap | 2026 Term Loan One | ||||||
Derivative [Line Items] | ||||||
Derivative fixed interest rate (as a percent) | 1.44% | |||||
Notional amount | $ 50,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, assets | 1,768 | |||||
Designated as a hedge | Interest Rate Swap | 2026 Term Loan Three | ||||||
Derivative [Line Items] | ||||||
Notional amount | 15,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, assets | $ 1,461 | |||||
Designated as a hedge | Interest Rate Swap | 2027 Term loan | ||||||
Derivative [Line Items] | ||||||
Derivative fixed interest rate (as a percent) | 3.78% | 0.64% | ||||
Notional amount | $ 100,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, assets | $ 5,007 | |||||
Designated as a hedge | Interest Rate Swap | 2027 Term Loan One | ||||||
Derivative [Line Items] | ||||||
Derivative fixed interest rate (as a percent) | 1.35% | |||||
Notional amount | $ 100,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, assets | 5,104 | |||||
Designated as a hedge | Interest Rate Swap | 2028 Term Loan | ||||||
Derivative [Line Items] | ||||||
Notional amount | 50,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, liabilities | (194) | |||||
Designated as a hedge | Interest Rate Swap | 2028 Term Loan One | ||||||
Derivative [Line Items] | ||||||
Notional amount | 50,000 | |||||
Fair value of interest rate swap agreement to hedge cash flows, liabilities | $ (203) |
ACCRUED AND OTHER LIABILITIES -
ACCRUED AND OTHER LIABILITIES - Components (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued and Other Liabilities | ||
Accrued Property Taxes | $ 716 | $ 813 |
Reserve for Tenant Improvements | 6,186 | 5,457 |
Tenant Security Deposits | 2,719 | 1,942 |
Accrued Construction Costs | 903 | 190 |
Accrued Interest | 872 | 431 |
Environmental Reserve | 67 | 81 |
Cash Flow Hedge - Interest Rate Swaps | (397) | (26) |
Operating Leases - Liability | 64 | 198 |
Other | 6,104 | 3,983 |
Total Accrued and Other Liabilities | $ 18,028 | $ 13,121 |
Operating Lease, Liability, Statement of Financial Position | Total Accrued and Other Liabilities | Total Accrued and Other Liabilities |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES - Reserve for Tenant Improvements and Environmental Reserves (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | 48 Months Ended | 108 Months Ended | ||||
Dec. 31, 2017 USD ($) | Dec. 31, 2022 USD ($) a | Dec. 31, 2015 USD ($) | Dec. 31, 2014 USD ($) a | Dec. 31, 2017 USD ($) | Dec. 31, 2022 USD ($) a | Dec. 31, 2021 USD ($) a | Dec. 31, 2020 a | |
Environmental reserves | ||||||||
Tenant improvement allowances and leasing commissions | $ 8,900 | $ 8,900 | ||||||
Area of land (in acres) | a | 14,600 | 14,600 | 84,900 | 345 | ||||
Environmental Reserve | $ 67 | $ 67 | $ 81 | |||||
Environmental Loss Contingency, Statement of Financial Position | Accrued and Other Liabilities-See Note 18 | Accrued and Other Liabilities-See Note 18 | Accrued and Other Liabilities-See Note 18 | |||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | ||||||||
Environmental reserves | ||||||||
Additional environmental reserve accrued | $ 500 | $ 100 | $ 700 | |||||
Environmental costs funded | $ 600 | |||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | Minimum | ||||||||
Environmental reserves | ||||||||
Estimated cost | 500 | |||||||
Environmental Reserve for Monitoring Environmental Remediation Work Previously Performed | Maximum | ||||||||
Environmental reserves | ||||||||
Additional environmental reserve accrued | $ 100 | |||||||
Area of land (in acres) | a | 1 | |||||||
Estimated cost | $ 1,000 | |||||||
Environmental Reserve | $ 100 | 100 | ||||||
Income Property, Multi-tenant, Shops at Legacy, Plano, Texas | ||||||||
Environmental reserves | ||||||||
Payment of tenant improvement allowances and leasing commissions | 2,700 | |||||||
Remaining reserve for tenant improvements | $ 6,200 | $ 6,200 |
DEFERRED REVENUE (Details)
DEFERRED REVENUE (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
DEFERRED REVENUE | ||
Prepaid Rent | $ 3,951 | $ 3,921 |
Interest Reserve from Commercial Loans and Investments | 1,262 | |
Tenant Contributions | 522 | 574 |
Other Deferred Revenue | 10 | |
Total Deferred Revenue | $ 5,735 | $ 4,505 |
STOCK-BASED COMPENSATION - All
STOCK-BASED COMPENSATION - All Equity and Liability Classified Award Activity (Details) | 12 Months Ended | |||
Apr. 27, 2022 | Dec. 31, 2022 shares | Dec. 31, 2021 shares | Dec. 31, 2020 shares | |
Shares | ||||
Outstanding (in shares) | 453,486 | |||
Granted (in shares) | 206,616 | |||
Vested / Exercised (in shares) | (210,363) | |||
Forfeited (in shares) | (7,413) | |||
Outstanding (in shares) | 442,326 | 453,486 | ||
Stock split ratio | 3 | 3 | ||
January 28, 2017 | Performance Shares | ||||
Shares | ||||
Nonvested (in shares) | 234,354 | 167,553 | 147,825 | |
Granted (in shares) | 69,168 | 144,402 | 79,323 | |
Vested / Exercised (in shares) | (73,275) | (52,254) | (37,905) | |
Forfeited (in shares) | (25,347) | (21,690) | ||
Nonvested (in shares) | 230,247 | 234,354 | 167,553 | |
Three-Year Vesting | Restricted Shares [Member] | ||||
Shares | ||||
Nonvested (in shares) | 154,509 | 115,437 | 112,785 | |
Granted (in shares) | 137,448 | 129,150 | 70,353 | |
Vested / Exercised (in shares) | (72,465) | (63,660) | (54,162) | |
Forfeited (in shares) | (7,413) | (26,418) | (13,539) | |
Nonvested (in shares) | 212,079 | 154,509 | 115,437 | |
Original 2010 Plan | Stock Option [Member] | ||||
Shares | ||||
Outstanding (in shares) | 64,623 | 240,000 | 240,000 | |
Granted (in shares) | 60,996 | 0 | ||
Vested / Exercised Shares | (64,623) | (236,373) | ||
Outstanding (in shares) | 0 | 64,623 | 240,000 |
STOCK-BASED COMPENSATION - Reco
STOCK-BASED COMPENSATION - Recognized in Financial Statements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
STOCK-BASED COMPENSATION | |||
Total Cost of Share-Based Plans Charged Against Income Before Tax Effect | $ 3,232 | $ 3,168 | $ 2,786 |
Income Tax Expense Recognized in Income | $ (678) |
STOCK-BASED COMPENSATION - Perf
STOCK-BASED COMPENSATION - Performance Share Awards - Peer Group Market Condition Vesting (Details) - Performance Shares - January 28, 2017 - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation | |||
Performance period | 3 years | ||
Shares | |||
Nonvested (in shares) | 234,354 | 167,553 | 147,825 |
Granted (in shares) | 69,168 | 144,402 | 79,323 |
Vested (in shares) | (73,275) | (52,254) | (37,905) |
Forfeited (in shares) | (25,347) | (21,690) | |
Nonvested (in shares) | 230,247 | 234,354 | 167,553 |
Weighted Average Fair Value | |||
Nonvested (in dollars per share) | $ 15.67 | $ 21.15 | $ 21.86 |
Granted (in dollars per share) | 20.76 | 10.68 | 18.61 |
Vested (in dollars per share) | 16.76 | 19.43 | 18.55 |
Forfeited (in dollars per share) | 15.68 | 21.27 | |
Nonvested (in dollars per share) | $ 16.85 | $ 15.67 | $ 21.15 |
Compensation cost | |||
Unrecognized compensation cost | $ 1.4 | ||
Weighted average period of recognition of unrecognized compensation cost | 1 year 8 months 12 days | ||
Minimum | |||
Stock-based compensation | |||
Vesting percentage | 0% | ||
Maximum | |||
Stock-based compensation | |||
Vesting percentage | 150% |
STOCK-BASED COMPENSATION - Mark
STOCK-BASED COMPENSATION - Market Condition Restricted Shares - Stock Price Vesting (Details) - Restricted Shares [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Jan. 28, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
January 28, 2018 | Mr Albright [Member] | ||||
Stock-based compensation | ||||
Restricted share award period after termination of employment | 60 days | |||
Period for average closing price | 30 days | |||
Share-based Compensation Award Stock Price Vesting Price Increment One | Mr Albright [Member] | ||||
Stock-based compensation | ||||
Number of shares in each vesting increment | 22,000 | |||
Share-based Compensation Award Stock Price Vesting Price Increment Two | ||||
Shares | ||||
Nonvested (in shares) | 22,000 | 22,000 | ||
Expired (in shares) | (22,000) | |||
Nonvested (in shares) | 22,000 | |||
Weighted Average Fair Value | ||||
Nonvested (in dollars per share) | $ 41.71 | $ 41.71 | ||
Expired (in dollars per share) | $ 41.71 | |||
Nonvested (in dollars per share) | $ 41.71 | |||
Compensation cost | ||||
Unrecognized compensation cost | $ 0 | $ 0 | ||
Share-based Compensation Award Stock Price Vesting Price Increment Two | Mr Albright [Member] | ||||
Stock-based compensation | ||||
Closing share price (in dollars per share) | $ 70 | |||
Number of shares in each vesting increment | 18,000 | |||
Share-based Compensation Award Stock Price Vesting Price Increment Three | Mr Albright [Member] | ||||
Stock-based compensation | ||||
Closing share price (in dollars per share) | $ 75 | |||
Number of shares in each vesting increment | 4,000 |
STOCK-BASED COMPENSATION - Thre
STOCK-BASED COMPENSATION - Three Year Vest Restricted Shares (Details) - Three-Year Vesting - Restricted Shares [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation | |||
Vesting per year (as a percent) | 0.33% | ||
Granted (in shares) | 137,448 | 129,150 | 70,353 |
Shares | |||
Nonvested (in shares) | 154,509 | 115,437 | 112,785 |
Granted (in shares) | 137,448 | 129,150 | 70,353 |
Vested (in shares) | (72,465) | (63,660) | (54,162) |
Forfeited (in shares) | (7,413) | (26,418) | (13,539) |
Nonvested (in shares) | 212,079 | 154,509 | 115,437 |
Weighted Average Fair Value | |||
Nonvested (in dollars per share) | $ 14.96 | $ 19.27 | $ 20.07 |
Granted (in dollars per share) | 19.72 | 11.82 | 18.63 |
Vested (in dollars per share) | 14.96 | 16.18 | 19.90 |
Forfeited (in dollars per share) | 17.01 | 15.53 | 20.05 |
Nonvested (in dollars per share) | $ 17.97 | $ 14.96 | $ 19.27 |
Compensation cost | |||
Unrecognized compensation cost | $ 2.5 | ||
Weighted average period of recognition of unrecognized compensation cost | 2 years 1 month 6 days |
STOCK-BASED COMPENSATION - Non-
STOCK-BASED COMPENSATION - Non-Qualified Stock Option Awards Granted (Details) - Non-Qualified Stock Option Awards | 12 Months Ended |
Dec. 31, 2022 | |
Minimum | |
Stock-based compensation | |
Vesting period | 1 year |
Maximum | |
Stock-based compensation | |
Vesting period | 3 years |
STOCK-BASED COMPENSATION - No_2
STOCK-BASED COMPENSATION - Non-Qualified Stock Option Award Activity (Details) - Original 2010 Plan - Stock Option [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Shares | |||
Outstanding (in shares) | 64,623 | 240,000 | 240,000 |
Granted (in shares) | 60,996 | 0 | |
Exercised (in shares) | (64,623) | (236,373) | |
Outstanding (in shares) | 0 | 64,623 | 240,000 |
Exercisable (in shares) | 64,623 | ||
Weighted Average Exercise Price (in dollars per share) | |||
Outstanding (in dollars per share) | $ 14.46 | $ 18.54 | $ 18.54 |
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 14.46 | 14.88 | |
Outstanding (in dollars per share) | $ 0 | 14.46 | $ 18.54 |
Exercisable (in dollars per share) | $ 14.46 | ||
Weighted Average Remaining Contractual Term | |||
Exercisable | 3 years 2 months 15 days | ||
Stock-based compensation | |||
Aggregate Intrinsic Value, Exercisable (in dollars) | $ 388,837 | ||
Total intrinsic value of options exercised | $ 400,000 | ||
Unrecognized compensation cost (in dollars) | $ 0 |
STOCK-BASED COMPENSATION - No_3
STOCK-BASED COMPENSATION - Non-Employee Director Stock Compensation (Details) - Share-based Payment Arrangement, Nonemployee - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation | |||
Annual award | $ 35 | $ 35 | $ 20 |
Number of shares awarded calculated based on the number of days of average price of the Company's common stock | 20 days | ||
Number of business days based on which number of days of average price of the Company's common stock, the number of shares awarded are calculated | 2 days | ||
Expense recognized | $ 500 | $ 500 | $ 500 |
Expense recognized (in shares) | 25,034 | 32,766 | 30,384 |
INCOME TAXES - Income Tax Benef
INCOME TAXES - Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Total income tax benefit (expense) | |||
Income Tax (Expense) Benefit from Continuing Operations | $ 2,830 | $ 3,079 | $ 83,499 |
INCOME TAXES - Components of Pr
INCOME TAXES - Components of Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
INCOME TAXES | |||
Federal - Current | $ (183) | $ 235 | $ 341 |
State - Current | 44 | 63 | |
Total - Current | (183) | 279 | 404 |
Federal - Deferred | 2,571 | 2,362 | 70,106 |
State - Deferred | 442 | 438 | 12,989 |
Total - Deferred | $ 3,013 | $ 2,800 | $ 83,095 |
INCOME TAXES - Sources of Defer
INCOME TAXES - Sources of Deferred Income Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Income Tax Assets | ||
Capital Loss Carryforward | $ 1,800 | $ 2,249 |
Net Operating Loss Carryforward | 2,597 | 291 |
Gross Deferred Income Tax Assets | 4,397 | 2,540 |
Less - Valuation Allowance | (1,800) | (2,249) |
Net Deferred Income Tax Assets | 2,597 | 291 |
Deferred Income Tax Liabilities | ||
Unrealized Gain on Investment Securities | (39) | |
Basis Differences in Mitigation Credit Assets | (28) | (774) |
Total Deferred Income Tax Liabilities | (67) | (774) |
Net Deferred Income Tax Liabilities | $ (483) | |
Net Deferred Income Tax Assets | $ 2,530 |
INCOME TAXES - Valuation Allowa
INCOME TAXES - Valuation Allowance (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Valuation Allowance [Line Items] | ||
Net Operating Loss Carryforward | $ 2,597 | $ 291 |
Capital Loss Carryforward | 1,800 | 2,249 |
Valuation allowance related to carryforwards | 0 | 0 |
Land JV | ||
Valuation Allowance [Line Items] | ||
Capital Loss Carryforward | $ 7,200 | $ 9,000 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Computed at Federal Statutory Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount | |||
Income Tax Benefit Computed at Federal Statutory Rate | $ 2,795 | $ 4,408 | $ 971 |
State Income Tax, Net of Federal Income Tax Benefit | 593 | 936 | 180 |
Income Tax on Permanently Non-Deductible Items | (484) | (112) | |
Tax Benefit due to De-Recognition of REIT Deferred Tax Liabilities | 82,460 | ||
Valuation Allowance | (2,216) | ||
Other Reconciling Items | (74) | (49) | |
Benefit for Income Taxes | $ 2,830 | $ 3,079 | $ 83,499 |
Effective Income Tax Rate Reconciliation, Percent | |||
Federal statutory rate (as a percent) | 21% | 21% | 21% |
Income Tax (Expense) Benefit Computed at Federal Statutory Rate (as a percent) | 852.10% | 16.40% | (19.50%) |
State Income Tax, Net of Federal Income Tax Benefit (as a percent) | 180.80% | 3.50% | (3.60%) |
Income Tax on Permanently Non-Deductible Items (as a percent) | (147.60%) | 0% | 2.20% |
Tax Benefit due to De-Recognition of REIT Deferred Tax Liabilities (as a percent) | 0% | 0% | (1652.60%) |
Valuation Allowance (as a percent) | 0% | (8.20%) | 0% |
Other Reconciling Items (as a percent) | (22.60%) | (0.20%) | 0% |
Benefit (Expense) for Income Taxes (as a percent) | 862.80% | 11.50% | (1673.40%) |
INCOME TAXES - General Informat
INCOME TAXES - General Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 subsidiary | Dec. 31, 2021 subsidiary | Dec. 31, 2020 USD ($) subsidiary | |
INCOME TAXES | |||
REIT Eligibility, Distributable , Minimum Percentage of Taxable Income, Excluding Net Capital Gains | 90% | ||
Number of taxable REIT subsidiaries | subsidiary | 2 | 2 | 2 |
Effective income tax rate (as a percent) | 862.80% | 11.50% | (1673.40%) |
Deferred tax benefit | $ | $ 82.5 | ||
Effective income tax rate, including income taxes attributable to the discontinued operations (as a percent) | 862.50% | 11.50% | (1673.40%) |
Corporate tax rate (as a percent) | 21% | 21% | 21% |
INCOME TAXES - Uncertain Tax Po
INCOME TAXES - Uncertain Tax Positions (Details) $ in Millions | 36 Months Ended |
Dec. 31, 2022 USD ($) | |
INCOME TAXES | |
Interest and penalties accrued for uncertain positions | $ 0 |
INCOME TAXES - Paid and Refunde
INCOME TAXES - Paid and Refunded (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
INCOME TAXES | |||
Income taxes paid, gross | $ 0.1 | $ 0.4 | $ 5 |
Income tax refunds | $ 0 | $ 0.1 | $ 0 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Legal Proceedings (Details) - Complaint for Declaratory Relief Against Buc-ee's Ltd $ in Millions | 12 Months Ended | ||
Oct. 29, 2021 USD ($) | Dec. 31, 2022 a | Mar. 31, 2021 USD ($) | |
Commitments | |||
Cash deposited related to improvements | $ 0.8 | ||
Land Sales, Area of Land | a | 35 | ||
Escrow funds received | $ 0.6 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Contractual Commitments (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
COMMITMENTS AND CONTINGENCIES | |
Total Commitment | $ 29,033 |
Less Amount Funded | (7,812) |
Remaining Commitment | $ 21,221 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Construction Loans (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 USD ($) loan | Dec. 31, 2021 USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
Unfunded construction loans | $ 32,073 | $ 38,099 |
Construction Loans [Member] | ||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||
Number of construction loans committed to fund | loan | 2 | |
Unfunded construction loans | $ 5,600 |
BUSINESS SEGMENT DATA - Descrip
BUSINESS SEGMENT DATA - Description (Details) | 12 Months Ended | ||
Dec. 31, 2022 loan segment | Dec. 31, 2021 | Dec. 31, 2020 | |
BUSINESS SEGMENT DATA | |||
Number of operating segment | segment | 4 | ||
Number of commercial loan investment | 3 | ||
Commercial Real Estate Portfolio Segment | |||
BUSINESS SEGMENT DATA | |||
Number of commercial loan investment | 3 | ||
Number of preferred equity investments | 1 | ||
Product concentration | Identifiable Assets [Member] | Income Properties | |||
BUSINESS SEGMENT DATA | |||
Percentage of total | 91% | 86% | |
Product concentration | Base Rent Revenues | Income Properties | |||
BUSINESS SEGMENT DATA | |||
Percentage of total | 83.60% | 72.10% | 88.60% |
BUSINESS SEGMENT DATA - Summary
BUSINESS SEGMENT DATA - Summary of Operations in Different Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
BUSINESS SEGMENT DATA | |||
Total Revenues | $ 82,320 | $ 70,272 | $ 56,381 |
Total Operating Income | 10,667 | 23,345 | 12,280 |
Impairment Charges | (17,599) | (9,147) | |
Gain (Loss) on Disposition of Assets | (7,042) | 28,316 | 9,746 |
Gain (Loss) on Extinguishment of Debt | (3,431) | 1,141 | |
Depreciation and Amortization | 28,855 | 20,581 | 19,063 |
Capital Expenditures | 385,165 | 256,854 | 196,029 |
Identifiable Assets | 986,545 | 733,139 | |
Operating Segments | |||
BUSINESS SEGMENT DATA | |||
Impairment Charges | (17,599) | (9,147) | |
Gain (Loss) on Disposition of Assets | (7,042) | 28,316 | 9,746 |
Gain (Loss) on Extinguishment of Debt | (3,431) | 1,141 | |
General and Corporate Expense | |||
BUSINESS SEGMENT DATA | |||
Total Operating Income | (41,754) | (31,783) | (30,630) |
Depreciation and Amortization | 56 | 20 | 27 |
Capital Expenditures | 42 | 34 | 30 |
Identifiable Assets | 46,438 | 35,132 | |
Income Properties | |||
BUSINESS SEGMENT DATA | |||
Total Revenues | 68,857 | 50,679 | 49,953 |
Capital Expenditures | 331,754 | 256,456 | 188,849 |
Identifiable Assets | 902,427 | 630,747 | |
Income Properties | Operating Segments | |||
BUSINESS SEGMENT DATA | |||
Total Operating Income | 48,493 | 36,864 | 37,964 |
Depreciation and Amortization | 28,799 | 20,561 | 19,036 |
Management Fee Income | |||
BUSINESS SEGMENT DATA | |||
Total Revenues | 3,829 | 3,305 | 2,744 |
Capital Expenditures | 0 | 0 | 0 |
Identifiable Assets | 1,370 | 1,653 | |
Management Fee Income | Operating Segments | |||
BUSINESS SEGMENT DATA | |||
Total Operating Income | 3,829 | 3,305 | 2,744 |
Interest Income From Commercial Loans and Investments | |||
BUSINESS SEGMENT DATA | |||
Total Revenues | 4,172 | 2,861 | 3,034 |
Capital Expenditures | 53,369 | 364 | 7,150 |
Identifiable Assets | 32,269 | 39,095 | |
Interest Income From Commercial Loans and Investments | Operating Segments | |||
BUSINESS SEGMENT DATA | |||
Total Operating Income | 4,172 | 2,861 | 3,034 |
Real Estate Operations | |||
BUSINESS SEGMENT DATA | |||
Total Revenues | 5,462 | 13,427 | 650 |
Identifiable Assets | 4,041 | 26,512 | |
Real Estate Operations | Operating Segments | |||
BUSINESS SEGMENT DATA | |||
Total Operating Income | $ 2,969 | $ 4,812 | $ (2,572) |
ASSETS AND LIABILITIES HELD F_3
ASSETS AND LIABILITIES HELD FOR SALE (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Assets held for sale | ||
Property, Plant, and Equipment-Net | $ 6,016 | |
Intangible Lease Assets - Net | 704 | |
Total Assets Held for Sale | $ 0 | $ 6,720 |
SCHEDULE III REAL ESTATE AND _2
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION - Initial Cost and Subsequent Costs Capitalized (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cost: | ||||
Land | $ 233,930 | |||
Building & Improvements | 515,956 | |||
Improvements | 14,073 | |||
Gross Amount Carried at Close | ||||
Land | 233,875 | |||
Buildings | 530,084 | |||
Total | 763,959 | $ 521,260 | $ 472,126 | $ 392,842 |
Accumulated Depreciation | 35,512 | $ 23,936 | $ 30,316 | $ 22,552 |
Aggregate cost, net of deferred tax liabilities, of Income Properties, Land, Buildings, and Improvements for Federal income tax | 448,500 | |||
Income Property, Westcliff Shopping Center, Fort Worth, Texas | ||||
Cost: | ||||
Land | 10,521 | |||
Building & Improvements | 4,196 | |||
Improvements | 400 | |||
Gross Amount Carried at Close | ||||
Land | 10,521 | |||
Buildings | 4,596 | |||
Total | 15,117 | |||
Accumulated Depreciation | $ 2,528 | |||
Date Acquired | Mar. 01, 2017 | |||
Life | 10 years | |||
Income Property, Crabby's Restaurant, Daytona Beach, Florida | ||||
Cost: | ||||
Land | $ 5,836 | |||
Building & Improvements | 4,249 | |||
Improvements | 45 | |||
Gross Amount Carried at Close | ||||
Land | 5,836 | |||
Buildings | 4,294 | |||
Total | 10,130 | |||
Accumulated Depreciation | $ 1,151 | |||
Date of Completion | Jan. 25, 2018 | |||
Life | 40 years | |||
Income Property, LandShark Bar and Grill, Daytona Beach, Florida | ||||
Cost: | ||||
Land | $ 5,836 | |||
Building & Improvements | 4,577 | |||
Improvements | 10 | |||
Gross Amount Carried at Close | ||||
Land | 5,836 | |||
Buildings | 4,587 | |||
Total | 10,423 | |||
Accumulated Depreciation | $ 1,092 | |||
Date of Completion | Jan. 25, 2018 | |||
Life | 40 years | |||
Income Property, Single-tenant, Fidelity Investments (affiliate of), Albuquerque, New Mexico | ||||
Cost: | ||||
Land | $ 5,739 | |||
Building & Improvements | 29,537 | |||
Improvements | 12 | |||
Gross Amount Carried at Close | ||||
Land | 5,739 | |||
Buildings | 29,549 | |||
Total | 35,288 | |||
Accumulated Depreciation | $ 4,779 | |||
Date Acquired | Oct. 04, 2018 | |||
Life | 45 years | |||
Income Property, General Dynamics Corporation, Reston, Virginia | ||||
Cost: | ||||
Land | $ 7,530 | |||
Building & Improvements | 9,068 | |||
Gross Amount Carried at Close | ||||
Land | 7,530 | |||
Buildings | 9,068 | |||
Total | 16,598 | |||
Accumulated Depreciation | $ 1,703 | |||
Date Acquired | Jul. 12, 2019 | |||
Life | 35 years | |||
Income Property, The Strand - Fogo De Chao, Jacksonville, Florida | ||||
Cost: | ||||
Land | $ 12,551 | |||
Building & Improvements | 36,431 | |||
Improvements | 314 | |||
Gross Amount Carried at Close | ||||
Land | 12,551 | |||
Buildings | 36,745 | |||
Total | 49,296 | |||
Accumulated Depreciation | $ 4,331 | |||
Date Acquired | Dec. 09, 2019 | |||
Life | 48 years | |||
Income Property, Multi-tenant, Crossroads Towne Center, Chandler, Arizona | ||||
Cost: | ||||
Land | $ 9,592 | |||
Building & Improvements | 41,717 | |||
Improvements | 364 | |||
Gross Amount Carried at Close | ||||
Land | 9,592 | |||
Buildings | 42,081 | |||
Total | 51,673 | |||
Accumulated Depreciation | $ 4,220 | |||
Date Acquired | Jan. 24, 2020 | |||
Life | 35 years | |||
Income Property, Multi-tenant, Ashford Lane, Atlanta, Georgia | ||||
Cost: | ||||
Land | $ 37,717 | |||
Building & Improvements | 33,422 | |||
Improvements | 11,622 | |||
Gross Amount Carried at Close | ||||
Land | 37,717 | |||
Buildings | 45,099 | |||
Total | 82,816 | |||
Accumulated Depreciation | $ 3,547 | |||
Date Acquired | Feb. 21, 2020 | |||
Life | 36 years | |||
Income Property, Single-tenant, Ford Motor Credit, Tampa, Florida | ||||
Cost: | ||||
Land | $ 3,265 | |||
Building & Improvements | 20,629 | |||
Gross Amount Carried at Close | ||||
Land | 3,265 | |||
Buildings | 20,629 | |||
Total | 23,894 | |||
Accumulated Depreciation | $ 2,184 | |||
Date Acquired | Aug. 21, 2020 | |||
Life | 40 years | |||
Income Property Jordan Landing, West Jordan, Utah | ||||
Cost: | ||||
Land | $ 10,529 | |||
Building & Improvements | 5,752 | |||
Gross Amount Carried at Close | ||||
Land | 10,529 | |||
Buildings | 5,752 | |||
Total | 16,281 | |||
Accumulated Depreciation | $ 549 | |||
Date Acquired | Mar. 02, 2021 | |||
Life | 30 years | |||
Income Property Eastern Commons, Henderson, Nevada | ||||
Cost: | ||||
Land | $ 7,894 | |||
Building & Improvements | 8,575 | |||
Gross Amount Carried at Close | ||||
Land | 7,894 | |||
Buildings | 8,575 | |||
Total | 16,469 | |||
Accumulated Depreciation | $ 715 | |||
Date Acquired | Mar. 10, 2021 | |||
Life | 35 years | |||
Income Property Shops at Legacy, Plano, Texas | ||||
Cost: | ||||
Land | $ 22,008 | |||
Building & Improvements | 27,192 | |||
Improvements | 794 | |||
Gross Amount Carried at Close | ||||
Land | 22,008 | |||
Buildings | 27,986 | |||
Total | 49,994 | |||
Accumulated Depreciation | $ 2,794 | |||
Date Acquired | Jun. 23, 2021 | |||
Life | 32 years | |||
Income Property Beaver Creek, Apex, North Carolina | ||||
Cost: | ||||
Land | $ 21,383 | |||
Building & Improvements | 39,194 | |||
Improvements | 260 | |||
Gross Amount Carried at Close | ||||
Land | 21,383 | |||
Buildings | 39,454 | |||
Total | 60,837 | |||
Accumulated Depreciation | $ 2,005 | |||
Date Acquired | Dec. 02, 2021 | |||
Life | 30 years | |||
Income Property 120 Lincoln & 150 Washington, Santa Fe, New Mexico | ||||
Cost: | ||||
Land | $ 459 | |||
Building & Improvements | 12,525 | |||
Gross Amount Carried at Close | ||||
Land | 459 | |||
Buildings | 12,525 | |||
Total | 12,984 | |||
Accumulated Depreciation | $ 672 | |||
Date Acquired | Dec. 20, 2021 | |||
Life | 30 years | |||
Income Property Synovus, Winter Park, Florida | ||||
Cost: | ||||
Land | $ 8,524 | |||
Building & Improvements | 5,139 | |||
Improvements | 18 | |||
Gross Amount Carried at Close | ||||
Land | 8,524 | |||
Buildings | 5,157 | |||
Total | 13,681 | |||
Accumulated Depreciation | $ 303 | |||
Date Acquired | Dec. 20, 2021 | |||
Life | 30 years | |||
Income Property Exchange at Gwinnett, Buford, Georgia | ||||
Cost: | ||||
Land | $ 4,450 | |||
Building & Improvements | 25,300 | |||
Improvements | 10 | |||
Gross Amount Carried at Close | ||||
Land | 4,450 | |||
Buildings | 25,310 | |||
Total | 29,760 | |||
Accumulated Depreciation | $ 765 | |||
Date Acquired | Dec. 30, 2021 | |||
Life | 45 years | |||
Income Property Price Plaza, Katy, Texas [Member] | ||||
Cost: | ||||
Land | $ 15,630 | |||
Building & Improvements | 17,978 | |||
Gross Amount Carried at Close | ||||
Land | 15,630 | |||
Buildings | 17,978 | |||
Total | 33,608 | |||
Accumulated Depreciation | $ 857 | |||
Date Acquired | Mar. 03, 2022 | |||
Life | 25 years | |||
Income Property Madison Yards, Atlanta, Georgia [Member] | ||||
Cost: | ||||
Land | $ 19,780 | |||
Building & Improvements | 47,938 | |||
Improvements | 224 | |||
Gross Amount Carried at Close | ||||
Land | 19,780 | |||
Buildings | 48,162 | |||
Total | 67,942 | |||
Accumulated Depreciation | $ 646 | |||
Date Acquired | Jul. 08, 2022 | |||
Life | 42 years | |||
Income Property, Multi tenant, West Broad Village, Glen Allen, Virginia [Member] | ||||
Cost: | ||||
Land | $ 12,120 | |||
Building & Improvements | 65,829 | |||
Gross Amount Carried at Close | ||||
Land | 12,120 | |||
Buildings | 65,829 | |||
Total | 77,949 | |||
Accumulated Depreciation | $ 639 | |||
Date Acquired | Oct. 14, 2022 | |||
Life | 40 years | |||
Income Property Collection at Forsyth, Cummings, Georgia [Member] | ||||
Cost: | ||||
Land | $ 9,062 | |||
Building & Improvements | 75,286 | |||
Gross Amount Carried at Close | ||||
Land | 9,007 | |||
Buildings | 75,286 | |||
Total | 84,293 | |||
Accumulated Depreciation | $ 31 | |||
Date Acquired | Dec. 29, 2022 | |||
Life | 31 years | |||
Income Property MainStreet Portfolio, Daytona Beach, Florida [Member] | ||||
Cost: | ||||
Land | $ 3,504 | |||
Building & Improvements | 1,422 | |||
Gross Amount Carried at Close | ||||
Land | 3,504 | |||
Buildings | 1,422 | |||
Total | 4,926 | |||
Accumulated Depreciation | $ 1 | |||
Date Acquired | Dec. 29, 2022 | |||
Life | 25 years |
SCHEDULE III REAL ESTATE AND _3
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION - Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cost: | |||
Balance at Beginning of Year | $ 521,260 | $ 472,126 | $ 392,842 |
Additions and Improvements | 281,562 | 206,646 | 147,359 |
Cost of Real Estate Sold | (38,863) | (157,512) | (68,075) |
Balance at End of Year | 763,959 | 521,260 | 472,126 |
Accumulated Depreciation: | |||
Balance at Beginning of Year | 23,936 | 30,316 | 22,552 |
Depreciation and Amortization | 16,262 | 12,270 | 11,207 |
Depreciation on Real Estate Sold | (4,686) | (18,650) | (3,443) |
Balance at End of Year | $ 35,512 | $ 23,936 | $ 30,316 |
SCHEDULE III REAL ESTATE AND _4
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION - Reconciliation (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION | ||||
Income Properties, Land, Buildings, and Improvements | $ 763,959 | $ 515,007 | ||
Cost Basis of Assets Classified as Held for Sale on Balance Sheet | 6,253 | |||
Total | $ 763,959 | $ 521,260 | $ 472,126 | $ 392,842 |
SCHEDULE IV MORTGAGE LOANS ON_2
SCHEDULE IV MORTGAGE LOANS ON REAL ESTATE - Number of commercial loan investments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Current Face Amount | $ 32,073 | $ 38,099 | ||
Commercial Loans and Investments | $ 31,908 | $ 39,095 | $ 38,320 | $ 34,625 |
Mortgage Note - 4311 Maple Avenue, Dallas, TX | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Coupon Rate | 7.50% | |||
Current Face Amount | $ 400 | |||
Commercial Loans and Investments | $ 395 | |||
Construction Loan - The Exchange At Gwinnett - Buford, GA | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Coupon Rate | 7.25% | |||
Current Face Amount | $ 220 | |||
Commercial Loans and Investments | $ 173 | |||
Preferred Investment - Watters Creek – Allen, TX [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Coupon Rate | 8.50% | |||
Current Face Amount | $ 30,000 | |||
Commercial Loans and Investments | $ 29,887 | |||
Improvement Loan - Ashford Lane – Atlanta, GA [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Coupon Rate | 12% | |||
Current Face Amount | $ 1,453 | |||
Commercial Loans and Investments | $ 1,453 |
SCHEDULE IV MORTGAGE LOANS ON_3
SCHEDULE IV MORTGAGE LOANS ON REAL ESTATE - Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Mortgage Loans on Real Estate | |||
Balance at Beginning of Year | $ 39,095 | $ 38,320 | $ 34,625 |
New Mortgage Loans | 53,282 | 364 | 28,360 |
Collection of Origination Fees | 87 | (125) | |
Accretion of Origination Fees | 174 | 2 | 161 |
Gain on Sale of Loans | 807 | ||
Imputed Interest Over Rent Payments on Ground Lease Loan | 97 | 409 | 399 |
Collection of Principal | (61,634) | (23,132) | |
CECL Reserve | (1,968) | ||
Balance at End of Year | 31,908 | $ 39,095 | $ 38,320 |
Carrying amount of mortgages for Federal income tax | $ 31,900 |