Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 17, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | POPE | ||
Entity Registrant Name | POPE RESOURCES LTD PARTNERSHIP | ||
Entity Central Index Key | 784,011 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 4,367,595 | ||
Entity Public Float | $ 206,684,453 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Partnership cash and cash equivalents | $ 1,871 | $ 6,310 |
ORM Timber Funds cash and cash equivalents | 1,066 | 3,396 |
Cash and cash equivalents | 2,937 | 9,706 |
Accounts receivable, net | 4,381 | 3,238 |
Land and timber held for sale | 20,503 | 3,642 |
Prepaid expenses and other | 4,385 | 810 |
Total current assets | 32,206 | 17,396 |
Properties and equipment, at cost | ||
Timber and roads, net of accumulated depletion (2016 - $110,533; 2015 - $103,378) | 279,793 | 266,104 |
Timberland | 54,369 | 53,879 |
Land held for development | 24,390 | 25,653 |
Buildings and equipment, net of accumulated depreciation (2016 - $7,713; 2015 - $7,251) | 5,628 | 6,024 |
Total properties and equipment, at cost | 364,180 | 351,660 |
Other assets | ||
Contracts receivable, net of current portion, and other assets | 2,664 | 1,000 |
Total assets | 399,050 | 370,056 |
Current liabilities | ||
Accounts payable | 2,620 | 1,384 |
Accrued liabilities | 3,843 | 3,442 |
Current portion of long-term debt | 5,119 | 114 |
Deferred revenue | 418 | 278 |
Current portion of environmental remediation liability | 8,650 | 11,200 |
Other current liabilities | 398 | 322 |
Total current liabilities | 21,048 | 16,740 |
Long-term debt, net of unamortized debt issuance costs and current portion | 125,291 | 84,537 |
Environmental remediation and other long-term liabilities | 4,247 | 5,713 |
Commitments and contingencies | ||
Partners’ capital | ||
General partners' capital (units issued and outstanding 2016 - 60; 2015 - 60) | 934 | 1,009 |
Limited partners' capital (units issued and outstanding 2016 - 4,255; 2015 - 4,240) | 58,199 | 63,539 |
Noncontrolling interests | 189,331 | 198,518 |
Total partners’ capital and noncontrolling interests | 248,464 | 263,066 |
Total liabilities, partners’ capital, and noncontrolling interests | $ 399,050 | $ 370,056 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Timber and roads, accumulated depletion | $ 110,533 | $ 103,378 |
Buildings and equipment, accumulated depreciation | $ 7,713 | $ 7,251 |
General partners’ capital, units issued | 60 | 60 |
General partners’ capital, units outstanding | 60 | 60 |
Limited partners’ capital, units issued | 4,255 | 4,240 |
Limited partners’ capital, units outstanding | 4,255 | 4,240 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue | |||
Revenue | $ 80,428 | $ 78,028 | $ 87,470 |
Cost of sales | |||
Cost of sales | (47,273) | (46,604) | (48,090) |
Operating expenses | |||
Operating expenses | (20,829) | (19,644) | (17,671) |
Environmental remediation (Real Estate) | (7,700) | 0 | (10,000) |
Operating expenses | (28,529) | (19,644) | (27,671) |
Gain (loss) on sale of timberland (Fee Timber) | 995 | (1,103) | 23,750 |
Operating income (loss) | 5,621 | 10,677 | 35,459 |
Interest expense | (4,150) | (3,854) | (3,539) |
Interest capitalized to development projects | 733 | 860 | 910 |
Interest income | 11 | 24 | 25 |
Total other expense | (3,406) | (2,970) | (2,604) |
Income before income taxes | 2,215 | 7,707 | 32,855 |
Income tax expense | (252) | (207) | (984) |
Net and comprehensive income | 1,963 | 7,500 | 31,871 |
Net and comprehensive (income) loss attributable to noncontrolling interests-ORM Timber Funds | 3,979 | 3,443 | (19,456) |
Net and comprehensive income attributable to unitholders | 5,942 | 10,943 | 12,415 |
Allocable to general partners | 83 | 153 | 171 |
Allocable to limited partners | 5,859 | 10,790 | 12,244 |
Net and comprehensive income attributable to unitholders | $ 5,942 | $ 10,943 | $ 12,415 |
Basic and diluted earnings per unit attributable to unitholders (in dollars per share) | $ 1.35 | $ 2.51 | $ 2.82 |
Distributions per unit (in dollars per share) | $ 2.80 | $ 2.70 | $ 2.50 |
Fee Timber | |||
Revenue | |||
Revenue | $ 57,304 | $ 52,164 | $ 65,204 |
Operating expenses | |||
Operating expenses | (8,731) | (8,011) | (7,879) |
Operating income (loss) | 16,926 | 12,961 | 44,289 |
Timberland Investment Management | |||
Revenue | |||
Revenue | 8 | 0 | 0 |
Operating expenses | |||
Operating expenses | (2,628) | (2,625) | (2,329) |
Operating income (loss) | (2,620) | (2,625) | (2,329) |
Real Estate | |||
Revenue | |||
Revenue | 23,116 | 25,864 | 22,266 |
Operating expenses | |||
Operating expenses | (4,394) | (4,036) | (3,682) |
Operating income (loss) | (3,609) | 5,313 | (2,720) |
Operating Segments | |||
Revenue | |||
Revenue | 84,201 | 80,749 | 91,503 |
Operating expenses | |||
Operating expenses | (24,602) | (22,365) | (21,704) |
Operating income (loss) | 10,677 | 35,459 | |
Operating Segments | Fee Timber | |||
Revenue | |||
Revenue | 57,507 | 52,507 | 65,815 |
Cost of sales | |||
Cost of sales | (32,642) | (30,089) | (36,786) |
Operating expenses | |||
Operating expenses | (12,126) | (10,261) | (11,182) |
Gain (loss) on sale of timberland (Fee Timber) | 995 | (1,103) | 23,750 |
Operating income (loss) | 13,734 | 11,054 | 41,597 |
Operating Segments | Timberland Investment Management | |||
Revenue | |||
Revenue | 3,275 | 2,235 | 3,303 |
Operating expenses | |||
Operating expenses | (2,888) | (2,953) | (2,940) |
Operating income (loss) | 387 | (718) | 363 |
Operating Segments | Real Estate | |||
Revenue | |||
Revenue | 23,419 | 26,007 | 22,385 |
Cost of sales | |||
Cost of sales | (14,631) | (16,515) | (11,304) |
Operating expenses | |||
Operating expenses | (4,441) | (4,056) | (3,682) |
Environmental remediation (Real Estate) | (7,700) | (10,000) | |
Operating income (loss) | (3,353) | 5,436 | (2,601) |
Other | |||
Operating expenses | |||
General & Administrative | (5,076) | (4,972) | (3,781) |
Operating income (loss) | $ (5,076) | $ (4,972) | $ (3,781) |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - USD ($) | Total | Noncontrolling Interests | General Partners | Limited Partners |
Beginning balance at Dec. 31, 2013 | $ 214,614,000 | $ 145,169,000 | $ 974,000 | $ 68,471,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 31,871,000 | 19,456,000 | 171,000 | 12,244,000 |
Cash distributions | (67,094,000) | (56,057,000) | (152,000) | (10,885,000) |
Capital call | 125,000 | 125,000 | ||
Equity-based compensation | 867,000 | 12,000 | 855,000 | |
Excess tax benefit from equity-based compensation | 85,000 | |||
Indirect repurchase of units for minimum tax withholding | (196,000) | (3,000) | (193,000) | |
Ending balance at Dec. 31, 2014 | 227,629,000 | 163,413,000 | 1,003,000 | 63,213,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 7,500,000 | (3,443,000) | 153,000 | 10,790,000 |
Cash distributions | (21,143,000) | (9,435,000) | (163,000) | (11,545,000) |
Capital call | 47,983,000 | 47,983,000 | ||
Equity-based compensation | 864,000 | 12,000 | 852,000 | |
Excess tax benefit from equity-based compensation | 340,000 | 5,000 | 335,000 | |
Indirect repurchase of units for minimum tax withholding | (107,000) | (1,000) | (106,000) | |
Ending balance at Dec. 31, 2015 | 263,066,000 | 198,518,000 | 1,009,000 | 63,539,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net income (loss) | 1,963,000 | (3,979,000) | 83,000 | 5,859,000 |
Cash distributions | (17,385,000) | (5,208,000) | (170,000) | (12,007,000) |
Equity-based compensation | 919,000 | 13,000 | 906,000 | |
Excess tax benefit from equity-based compensation | 53,000 | 1,000 | 52,000 | |
Indirect repurchase of units for minimum tax withholding | (152,000) | (2,000) | (150,000) | |
Ending balance at Dec. 31, 2016 | $ 248,464,000 | $ 189,331,000 | $ 934,000 | $ 58,199,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Cash received from customers | $ 79,428 | $ 76,827 | $ 86,765 |
Cash paid to suppliers and employees | (56,807) | (44,187) | (48,344) |
Interest received | 11 | 24 | 25 |
Interest paid, net of amounts capitalized | (3,216) | (3,097) | (2,523) |
Capitalized development activities | (13,989) | (9,052) | (4,967) |
Income taxes received (paid) | (281) | (345) | (161) |
Net cash provided by operating activities | 5,146 | 20,170 | 30,795 |
Cash flows from investing activities: | |||
Purchase of short-term investments | 0 | 0 | (4,000) |
Maturity of short-term investments | 0 | 1,000 | 3,000 |
Capital expenditures | (1,973) | (2,549) | (2,335) |
Proceeds from sale of fixed assets | 25 | 0 | 37 |
Proceeds from sale of timberland | 1,603 | 1,001 | 68,876 |
Net cash used in investing activities | (40,141) | (56,108) | (8,273) |
Cash flows from financing activities: | |||
Line of credit borrowings | 23,326 | 0 | 0 |
Line of credit repayments | (15,326) | 0 | 0 |
Repayment of long-term debt | (114) | (5,109) | (109) |
Proceeds from issuance of long-term debt | 38,000 | 0 | 14,400 |
Debt issuance costs | (176) | (20) | (22) |
Unit repurchases | 0 | 0 | (7,363) |
Payroll taxes paid on unit net settlements | (152) | (107) | (196) |
Excess tax benefit from equity-based compensation | 53 | 12 | 85 |
Cash distributions to unitholders | (12,177) | (11,708) | (11,037) |
Cash distributions - ORM Timber Funds, net of distributions to Partnership | (5,208) | (9,435) | (56,057) |
Capital call - ORM Timber Funds, net of Partnership contribution | 0 | 47,983 | 54,720 |
Preferred stock issuance - ORM Timber Funds | 0 | 0 | 125 |
Net cash provided by (used in) financing activities | 28,226 | 21,616 | (5,454) |
Net increase (decrease) in cash and cash equivalents | (6,769) | (14,322) | 17,068 |
Cash and cash equivalents: | |||
Beginning of year | 9,706 | 24,028 | 6,960 |
End of year | 2,937 | 9,706 | 24,028 |
Partnership Interest | |||
Cash flows from investing activities: | |||
Acquisition of timberland | (39,796) | (5,004) | (1,826) |
Funds | |||
Cash flows from investing activities: | |||
Acquisition of timberland | $ 0 | $ (50,556) | $ (72,025) |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Reconciliation of net income (loss) to net cash provide by operating activities) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of net income (loss) to net cash provided by operating activities: | |||
Net income | $ 1,963 | $ 7,500 | $ 31,871 |
Depletion | 12,621 | 9,900 | 12,192 |
Equity-based compensation | 919 | 864 | 867 |
Excess tax benefit from equity-based compensation | (53) | (12) | (85) |
Depreciation and amortization | 755 | 736 | 727 |
(Gain) loss on sale of timberland | (995) | 1,103 | (23,750) |
(Gain) loss on sale of property and equipment | (23) | 0 | (23) |
Deferred taxes, net | 67 | (121) | 643 |
Cost of land sold | 12,439 | 14,057 | 9,160 |
Accounts receivable | (1,143) | (810) | (918) |
Prepaid expenses and other current assets | (3,575) | 1,462 | (1,693) |
Real estate project expenditures | (13,989) | (9,052) | (4,967) |
Accounts payable and accrued liabilities | 1,691 | (241) | (1,710) |
Deferred revenue | 141 | (390) | 116 |
Other current liabilities | 76 | 75 | (17) |
Environmental remediation | (3,991) | (4,890) | 8,410 |
Other noncurrent assets and liabilities | (1,757) | (11) | (28) |
Net cash provided by operating activities | $ 5,146 | $ 20,170 | $ 30,795 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of operations Pope Resources, A Delaware Limited Partnership (the “Partnership”) is a publicly traded limited partnership engaged primarily in managing timber resources on its own properties as well as those owned by others. Pope Resources’ active subsidiaries include the following: ORM, Inc., which is responsible for managing Pope Resources’ timber properties; Olympic Resource Management LLC (ORMLLC), which provides timberland management activities and is responsible for developing the timber fund business; Olympic Property Group I LLC, which manages the Port Gamble townsite and millsite together with land that is held as development property; and OPG Properties LLC, which owns land that is held as development property. These consolidated financial statements also include ORM Timber Fund I, LP (Fund I), ORM Timber Fund II, Inc. (Fund II), and ORM Timber Fund III, Inc. (Fund III, and collectively with Fund I and Fund II, the Funds). ORMLLC owned 1% of Fund I and owns 1% of Funds II and III and was the general partner of Fund I and is the manager of Funds II and III. Pope Resources owned 19% of Fund I and owns 19% of Fund II and 4% of Fund III. The purpose of all three Funds is to invest in timberlands. See Note 2 for additional information. The Partnership operates in three business segments: Fee Timber, Timberland Investment Management, and Real Estate. Fee Timber represents the growing and harvesting of trees from properties owned by the Partnership and the Funds. Timberland Investment Management represents management, acquisition, disposition, and consulting services provided to third-party owners of timberland and provides management services to the Funds. Real Estate consists of obtaining and entitling properties that have been identified as having value as developed residential or commercial property and operating the Partnership’s existing commercial property in Kitsap County, Washington. Principles of consolidation The consolidated financial statements include the accounts of the Partnership, its subsidiaries, and the Funds. Intercompany balances and transactions, including operations related to the Funds, have been eliminated in consolidation. The Funds are consolidated into Pope Resources’ financial statements (see Note 2). New accounting standards On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective on January 1, 2018. Early application is not permitted. The Partnership will adopt this standard using the cumulative effect transition method applied to uncompleted contracts as of the date of adoption. Under this method, the cumulative effect of initially applying the standard is recorded as an adjustment to partners’ capital. This new standard may have the impact of delaying the recognition of a portion of revenue from those Real Estate sales for which we have post-closing obligations. In February 2016, the FASB issued ASU 2016-02, Leases, which requires substantially all leases to be reflected on the balance sheet as a liability and a right-of-use asset. The ASU will replace existing lease accounting guidance in U.S. GAAP when it becomes effective on January 1, 2019 and the Partnership will adopt it at that time. The standard will be applied on a modified retrospective basis in which certain optional practical expedients may be applied. Due to the Partnership’s limited leasing activity, management does not expect the effect of this standard to be material to its ongoing financial reporting. In March 2016, FASB issued ASU 2016-09, which simplifies several aspects of accounting for share-based payment transactions, including income tax consequences, award classification, cash flows reporting, and forfeiture rate application. Specifically, the update requires all excess tax benefits and tax deficiencies to be recognized as income tax expense or benefit in the income statement with a cumulative-effect adjustment to equity as of the beginning of the period of adoption. The update allows excess tax benefits to be classified along with other income tax cash flows as an operating activity on the statement of cash flows. When accruing compensation cost, an entity can make an entity-wide accounting policy election to either estimate the number of awards expected to vest or to account for forfeitures as they occur with a cumulative-effect adjustment to equity as of the beginning of the period of adoption. The update requires cash paid by an employer when directly withholding shares for tax-withholding purposes to be classified as a financing activity on the statement of cash flows, applied retrospectively. This guidance is effective for fiscal years beginning after December 15, 2016. We will adopt the standard effective January 1, 2017 and do not expect it to have a material impact on our consolidated financial statements. The Partnership adopted ASU 2015-17, Balance Sheet Classification of Deferred Taxes, effective January 1, 2016. In accordance with this standard, all deferred tax assets and liabilities are classified as noncurrent on the Partnership’s condensed consolidated balance sheets. Our adoption of this ASU did not have a material impact on our consolidated financial statements and related disclosures. General partner The Partnership has two general partners: Pope MGP, Inc. and Pope EGP, Inc. In total, these two entities own 60,000 partnership units. The allocation of distributions, income and other capital related items between the general and limited partners is pro rata among all units outstanding. The managing general partner of the Partnership is Pope MGP, Inc. Noncontrolling interests Noncontrolling interests represents the portion of net income and losses of the Funds attributable to third-party owners of the Funds. In the case of Funds I and II, noncontrolling interests represent 80% , while noncontrolling interests represent 95% of Fund III ownership. To arrive at net and comprehensive income attributable to Partnership unitholders, the portion of the income attributable to these third-party investors is subtracted from net and comprehensive income or, in the case of a loss attributable to third-party investors, added back to net and comprehensive income. Significant estimates and concentrations in financial statements The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expense during the reporting period. Actual results could differ from those estimates. Depletion Timber costs are combined into depletion pools based on how the tree farms are managed and on the common characteristics of the timber such as location and species mix. Each tree farm within the Funds is considered a separate depletion pool and timber harvested from the Funds’ tree farms is accounted for and depleted separately from timber harvested from the Partnership’s timberlands, which are considered one depletion pool. The applicable depletion rate is derived by dividing the aggregate cost of merchantable stands of timber, together with capitalized road expenditures, by the estimated volume of merchantable timber available for harvest at the beginning of that year. For purposes of the depletion calculation, merchantable timber is defined as timber that is equal to or greater than 35 years of age for all of the tree farms except California, for which merchantable timber is defined as timber with a diameter at breast height (DBH) of 16 inches or greater. The depletion rate, so derived and expressed in per MBF terms, is then multiplied by the volume harvested in a given period to calculate depletion expense for that period as follows: Depletion rate = Accumulated cost of timber and capitalized road expenditures Estimated volume of merchantable timber Purchased timberland cost allocation. When the Partnership or Funds acquire timberlands, a purchase price allocation is performed that allocates cost between the categories of merchantable timber, pre-merchantable timber, roads, and land based upon the relative fair values pertaining to each of the categories. Land value may include uses other than timberland including potential conservation easement (CE) sales and development opportunities. Cost of sales Cost of sales consists of the Partnership’s cost basis in timber (depletion expense), real estate, and other inventory sold, and direct costs incurred to make those assets saleable. Those direct costs include the expenditures associated with the harvesting and transporting of timber and closing costs incurred in land and lot sale transactions. Cost of sales also consists of those costs directly attributable to the Partnership’s rental activities. Cash and cash equivalents Cash and cash equivalents include highly liquid investments with original maturities of three months or less at date of purchase. Like-kind exchanges In order to acquire and sell assets, primarily timberland and other real property, in a tax efficient manner, we sometimes utilize Internal Revenue Code (IRC) Section 1031 like-kind exchange transactions. There are two main types of like-kind exchange transactions: forward transactions, in which property is sold and the proceeds are reinvested by acquiring similar property; and reverse transactions, in which property is acquired and similar property is subsequently sold. We use qualified intermediaries to facilitate such transactions and proceeds from forward transactions are held by the intermediaries. Both types of transactions must be completed within prescribed periods under IRC 1031, generally 180 days. Any unused funds held by intermediaries at the expiration of these time periods revert to the Partnership. To the extent we have identified potential replacement properties to acquire, funds held by intermediaries are classified as non-current in other assets on the consolidated balance sheets. To the extent funds held by qualified intermediaries exceed the value of identified potential properties to acquire, the funds are included in prepaid expenses and other current assets. At December 31, 2016 , prepaid expenses and other current assets included $850,000 and other assets included $1.9 million held by like-kind exchange intermediaries. Also included in prepaid expenses and other current assets at December 31, 2016 were $2.3 million of funds held by intermediaries for completed forward exchanges that the Partnership received in January 2017. There were no amounts held by intermediaries at December 31, 2015 . Concentration of credit risk Financial instruments that potentially subject the Partnership to concentrations of credit risk consist principally of accounts and contracts receivable. The Partnership limits its credit exposure by considering the creditworthiness of potential customers and utilizing the underlying land sold as collateral on real estate contracts. The Partnership’s allowance for doubtful accounts is $8,000 and $13,000 at December 31, 2016 and 2015 , respectively. Income taxes The Partnership itself is not subject to income taxes, but its corporate subsidiaries are subject to income taxes which are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Operating loss and tax credit carryforwards, if any, are also factored into the calculation of deferred tax assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates that are 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 Partnership has concluded that it is more likely than not that its deferred tax assets will be realizable and thus no valuation allowance has been recorded as of December 31, 2016 . This conclusion is based on anticipated future taxable income, the expected future reversals of existing taxable temporary differences, and tax planning strategies to generate taxable income, if needed. The Partnership will continue to reassess the need for a valuation allowance during each future reporting period. The Partnership is not aware of any tax exposure items as of December 31, 2016 and 2015 where the Partnership’s tax position is not more likely than not to be sustained if challenged by the taxing authorities. The Partnership recognizes interest expense related to unrecognized tax benefits or underpayment of income taxes in interest expense and recognizes penalties in operating expenses. Land and timber held for sale and Land held for development Land and timber held for sale and Land held for development are recorded at the lower of cost or net realizable value. Costs of development, including interest, are capitalized for these projects and allocated to individual lots based upon their relative preconstruction fair value. This allocation of basis supports, in turn, the computation of those amounts reported as a current vs. long-term asset based on management’s expectation of when the sales will occur (Land and timber held for sale and Land held for development, respectively). As lot sales occur, the allocation of these costs becomes part of cost of sales attributed to individual lot sales. Costs associated with land including acquisition, project design, architectural costs, road construction, capitalized interest and utility installation are accounted for as operating activities on our statement of cash flows. Those properties that are for sale, under contract, and for which the Partnership has an expectation they will be sold within 12 months are classified on the balance sheet as a current asset under “Land and timber held for sale”. The $20.5 million in Land and timber held for sale at December 31, 2016 reflects a 6,400 -acre tree farm sold by Fund II in January 2017 and our expectation of sales in 2017 of parcels comprising 30 acres from the Harbor Hill project in Gig Harbor, Washington as well as a one -acre parcel in Kitsap County, Washington. Land held for sale of $3.6 million as of December 31, 2015 represented expected sales in 2016 of 48 acres from the Harbor Hill project. Land held for development on our balance sheet represents the Partnership’s cost basis in land that has been identified as having greater value as development property rather than as timberland. Land development costs, including interest, clearly associated with development or construction of fully entitled projects are capitalized, whereas costs associated with projects that are in the entitlement phase are expensed. Interest capitalization ceases once projects reach the point of substantial completion or construction activity has been delayed intentionally. Timberland, timber and roads Timberland, timber and roads are recorded at cost. The Partnership capitalizes the cost of building permanent roads on the tree farms and expenses temporary roads and road maintenance. Timberland is not subject to depletion. Buildings and equipment Buildings and equipment depreciation is provided using the straight-line method over the estimated useful lives of the assets, which range from 3 to 39 years . Buildings and equipment are recorded at cost and consisted of the following as of December 31, 2016 and 2015 (in thousands): Description 12/31/2016 12/31/2015 Buildings $ 9,439 $ 9,302 Equipment 3,239 3,320 Furniture and fixtures 663 653 Total $ 13,341 $ 13,275 Accumulated depreciation (7,713 ) (7,251 ) Net buildings and equipment $ 5,628 $ 6,024 Impairment of long-lived assets When facts and circumstances indicate the carrying value of properties may be impaired, an evaluation of recoverability is performed by comparing the currently recorded carrying value of the property to the projected future undiscounted cash flows of the same property or, in the case of land held for sale, fair market value less costs to sell. If it is determined that the carrying value of such assets may not be fully recoverable, we would recognize an impairment loss, adjusting for the difference between the carrying value and the estimated fair market value, and would recognize an expense in this amount against current operations. Deferred revenue Deferred revenue represents the unearned portion of cash collected. Deferred revenue of $418,000 at December 31, 2016 reflects primarily deferred revenue associated with Real Estate sales recorded under the percentage of completion method and the unearned portion of rental payments received on cell tower leases. The deferred revenue balance of $278,000 at December 31, 2015 represents mostly advance deposits received on real estate sales contracts and the unearned portion of rental payments received on cell tower leases. Revenue recognition Revenue on fee timber sales is recorded when title and risk of loss passes to the buyer, which typically occurs when delivered to the customer. Revenue on real estate sales is recorded on the date the sale closes, upon receipt of adequate down payment, and receipt of the buyer’s obligation to make sufficient continuing payments towards the purchase of the property, provided the Partnership has no continuing involvement with the real estate sold. When a real estate transaction is closed with obligations to complete infrastructure or other construction, revenue is recognized on a percentage of completion method by calculating a ratio of costs incurred to total costs expected. Revenue is deferred proportionately based on the remaining costs to satisfy the obligation. Timberland management fees and consulting service revenues are recognized as the related services are provided. Land and development rights or conservation easement (CE) sales The Partnership considers the sale of land and development rights, or conservation easements (CE’s), to be part of its normal operations and therefore recognizes revenue from such sales and cost of sales for the Partnership’s basis in the property sold. CE sales allow us to retain harvesting and other timberland management rights, but bar any future subdivision of or real estate development on the property. Cash generated from these sales is included in cash flows from operations on the Partnership’s statements of cash flows. In 2016 , 2015 , and 2014 , the Partnership generated $2.1 million , $4.3 million , and $743,000 , respectively, from conservation easement sales. Environmental remediation liabilities Environmental remediation liabilities have been evaluated using a combination of methods. The liability is estimated based on amounts included construction contracts and estimates for construction contingencies, project management and other professional fees. See Note 9 for further discussion of environmental remediation liabilities. Equity-based compensation The Partnership issues restricted units to certain employees, officers, and directors of the Partnership as part of their annual compensation. Restricted units are valued on the grant date at the market closing price of the partnership units on that date. The value of the restricted units is amortized to compensation expense on a straight-line basis during the vesting period which is generally four years . Grants to retirement-eligible individuals on the date of grant are expensed immediately. Income per partnership unit Basic and diluted net earnings per unit are calculated by dividing net income attributable to unitholders, adjusted for non-forfeitable distributions paid out to unvested restricted unitholders and Fund II and Fund III preferred shareholders, by the weighted average units outstanding during the period. The table below displays how we arrived at basic and diluted earnings per unit: Year Ended December 31, (in thousands, except per unit data) 2016 2015 2014 Net and comprehensive income attributable to unitholders $ 5,942 $ 10,943 $ 12,415 Less: Net and comprehensive income attributable to unvested restricted unitholders (101 ) (103 ) (112 ) Less: Dividends paid to Funds preferred shareholders (31 ) (31 ) (31 ) Net and comprehensive income attributable to unitholders $ 5,810 $ 10,809 $ 12,272 Basic and diluted weighted average units outstanding 4,313 4,289 4,353 Basic and diluted net earnings per unit $ 1.35 $ 2.51 $ 2.82 Fund II and Fund III Preferred Shares Fund II and Fund III issued 125 par $0.01 shares of its 12.5% Series A Cumulative Non-Voting Preferred Stock (Series A Preferred Stock) at $1,000 per share. Each holder of the Series A Preferred Stock is entitled to a liquidation preference of $1,000 per share. Dividends on each share of Series A Preferred Stock will accrue on a daily basis at the rate of 12.5% per annum. Upon a liquidation, the Series A Preferred Stock will be settled in cash and is not convertible into any other class or series of shares or Partnership units. The timing of such a redemption is controlled by the Funds. The maximum amount that each of the consolidated subsidiaries could be required to pay to redeem the instruments upon liquidation is $125,000 plus accrued but unpaid dividends. The Series A Preferred Stock is recorded within noncontrolling interests on the consolidated balance sheets and are considered participating securities for purposes of calculating earnings per unit. Fair Value Hierarchy We use a fair value hierarchy in accounting for certain nonfinancial assets and liabilities including long-lived assets (asset groups) measured at fair value for an impairment assessment. The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The fair value hierarchy consists of the following three levels: • Level 1-Inputs are quoted prices in active markets for identical assets or liabilities. • Level 2-Inputs are: (a) quoted prices for similar assets or liabilities in an active market, (b) quoted prices for identical or similar assets or liabilities in markets that are not active, or (c) inputs other than quoted prices that are observable and market-corroborated inputs, which are derived principally from or corroborated by observable market data. • Level 3-Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. |
ORM TIMBER FUND I, LP (FUND I),
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) | ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) The Funds were formed by ORMLLC for the purpose of attracting capital to purchase timberlands. The objective of these Funds is to generate a return on investments through the acquisition, management, value enhancement and sale of timberland properties. On December 30, 2016, ORM LLC secured commitments from investors totaling $381 million for a new timber fund, ORM Timber Fund IV (Fund IV), followed by an additional $7 million in January 2017, for total committed capital of $388 million . The Partnership’s share of this commitment is $58 million . Each Fund is organized to operate for a specified term from the end of its respective investment period; ten years for each of Fund II and Fund III, and fifteen years for Fund IV. Fund I sold all of its timberland holdings in 2014 and terminated in 2015. Fund II is scheduled to terminate in March 2021 and Fund III is scheduled to terminate in December 2025 . Fund IV will terminate on the fifteenth anniversary of its drawdown period. Fund IV’s drawdown period will end on the earlier of placement of all committed capital or December 31, 2019, subject to certain extension provisions. Fund IV had no called capital or operations in any of the periods presented. Pope Resources and ORMLLC together owned 20% of Fund I, own 20% of Fund II and 5% of Fund III and will own 15% of Fund IV. All Funds are consolidated into the Partnership’s financial statements. The Funds are considered variable interest entities because their organizational and governance structures are the functional equivalent of a limited partnership. As the general partner or managing member of the Funds, the Partnership is the primary beneficiary of the Funds as it has the authority to direct the activities that most significantly impact their economic performance, as well as the right to receive benefits and obligation to absorb losses that could potentially be significant to the Funds. Accordingly, the Funds are consolidated into the Partnership’s financial statements. Additionally, the obligations of each of the Funds do not have any recourse to the Partnership. The consolidated financial statements exclude management fees paid by the Funds to ORMLLC as they are eliminated in consolidation. See note 11 for a breakdown of operating results before and after such eliminations. The portion of these fees, among other items of income and expense, attributed to third-party investors is reflected as an adjustment to income in the Partnership’s Consolidated Statement of Comprehensive Income under the caption “Net (income) loss attributable to noncontrolling interests - ORM Timber Funds.” The table below outlines timberland acquisitions by the Funds for the years ended December 31, 2015 and 2014 (there were no timberland acquisitions by the Funds in 2016): 2015 2014 Timing Fourth Quarter Fourth Quarter Fund Fund III Fund III Location South Puget Sound WA Northwestern OR Acres 15,100 12,900 Purchase price allocation (in thousands) Land $ 6,053 $ 7,730 Timber and roads 44,503 64,295 Total purchase price $ 50,556 $ 72,025 In September and October 2014, Fund I sold its two tree farms, located in western Washington, in two transactions for a combined $70.5 million and recognized a gain on the sales of $23.8 million . The combined carrying value of these tree farms consisted of $40.2 million for timber and roads and $5.0 million for the land. The Partnership’s share of the pretax profit generated by Fund I was $4.7 million in 2014 , which includes the Partnership’s share of the gain on sale of the tree farms. In December 2016, Fund II entered into an agreement to sell one of its tree farms, located in northwestern Oregon, for $26.5 million . The sale closed in January 2017. The carrying value of this tree farm, consisting of $11.1 million for timber and roads and $2.8 million for land, has been reclassified to land and timber held for sale on the consolidated balance sheet as of December 31, 2016. The Partnership’s share of the pretax profit or loss generated by this tree farm was a loss of $23,000 and $9,000 for the years ending December 31, 2016 and 2015, respectively, and a profit of $112,000 for the year ended December 31, 2014. The Partnership’s consolidated balance sheets include Fund II and Fund III assets and liabilities at December 31, 2016 and 2015 , which were as follows (Fund IV had no assets or liabilities for either period): (in thousands) 2016 2015 Cash $ 1,066 $ 3,396 Land and timber held for sale 13,941 — Other current assets 2,195 602 Total current assets 17,202 3,998 Properties and equipment (net of accumulated depletion and depreciation in 2016 and 2015 of $38,306 and $34,757) 249,197 271,850 Total assets $ 266,399 $ 275,848 Current liabilities $ 2,256 $ 1,723 Long-term debt 57,268 57,246 Funds’ equity 206,875 216,879 Total liabilities and equity $ 266,399 $ 275,848 The table above includes management fees and other expenses payable to the Partnership of $691,000 and $630,000 as of December 31, 2016 and 2015 , respectively. These amounts are eliminated in the Partnership’s consolidated balance sheets. |
Partnership timberland acquisit
Partnership timberland acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Partnership timberland acquisitions | Partnership timberland acquisitions In July 2016, the Partnership closed on the acquisition of a 7,324 -acre tree farm in western Washington for $ 32.0 million . It consists of 6,746 owned acres and a timber deed on 578 acres that expires in 2051 . The purchase price was allocated $2.7 million to timberland and $29.3 million to timber and roads. In October 2016 , the Partnership closed on two timberland acquisitions for a combined $6.7 million comprising 1,967 acres. The combined purchase price was allocated $719,000 to timberland and $6.0 million to roads and timber. The acquired sets of timberland are adjacent to the Partnership’s existing Washington State timberland holdings in Jefferson and Skamania counties. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT At December 31, (in thousands) 2016 2015 Partnership debt: $20.0 million operating line of credit with NorthWest Farm Credit Services (NWFCS), variable interest based on LIBOR plus margin of 1.50% (2.15% at December 31, 2016) with quarterly interest-only payments and collateralized by timberlands (matures April 2020) $ 8,000 — Mortgage payable to NWFCS, collateralized by Poulsbo headquarters: Interest at 3.80%, monthly principal and interest payments (matures January 2023) 2,578 2,692 Mortgage payable to NWFCS, collateralized by Partnership timberlands, as follows: Seven-year tranche, interest at 4.85% with quarterly interest payments (matures July 2017) 5,000 5,000 Ten-year tranche, interest at 6.40% with monthly interest payments (matures September 2019) 9,800 9,800 Fifteen-year tranche, interest at 6.05% with quarterly interest payments (matures July 2025) 10,000 10,000 Mortgage payable to NWFCS, collateralized by timberlands, as follows: Seven-year tranche, variable interest based on LIBOR plus margin of 2.20% (2.85% at December 31, 2016) with quarterly interest-only payments (matures July 2023) 10,000 — Ten-year tranche, interest at 3.89% with quarterly interest-only payments (matures July 2026) 11,000 — 12-year tranche, interest at 4.13% with quarterly interest-only payments (matures July 2028) 11,000 — Mortgage payable to NWFCS, collateralized by timberlands. $21.0 million available to borrow through March 31, 2017. Outstanding at December 31 as follows: 11-year tranche, variable interest based on LIBOR plus margin of 1.85% (2.5% at December 31, 2016), with quarterly interest payments (matures July 2027) 6,000 — Total Partnership debt 73,378 27,492 ORM Timber Funds debt: Fund II Mortgages payable to MetLife, collateralized by Fund II timberlands with quarterly interest payments (matures September 2020), as follows: 4.85% interest rate tranche 11,000 11,000 3.84% interest rate tranche 14,000 14,000 Fund III mortgages payable to NWFCS, collateralized by Fund III timberlands with quarterly interest payments, as follows: 5.10% interest rate tranche (matures December 2023) 17,980 17,980 4.45% interest rate tranche (matures October 2024) 14,400 14,400 Total ORM Timber Funds debt 57,380 57,380 Consolidated principal amount 130,758 84,872 Less unamortized debt issuance costs (348 ) (221 ) Less current portion (5,119 ) (114 ) Consolidated long-term debt, less unamortized debt issuance costs and current portion $ 125,291 $ 84,537 The Partnership’s debt agreements have covenants which are measured either quarterly or annually. Among the covenants measured is an interest coverage ratio and a requirement that the Partnership not exceed a maximum debt-to-total-capitalization ratio of 30% , with total capitalization calculated using fair market (vs. carrying) value of timberland, roads and timber. The Partnership is in compliance with these covenants as of December 31, 2016 . Fund II’s debt agreement contains a requirement to maintain a loan-to-value ratio of less than 40% , with the denominator defined as fair market value. Fund II is in compliance with this covenant as of December 31, 2016 . Fund III’s debt agreement contains a requirement to maintain a minimum debt coverage ratio and a loan-to-value ratio of less than 50% , with the denominator defined as fair market value. Fund III is in compliance with this covenant as of December 31, 2016 . At December 31, 2016 , principal payments on long-term debt for the next five years and thereafter are due as follows (in thousands): Partnership Funds Consolidated 2017 $ 5,119 $ — $ 5,119 2018 123 — 123 2019 9,928 — 9,928 2020 8,133 25,000 33,133 2021 138 — 138 Thereafter 49,937 32,380 82,317 Total $ 73,378 $ 57,380 $ 130,758 The debt arrangements between NWFCS and the Partnership and Fund III include an annual rebate of interest expense (patronage). Interest expense was reduced by $810,000 , $478,000 and $395,000 in 2016 , 2015 and 2014 , respectively, which reflects estimated patronage to be refunded in the following year with the related receivable reflected in accounts receivable. Accrued interest relating to all debt instruments was $1.3 million and $941,000 at December 31, 2016 and 2015 , respectively, and is included in accrued liabilities. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The Partnership’s consolidated financial instruments include cash and accounts receivable, for which the carrying amount of each represents fair value based on current market interest rates or their short-term nature. Carrying amounts of contracts receivable also approximate fair value given the current market interest rates. The fair value of the Partnership’s and Funds’ combined fixed-rate debt, having a carrying value of $106.8 million and $84.9 million as of December 31, 2016 and 2015 , respectively, has been estimated based on current interest rates for similar financial instruments, Level 2 inputs in the Fair Value Hierarchy, to be approximately $111.0 million and $89.8 million , respectively. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Partnership itself is not subject to income taxes. Instead, partners are taxed on their share of the Partnership’s taxable income, whether or not cash distributions are paid. The Partnership’s and Funds’ corporate subsidiaries, however, are subject to income taxes. The following tables provide information on the impact of income taxes in taxable subsidiaries. Consolidated Partnership income (loss) is reconciled to income (loss) before income taxes in corporate subsidiaries for the years ended December 31 as follows: (in thousands) 2016 2015 2014 Income before income taxes $ 2,215 $ 7,707 $ 32,855 Income in entities that pass-through pre-tax earnings to the partners 1,500 7,203 30,169 Income subject to income taxes $ 715 $ 504 $ 2,686 The provision for income taxes relating to corporate subsidiaries of the Partnership and Funds consist of the following income tax benefit (expense) for each of the years ended December 31: (in thousands) 2016 2015 2014 Current $ (185 ) $ (328 ) $ (341 ) Deferred (67 ) 121 (643 ) Total $ (252 ) $ (207 ) $ (984 ) Included in the deferred income tax expense for 2016 and 2014 are $115,000 and $274,000 related to the utilization of net operating loss carryforwards. Included in the deferred tax benefit for 2015 was a benefit of $71,000 related to net operating losses. The Partnership also recorded excess tax benefits from equity-based compensation of $53,000 , $340,000 , and $85,000 for the years ended December 31, 2016 , 2015 and 2014 , respectively, to partners’ capital. A reconciliation between the federal statutory tax rate and the Partnership’s effective tax rate is as follows for each of the years ended December 31: 2016 2015 2014 Statutory tax on income 34 % 34 % 34 % Income from entities that pass-through pre-tax earnings to the partners (23 )% (31 )% (31 )% Effective income tax rate 11 % 3 % 3 % The net deferred tax assets are included in other assets on the consolidated balance sheets and are comprised of the following: (in thousands) 2016 2015 2014 Compensation-related accruals $ 456 $ 421 $ 17 Net operating loss carryforwards 284 399 337 Depreciation 16 (16 ) (23 ) Other (3 ) 16 27 Total $ 753 $ 820 $ 358 The federal net operating loss carryforwards in the table above expire in 2033 through 2035 . |
UNIT INCENTIVE PLAN
UNIT INCENTIVE PLAN | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
UNIT INCENTIVE PLAN | UNIT INCENTIVE PLAN One of the two components of a management incentive compensation program adopted in 2010 (2010 Incentive Compensation Program) is the Performance Restricted Unit (PRU) plan which includes both an equity and cash component. Compensation expense relating to the equity component vest over a 4 -year future service period. The first equity grants pursuant to this program were made in January 2011. On the date of grant, the restricted units are owned by the employee, officer, or director of the Partnership, subject to a trading restriction that is in effect during the vesting period. As of December 31, 2016 , total compensation expense not yet recognized related to non-vested awards was $673,000 with a weighted average 19 months remaining to vest. The second component of the incentive compensation program is the Long-Term Incentive Plan (LTIP) which is paid in cash. The LTIP awards contain a feature whereby the award amount is based upon the Partnership’s total shareholder return (TSR) as compared to TSR’s of a benchmark peer group of companies, measured over a rolling three -year performance period. The component based on relative TSR requires the Partnership’s projected cash payout for future performance cycles to be re-measured quarterly based upon the Partnership’s relative TSR ranking, using a Monte Carlo simulation model. Starting in 2016, directors may elect to receive all or a portion of their quarterly board compensation in the form of unrestricted units rather than cash. Such units are included in equity compensation expense. During 2016, 1,794 unrestricted units were granted to directors in payment of their board compensation. Total equity compensation expense was $919,000 , $864,000 and $867,000 for 2016 , 2015 and 2014 , respectively. As of December 31, 2016 , we recorded in accrued liabilities $1.5 million relating to the 2010 Incentive Compensation Program, with $425,000 of that total attributable to the cash component of the PRU and the balance of $1.0 million attributable to the LTIP. This compares with December 31, 2015 when we recorded in accrued liabilities $1.2 million , with $230,000 related to the cash-payout component of the PRU and the balance of $949,000 attributable to the LTIP. The Partnership’s 2005 Unit Incentive Plan (the 2005 Plan) authorized the granting of nonqualified equity compensation to employees, officers, and directors of the Partnership and provides a one-way linkage to the 2010 Incentive Compensation Program because it (2005 Plan) established the formal framework by which unit grants, options, etc., can be issued. The 2010 Incentive Compensation Program does not affect the existence or availability of the 2005 Unit Incentive Plan or change its terms. Upon the vesting of restricted units, grantees have the choice of tendering back units to pay for their minimum tax withholdings. A total of 1,105,815 units have been authorized for issuance under the 2005 Plan of which there are 892,865 units authorized but unissued as of December 31, 2016 . The Human Resources Committee makes awards of restricted units to certain employees, plus the officers and directors of the Partnership and its subsidiaries. The restricted unit grants vest over four years and are compensatory in nature. Restricted unit awards entitle the recipient to full distribution rights during the vesting period, and thus are considered participating securities, but are restricted from disposition and may be forfeited until the units vest. Restricted unit activity for the three years ended December 31, 2016 was as follows: Units Weighted Avg Grant Date Fair Value ($) Outstanding December 31, 2013 70,758 50.34 Grants 12,966 65.50 Vested (21,070 ) 46.04 Forfeited (18,261 ) 55.49 Tendered back to pay tax withholding (2,966 ) 47.30 Outstanding December 31, 2014 41,427 55.23 Grants 12,050 62.14 Vested (15,729 ) 49.39 Tendered back to pay tax withholding (1,701 ) 50.33 Outstanding December 31, 2015 36,047 59.96 Grants 15,016 64.67 Vested (12,789 ) 55.97 Forfeited (436 ) 62.49 Tendered back to pay tax withholding (2,345 ) 57.41 Outstanding December 31, 2016 35,493 63.53 |
EMPLOYEE BENEFITS
EMPLOYEE BENEFITS | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFITS | EMPLOYEE BENEFITS As of December 31, 2016 all employees of the Partnership and its subsidiaries are eligible to receive benefits under a defined contribution plan. During the years 2014 through 2016 the Partnership matched 50% of employees’ contributions up to 8% of an individual’s compensation. The Partnership’s contributions to the plan amounted to $182,000 , $191,000 , and $176,000 for the years ended December 31, 2016 , 2015 , and 2014 , respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental remediation The Partnership has an accrual for estimated environmental remediation costs of $12.8 million and $16.8 million as of December 31, 2016 and 2015 , respectively. The environmental remediation liability represents management’s best estimate of payments to be made to monitor and remedy certain areas in and around the townsite/millsite of Port Gamble. In December of 2013, a consent decree (CD) and Clean-up Action Plan (CAP) related to Port Gamble were finalized with the Washington State Department of Ecology (DOE) and filed with Kitsap County Superior Court. Pursuant to the CD and CAP, an engineering design report (EDR) was submitted to DOE in November 2014, followed by other supplemental materials establishing our proposed means for complying with the CAP. Discussions between management and DOE to finalize the remediation project design and further sampling and investigation conducted in 2014 yielded new information that indicated certain areas of the project would be significantly more expensive than estimated when the CD and CAP were filed. As a result, the Partnership recorded a $10.0 million increase in its liability at December 31, 2014. The increase in costs came from four primary categories; piling removal and disposal, dredging and disposal, the application of sand cover, and eelgrass mitigation. The EDR was finalized in the summer of 2015 and, in the third quarter of 2015, the Partnership selected a contractor to complete the remediation work. Construction activity commenced in late September 2015. The required in-water construction activity was completed in January 2017 and will be followed by cleanup activity on the millsite and by a monitoring period. In the fourth quarter of 2016, areas were encountered that contained a greater number of pilings and a higher volume of wood waste than was anticipated, requiring additional cleanup activity. In early 2017, management decided to use property owned by the Partnership a short distance from the town of Port Gamble as the primary permanent storage location for the dredged sediments rather than leaving them on the millsite as planned previously. Management also reassessed its estimates of long-term monitoring costs, taking in to account the higher volume of material and the new expected storage location for the sediments. Finally, management updated its estimates for consulting and professional fees to address the natural resource damages claim associated with the project. The combination of these factors resulted in the Partnership recording a $7.7 million increase in its liability at December 31, 2016. The environmental liability at December 31, 2016 is comprised of $8.7 million that the Partnership expects to expend in the next 12 months and $4.1 million thereafter. Changes in the environmental liability for the last three years are as follows: (in thousands) Balances at the Beginning of the Period Additions to Accrual Expenditures for Remediation Balance at Period-end Year ended December 31, 2014 $ 13,241 $ 10,000 $ 1,590 $ 21,651 Year ended December 31, 2015 21,651 — 4,890 16,761 Year ended December 31, 2016 $ 16,761 $ 7,700 $ 11,691 $ 12,770 Performance bonds In the ordinary course of business, and as part of the entitlement and development process, the Partnership is required to provide performance bonds to ensure completion of certain public facilities. The Partnership had performance bonds of $10.4 million and $10.5 million outstanding at December 31, 2016 and 2015 , respectively. The bonds relate primarily to development activity in connection with pending and completed sales from our Harbor Hill project in Gig Harbor. Supplemental Employee Retirement Plan The Partnership has a supplemental employee retirement plan for a retired employee. The plan provides for a retirement income of 70% of his base salary at retirement after taking into account both 401(k) and Social Security benefits with a fixed payment set at $25,013 annually. The recorded balance of the projected liability was $126,000 and $151,000 as of December 31, 2016 and 2015 , respectively. Contingencies The Partnership may from time to time be a defendant in various lawsuits arising in the ordinary course of business. Management believes Partnership losses related to such lawsuits, if any, will not have a material adverse effect to the Partnership’s consolidated financial condition or results of operations or cash flows. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Pope MGP, Inc. is the managing general partner of the Partnership and receives an annual management fee of $150,000 . |
SEGMENT AND MAJOR CUSTOMER INFO
SEGMENT AND MAJOR CUSTOMER INFORMATION | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT AND MAJOR CUSTOMER INFORMATION | SEGMENT AND MAJOR CUSTOMER INFORMATION The Partnership’s operations are classified into three segments: Fee Timber, Timberland Investment Management (TIM), and Real Estate. The Fee Timber segment consists of the harvest and sale of timber from both the Partnership’s 118,000 acres of fee timberland in Washington and the Funds’ 94,000 acres in Washington, Oregon, and California. The TIM segment provides investment management, disposition, and technical forestry services in connection with 24,000 acres for Fund I, which were sold in 2014 , 37,000 acres for Fund II, and 57,000 acres for Fund III. The Real Estate segment’s operations consist of management of development properties and the rental of residential and commercial properties in Port Gamble and Poulsbo, Washington. Real Estate manages a portfolio of 2,200 acres of higher-and-better-use properties as of December 31, 2016 . All of the Partnership’s real estate activities are presently in the state of Washington. For the year ended December 31, 2016 , the partnership had one customer that represented 17% of consolidated revenue. For the years ended December 31, 2015 and 2014 , the Partnership had no customers that represented over 10% of consolidated revenue. Identifiable assets are those used exclusively in the operations of each reportable segment or those allocated when used jointly. The Partnership does not allocate cash, accounts receivable, certain prepaid expenses, or the cost basis of the Partnership’s administrative office for purposes of evaluating segment performance by the chief operating decision maker. Intersegment transactions are valued at prices that approximate the price that would be charged to a third-party customer. Details of the Partnership’s operations by business segment for the years ended December 31 are as follows: (in thousands) Fee Timber Real 2016 Partnership Funds Combined TIM Estate Other Consolidated Revenue internal $ 36,478 $ 21,029 $ 57,507 $ 3,275 $ 23,419 $ — $ 84,201 Eliminations (203 ) — (203 ) (3,267 ) (303 ) — (3,773 ) Revenue external 36,275 21,029 57,304 8 23,116 — 80,428 Cost of sales (15,497 ) (17,145 ) (32,642 ) — (14,631 ) — (47,273 ) Operating, general and administrative expenses internal (6,152 ) (5,974 ) (12,126 ) (2,888 ) (4,441 ) (5,147 ) (24,602 ) Eliminations 128 3,267 3,395 260 47 71 3,773 Operating, general and administrative expenses external (6,024 ) (2,707 ) (8,731 ) (2,628 ) (4,394 ) (5,076 ) (20,829 ) Environmental remediation — — — — (7,700 ) — (7,700 ) Gain (loss) on sale of timberland 769 226 995 — — — 995 Income (loss) from operations internal 15,598 (1,864 ) 13,734 387 (3,353 ) (5,147 ) 5,621 Eliminations (75 ) 3,267 3,192 (3,007 ) (256 ) 71 — Income (loss) from operations external $ 15,523 $ 1,403 $ 16,926 $ (2,620 ) $ (3,609 ) $ (5,076 ) $ 5,621 2015 Revenue internal $ 29,257 $ 23,250 $ 52,507 $ 2,235 $ 26,007 $ — $ 80,749 Eliminations (343 ) — (343 ) (2,235 ) (143 ) — (2,721 ) Revenue external 28,914 23,250 52,164 — 25,864 — 78,028 Cost of sales (11,875 ) (18,214 ) (30,089 ) — (16,515 ) — (46,604 ) Operating, general and administrative expenses internal (5,387 ) (4,874 ) (10,261 ) (2,953 ) (4,056 ) (5,095 ) (22,365 ) Eliminations 20 2,230 2,250 328 20 123 2,721 Operating, general and administrative expenses external (5,367 ) (2,644 ) (8,011 ) (2,625 ) (4,036 ) (4,972 ) (19,644 ) Gain (loss) on sale of timberland — (1,103 ) (1,103 ) — — — (1,103 ) Income (loss) from operations internal 11,995 (941 ) 11,054 (718 ) 5,436 (5,095 ) 10,677 Eliminations (323 ) 2,230 1,907 (1,907 ) (123 ) 123 — Income (loss) from operations external $ 11,672 $ 1,289 $ 12,961 $ (2,625 ) $ 5,313 $ (4,972 ) $ 10,677 2014 Revenue internal $ 34,459 $ 31,356 $ 65,815 $ 3,303 $ 22,385 $ — $ 91,503 Eliminations (611 ) — (611 ) (3,303 ) (119 ) — (4,033 ) Revenue external 33,848 31,356 65,204 — 22,266 — 87,470 Cost of sales (14,397 ) (22,389 ) (36,786 ) — (11,304 ) — (48,090 ) Operating, general and administrative expenses internal (5,101 ) (6,081 ) (11,182 ) (2,940 ) (3,682 ) (3,900 ) (21,704 ) Eliminations — 3,303 3,303 611 — 119 4,033 Operating, general and administrative expenses external (5,101 ) (2,778 ) (7,879 ) (2,329 ) (3,682 ) (3,781 ) (17,671 ) Environmental remediation — — — — (10,000 ) — (10,000 ) Gain (loss) on sale of timberland — 23,750 23,750 — — — 23,750 Income (loss) from operations internal 14,961 26,636 41,597 363 (2,601 ) (3,900 ) 35,459 Eliminations (611 ) 3,303 2,692 (2,692 ) (119 ) 119 — Income (loss) from operations external $ 14,350 $ 29,939 $ 44,289 $ (2,329 ) $ (2,720 ) $ (3,781 ) $ 35,459 (in thousands) 2016 2015 2014 Depreciation, Amortization and Depletion Fee Timber-Partnership $ 9,095 $ 8,044 $ 2,570 Fee Timber-Funds 3,771 2,174 9,969 Fee Timber-Combined 12,866 10,218 12,539 Timberland Investment Management 33 18 2 Real Estate 388 299 394 G&A 89 101 88 Total $ 13,376 $ 10,636 $ 13,023 Assets Fee Timber-Partnership $ 266,401 $ 49,499 $ 46,453 Fee Timber-Funds 87,419 275,786 240,754 Fee Timber-Combined 353,820 325,285 287,207 Timberland Investment Management 325 182 52 Real Estate 38,988 33,983 37,673 G&A 5,917 10,606 19,894 Total $ 399,050 $ 370,056 $ 344,826 Capital and Land Expenditures Fee Timber-Partnership $ 40,745 $ 5,877 $ 2,536 Fee Timber-Funds 859 51,854 73,359 Fee Timber-Combined 41,604 57,731 75,895 Timberland Investment Management 13 69 38 Real Estate-development activities 13,993 9,631 4,967 Real Estate-other 128 225 198 G&A 20 79 55 Total $ 55,758 $ 67,735 $ 81,153 Revenue by product/service Domestic forest products $ 47,255 $ 41,636 $ 42,896 Export forest products, indirect 10,049 10,528 22,308 Conservation easements and land sales 4,440 6,815 7,703 Fees for service 8 — 37 Homes, lots, and undeveloped acreage 18,676 19,049 14,526 Total $ 80,428 $ 78,028 $ 87,470 |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (in thousands, except per unit amounts) Revenue Income (loss) from operations Net and comprehensive income (loss) attributable to unitholders Basic and diluted earnings (loss) per unit 2016 First quarter $ 11,069 $ (822 ) $ (1,034 ) $ (0.25 ) Second quarter 12,713 142 436 0.09 Third quarter 13,178 1,985 1,970 0.45 Fourth quarter 43,468 4,316 4,571 1.05 2015 First quarter $ 26,908 $ 8,073 $ 7,809 $ 1.80 Second quarter 13,904 180 289 0.06 Third quarter 15,208 (873 ) 615 0.13 Fourth quarter 22,008 3,297 2,230 0.51 Quarterly fluctuations in data result from the addition and/or deferral of harvest volumes as well as the timing of real estate sales and environmental remediation charges, as disclosed in our quarterly filings. Management considered the disclosure requirements of Item 302(a)(3) and does not note any extraordinary, unusual, or infrequently occurring items except for the $7.7 million and $10.0 million environmental remediation charges recorded in the fourth quarters of 2016 and 2014, respectively, and the sales of Fund I’s two tree farms, one in the third quarter of 2014 and one in the fourth quarter of 2014. |
SUMMARY OF SIGNIFICANT ACCOUN20
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Nature of operations | Nature of operations Pope Resources, A Delaware Limited Partnership (the “Partnership”) is a publicly traded limited partnership engaged primarily in managing timber resources on its own properties as well as those owned by others. Pope Resources’ active subsidiaries include the following: ORM, Inc., which is responsible for managing Pope Resources’ timber properties; Olympic Resource Management LLC (ORMLLC), which provides timberland management activities and is responsible for developing the timber fund business; Olympic Property Group I LLC, which manages the Port Gamble townsite and millsite together with land that is held as development property; and OPG Properties LLC, which owns land that is held as development property. These consolidated financial statements also include ORM Timber Fund I, LP (Fund I), ORM Timber Fund II, Inc. (Fund II), and ORM Timber Fund III, Inc. (Fund III, and collectively with Fund I and Fund II, the Funds). ORMLLC owned 1% of Fund I and owns 1% of Funds II and III and was the general partner of Fund I and is the manager of Funds II and III. Pope Resources owned 19% of Fund I and owns 19% of Fund II and 4% of Fund III. The purpose of all three Funds is to invest in timberlands. See Note 2 for additional information. The Partnership operates in three business segments: Fee Timber, Timberland Investment Management, and Real Estate. Fee Timber represents the growing and harvesting of trees from properties owned by the Partnership and the Funds. Timberland Investment Management represents management, acquisition, disposition, and consulting services provided to third-party owners of timberland and provides management services to the Funds. Real Estate consists of obtaining and entitling properties that have been identified as having value as developed residential or commercial property and operating the Partnership’s existing commercial property in Kitsap County, Washington. |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Partnership, its subsidiaries, and the Funds. Intercompany balances and transactions, including operations related to the Funds, have been eliminated in consolidation. The Funds are consolidated into Pope Resources’ financial statements (see Note 2). |
New accounting standards | New accounting standards On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective on January 1, 2018. Early application is not permitted. The Partnership will adopt this standard using the cumulative effect transition method applied to uncompleted contracts as of the date of adoption. Under this method, the cumulative effect of initially applying the standard is recorded as an adjustment to partners’ capital. This new standard may have the impact of delaying the recognition of a portion of revenue from those Real Estate sales for which we have post-closing obligations. In February 2016, the FASB issued ASU 2016-02, Leases, which requires substantially all leases to be reflected on the balance sheet as a liability and a right-of-use asset. The ASU will replace existing lease accounting guidance in U.S. GAAP when it becomes effective on January 1, 2019 and the Partnership will adopt it at that time. The standard will be applied on a modified retrospective basis in which certain optional practical expedients may be applied. Due to the Partnership’s limited leasing activity, management does not expect the effect of this standard to be material to its ongoing financial reporting. In March 2016, FASB issued ASU 2016-09, which simplifies several aspects of accounting for share-based payment transactions, including income tax consequences, award classification, cash flows reporting, and forfeiture rate application. Specifically, the update requires all excess tax benefits and tax deficiencies to be recognized as income tax expense or benefit in the income statement with a cumulative-effect adjustment to equity as of the beginning of the period of adoption. The update allows excess tax benefits to be classified along with other income tax cash flows as an operating activity on the statement of cash flows. When accruing compensation cost, an entity can make an entity-wide accounting policy election to either estimate the number of awards expected to vest or to account for forfeitures as they occur with a cumulative-effect adjustment to equity as of the beginning of the period of adoption. The update requires cash paid by an employer when directly withholding shares for tax-withholding purposes to be classified as a financing activity on the statement of cash flows, applied retrospectively. This guidance is effective for fiscal years beginning after December 15, 2016. We will adopt the standard effective January 1, 2017 and do not expect it to have a material impact on our consolidated financial statements. The Partnership adopted ASU 2015-17, Balance Sheet Classification of Deferred Taxes, effective January 1, 2016. In accordance with this standard, all deferred tax assets and liabilities are classified as noncurrent on the Partnership’s condensed consolidated balance sheets. Our adoption of this ASU did not have a material impact on our consolidated financial statements and related disclosures. |
General partner | General partner The Partnership has two general partners: Pope MGP, Inc. and Pope EGP, Inc. In total, these two entities own 60,000 partnership units. The allocation of distributions, income and other capital related items between the general and limited partners is pro rata among all units outstanding. The managing general partner of the Partnership is Pope MGP, Inc. |
Noncontrolling interests | Noncontrolling interests Noncontrolling interests represents the portion of net income and losses of the Funds attributable to third-party owners of the Funds. In the case of Funds I and II, noncontrolling interests represent 80% , while noncontrolling interests represent 95% of Fund III ownership. To arrive at net and comprehensive income attributable to Partnership unitholders, the portion of the income attributable to these third-party investors is subtracted from net and comprehensive income or, in the case of a loss attributable to third-party investors, added back to net and comprehensive income. |
Significant estimates and concentrations in financial statements | Significant estimates and concentrations in financial statements The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expense during the reporting period. Actual results could differ from those estimates. |
Depletion | Depletion Timber costs are combined into depletion pools based on how the tree farms are managed and on the common characteristics of the timber such as location and species mix. Each tree farm within the Funds is considered a separate depletion pool and timber harvested from the Funds’ tree farms is accounted for and depleted separately from timber harvested from the Partnership’s timberlands, which are considered one depletion pool. The applicable depletion rate is derived by dividing the aggregate cost of merchantable stands of timber, together with capitalized road expenditures, by the estimated volume of merchantable timber available for harvest at the beginning of that year. For purposes of the depletion calculation, merchantable timber is defined as timber that is equal to or greater than 35 years of age for all of the tree farms except California, for which merchantable timber is defined as timber with a diameter at breast height (DBH) of 16 inches or greater. The depletion rate, so derived and expressed in per MBF terms, is then multiplied by the volume harvested in a given period to calculate depletion expense for that period as follows: Depletion rate = Accumulated cost of timber and capitalized road expenditures Estimated volume of merchantable timber |
Purchased timberland cost allocation | Purchased timberland cost allocation. When the Partnership or Funds acquire timberlands, a purchase price allocation is performed that allocates cost between the categories of merchantable timber, pre-merchantable timber, roads, and land based upon the relative fair values pertaining to each of the categories. Land value may include uses other than timberland including potential conservation easement (CE) sales and development opportunities. |
Cost of sales | Cost of sales Cost of sales consists of the Partnership’s cost basis in timber (depletion expense), real estate, and other inventory sold, and direct costs incurred to make those assets saleable. Those direct costs include the expenditures associated with the harvesting and transporting of timber and closing costs incurred in land and lot sale transactions. Cost of sales also consists of those costs directly attributable to the Partnership’s rental activities. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents include highly liquid investments with original maturities of three months or less at date of purchase. |
Like-kind exchanges | Like-kind exchanges In order to acquire and sell assets, primarily timberland and other real property, in a tax efficient manner, we sometimes utilize Internal Revenue Code (IRC) Section 1031 like-kind exchange transactions. There are two main types of like-kind exchange transactions: forward transactions, in which property is sold and the proceeds are reinvested by acquiring similar property; and reverse transactions, in which property is acquired and similar property is subsequently sold. We use qualified intermediaries to facilitate such transactions and proceeds from forward transactions are held by the intermediaries. Both types of transactions must be completed within prescribed periods under IRC 1031, generally 180 days. Any unused funds held by intermediaries at the expiration of these time periods revert to the Partnership. To the extent we have identified potential replacement properties to acquire, funds held by intermediaries are classified as non-current in other assets on the consolidated balance sheets. To the extent funds held by qualified intermediaries exceed the value of identified potential properties to acquire, the funds are included in prepaid expenses and other current assets. |
Concentration of credit risk | Concentration of credit risk Financial instruments that potentially subject the Partnership to concentrations of credit risk consist principally of accounts and contracts receivable. The Partnership limits its credit exposure by considering the creditworthiness of potential customers and utilizing the underlying land sold as collateral on real estate contracts. |
Income taxes | Income taxes The Partnership itself is not subject to income taxes, but its corporate subsidiaries are subject to income taxes which are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Operating loss and tax credit carryforwards, if any, are also factored into the calculation of deferred tax assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates that are 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 Partnership has concluded that it is more likely than not that its deferred tax assets will be realizable and thus no valuation allowance has been recorded as of December 31, 2016 . This conclusion is based on anticipated future taxable income, the expected future reversals of existing taxable temporary differences, and tax planning strategies to generate taxable income, if needed. The Partnership will continue to reassess the need for a valuation allowance during each future reporting period. The Partnership is not aware of any tax exposure items as of December 31, 2016 and 2015 where the Partnership’s tax position is not more likely than not to be sustained if challenged by the taxing authorities. The Partnership recognizes interest expense related to unrecognized tax benefits or underpayment of income taxes in interest expense and recognizes penalties in operating expenses. |
Land and timer held for sale and Land held for development | Land and timber held for sale and Land held for development Land and timber held for sale and Land held for development are recorded at the lower of cost or net realizable value. Costs of development, including interest, are capitalized for these projects and allocated to individual lots based upon their relative preconstruction fair value. This allocation of basis supports, in turn, the computation of those amounts reported as a current vs. long-term asset based on management’s expectation of when the sales will occur (Land and timber held for sale and Land held for development, respectively). As lot sales occur, the allocation of these costs becomes part of cost of sales attributed to individual lot sales. Costs associated with land including acquisition, project design, architectural costs, road construction, capitalized interest and utility installation are accounted for as operating activities on our statement of cash flows. Those properties that are for sale, under contract, and for which the Partnership has an expectation they will be sold within 12 months are classified on the balance sheet as a current asset under “Land and timber held for sale”. The $20.5 million in Land and timber held for sale at December 31, 2016 reflects a 6,400 -acre tree farm sold by Fund II in January 2017 and our expectation of sales in 2017 of parcels comprising 30 acres from the Harbor Hill project in Gig Harbor, Washington as well as a one -acre parcel in Kitsap County, Washington. Land held for sale of $3.6 million as of December 31, 2015 represented expected sales in 2016 of 48 acres from the Harbor Hill project. Land held for development on our balance sheet represents the Partnership’s cost basis in land that has been identified as having greater value as development property rather than as timberland. Land development costs, including interest, clearly associated with development or construction of fully entitled projects are capitalized, whereas costs associated with projects that are in the entitlement phase are expensed. Interest capitalization ceases once projects reach the point of substantial completion or construction activity has been delayed intentionally. |
Timberland, timber and roads | Timberland, timber and roads Timberland, timber and roads are recorded at cost. The Partnership capitalizes the cost of building permanent roads on the tree farms and expenses temporary roads and road maintenance. Timberland is not subject to depletion. |
Buildings and equipment | Buildings and equipment Buildings and equipment depreciation is provided using the straight-line method over the estimated useful lives of the assets, which range from 3 to 39 years . |
Impairment of long-lived assets | Impairment of long-lived assets When facts and circumstances indicate the carrying value of properties may be impaired, an evaluation of recoverability is performed by comparing the currently recorded carrying value of the property to the projected future undiscounted cash flows of the same property or, in the case of land held for sale, fair market value less costs to sell. If it is determined that the carrying value of such assets may not be fully recoverable, we would recognize an impairment loss, adjusting for the difference between the carrying value and the estimated fair market value, and would recognize an expense in this amount against current operations. |
Deferred revenue | Deferred revenue Deferred revenue represents the unearned portion of cash collected. |
Revenue recognition | Revenue recognition Revenue on fee timber sales is recorded when title and risk of loss passes to the buyer, which typically occurs when delivered to the customer. Revenue on real estate sales is recorded on the date the sale closes, upon receipt of adequate down payment, and receipt of the buyer’s obligation to make sufficient continuing payments towards the purchase of the property, provided the Partnership has no continuing involvement with the real estate sold. When a real estate transaction is closed with obligations to complete infrastructure or other construction, revenue is recognized on a percentage of completion method by calculating a ratio of costs incurred to total costs expected. Revenue is deferred proportionately based on the remaining costs to satisfy the obligation. Timberland management fees and consulting service revenues are recognized as the related services are provided. |
Land and development rights or conservation easement (CE) sales | Land and development rights or conservation easement (CE) sales The Partnership considers the sale of land and development rights, or conservation easements (CE’s), to be part of its normal operations and therefore recognizes revenue from such sales and cost of sales for the Partnership’s basis in the property sold. CE sales allow us to retain harvesting and other timberland management rights, but bar any future subdivision of or real estate development on the property. Cash generated from these sales is included in cash flows from operations on the Partnership’s statements of cash flows. |
Environmental remediation liabilities | Environmental remediation liabilities Environmental remediation liabilities have been evaluated using a combination of methods. The liability is estimated based on amounts included construction contracts and estimates for construction contingencies, project management and other professional fees. See Note 9 for further discussion of environmental remediation liabilities. |
Equity-based compensation | Equity-based compensation The Partnership issues restricted units to certain employees, officers, and directors of the Partnership as part of their annual compensation. Restricted units are valued on the grant date at the market closing price of the partnership units on that date. The value of the restricted units is amortized to compensation expense on a straight-line basis during the vesting period which is generally four years . Grants to retirement-eligible individuals on the date of grant are expensed immediately. |
Income per partnership unit | Income per partnership unit Basic and diluted net earnings per unit are calculated by dividing net income attributable to unitholders, adjusted for non-forfeitable distributions paid out to unvested restricted unitholders and Fund II and Fund III preferred shareholders, by the weighted average units outstanding during the period. |
Fund II and Fund III Preferred Shares | Fund II and Fund III Preferred Shares Fund II and Fund III issued 125 par $0.01 shares of its 12.5% Series A Cumulative Non-Voting Preferred Stock (Series A Preferred Stock) at $1,000 per share. Each holder of the Series A Preferred Stock is entitled to a liquidation preference of $1,000 per share. Dividends on each share of Series A Preferred Stock will accrue on a daily basis at the rate of 12.5% per annum. Upon a liquidation, the Series A Preferred Stock will be settled in cash and is not convertible into any other class or series of shares or Partnership units. The timing of such a redemption is controlled by the Funds. The maximum amount that each of the consolidated subsidiaries could be required to pay to redeem the instruments upon liquidation is $125,000 plus accrued but unpaid dividends. The Series A Preferred Stock is recorded within noncontrolling interests on the consolidated balance sheets and are considered participating securities for purposes of calculating earnings per unit. |
Fair Value Hierarchy | Fair Value Hierarchy We use a fair value hierarchy in accounting for certain nonfinancial assets and liabilities including long-lived assets (asset groups) measured at fair value for an impairment assessment. The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The fair value hierarchy consists of the following three levels: • Level 1-Inputs are quoted prices in active markets for identical assets or liabilities. • Level 2-Inputs are: (a) quoted prices for similar assets or liabilities in an active market, (b) quoted prices for identical or similar assets or liabilities in markets that are not active, or (c) inputs other than quoted prices that are observable and market-corroborated inputs, which are derived principally from or corroborated by observable market data. • Level 3-Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Buildings and Equipment | Buildings and equipment are recorded at cost and consisted of the following as of December 31, 2016 and 2015 (in thousands): Description 12/31/2016 12/31/2015 Buildings $ 9,439 $ 9,302 Equipment 3,239 3,320 Furniture and fixtures 663 653 Total $ 13,341 $ 13,275 Accumulated depreciation (7,713 ) (7,251 ) Net buildings and equipment $ 5,628 $ 6,024 |
Basic and Diluted Earnings (Loss) per Unit | The table below displays how we arrived at basic and diluted earnings per unit: Year Ended December 31, (in thousands, except per unit data) 2016 2015 2014 Net and comprehensive income attributable to unitholders $ 5,942 $ 10,943 $ 12,415 Less: Net and comprehensive income attributable to unvested restricted unitholders (101 ) (103 ) (112 ) Less: Dividends paid to Funds preferred shareholders (31 ) (31 ) (31 ) Net and comprehensive income attributable to unitholders $ 5,810 $ 10,809 $ 12,272 Basic and diluted weighted average units outstanding 4,313 4,289 4,353 Basic and diluted net earnings per unit $ 1.35 $ 2.51 $ 2.82 |
ORM TIMBER FUND I, LP (FUND I22
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Timberland Acquisitions | The table below outlines timberland acquisitions by the Funds for the years ended December 31, 2015 and 2014 (there were no timberland acquisitions by the Funds in 2016): 2015 2014 Timing Fourth Quarter Fourth Quarter Fund Fund III Fund III Location South Puget Sound WA Northwestern OR Acres 15,100 12,900 Purchase price allocation (in thousands) Land $ 6,053 $ 7,730 Timber and roads 44,503 64,295 Total purchase price $ 50,556 $ 72,025 |
Partnership's Consolidated Financial Statement include Fund I, Fund II, Fund III Assets and Liabilities | The Partnership’s consolidated balance sheets include Fund II and Fund III assets and liabilities at December 31, 2016 and 2015 , which were as follows (Fund IV had no assets or liabilities for either period): (in thousands) 2016 2015 Cash $ 1,066 $ 3,396 Land and timber held for sale 13,941 — Other current assets 2,195 602 Total current assets 17,202 3,998 Properties and equipment (net of accumulated depletion and depreciation in 2016 and 2015 of $38,306 and $34,757) 249,197 271,850 Total assets $ 266,399 $ 275,848 Current liabilities $ 2,256 $ 1,723 Long-term debt 57,268 57,246 Funds’ equity 206,875 216,879 Total liabilities and equity $ 266,399 $ 275,848 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | At December 31, (in thousands) 2016 2015 Partnership debt: $20.0 million operating line of credit with NorthWest Farm Credit Services (NWFCS), variable interest based on LIBOR plus margin of 1.50% (2.15% at December 31, 2016) with quarterly interest-only payments and collateralized by timberlands (matures April 2020) $ 8,000 — Mortgage payable to NWFCS, collateralized by Poulsbo headquarters: Interest at 3.80%, monthly principal and interest payments (matures January 2023) 2,578 2,692 Mortgage payable to NWFCS, collateralized by Partnership timberlands, as follows: Seven-year tranche, interest at 4.85% with quarterly interest payments (matures July 2017) 5,000 5,000 Ten-year tranche, interest at 6.40% with monthly interest payments (matures September 2019) 9,800 9,800 Fifteen-year tranche, interest at 6.05% with quarterly interest payments (matures July 2025) 10,000 10,000 Mortgage payable to NWFCS, collateralized by timberlands, as follows: Seven-year tranche, variable interest based on LIBOR plus margin of 2.20% (2.85% at December 31, 2016) with quarterly interest-only payments (matures July 2023) 10,000 — Ten-year tranche, interest at 3.89% with quarterly interest-only payments (matures July 2026) 11,000 — 12-year tranche, interest at 4.13% with quarterly interest-only payments (matures July 2028) 11,000 — Mortgage payable to NWFCS, collateralized by timberlands. $21.0 million available to borrow through March 31, 2017. Outstanding at December 31 as follows: 11-year tranche, variable interest based on LIBOR plus margin of 1.85% (2.5% at December 31, 2016), with quarterly interest payments (matures July 2027) 6,000 — Total Partnership debt 73,378 27,492 ORM Timber Funds debt: Fund II Mortgages payable to MetLife, collateralized by Fund II timberlands with quarterly interest payments (matures September 2020), as follows: 4.85% interest rate tranche 11,000 11,000 3.84% interest rate tranche 14,000 14,000 Fund III mortgages payable to NWFCS, collateralized by Fund III timberlands with quarterly interest payments, as follows: 5.10% interest rate tranche (matures December 2023) 17,980 17,980 4.45% interest rate tranche (matures October 2024) 14,400 14,400 Total ORM Timber Funds debt 57,380 57,380 Consolidated principal amount 130,758 84,872 Less unamortized debt issuance costs (348 ) (221 ) Less current portion (5,119 ) (114 ) Consolidated long-term debt, less unamortized debt issuance costs and current portion $ 125,291 $ 84,537 |
Principal Payments on Long-Term Debt | At December 31, 2016 , principal payments on long-term debt for the next five years and thereafter are due as follows (in thousands): Partnership Funds Consolidated 2017 $ 5,119 $ — $ 5,119 2018 123 — 123 2019 9,928 — 9,928 2020 8,133 25,000 33,133 2021 138 — 138 Thereafter 49,937 32,380 82,317 Total $ 73,378 $ 57,380 $ 130,758 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Consolidated Partnership Income (Loss) Before Income Taxes | Consolidated Partnership income (loss) is reconciled to income (loss) before income taxes in corporate subsidiaries for the years ended December 31 as follows: (in thousands) 2016 2015 2014 Income before income taxes $ 2,215 $ 7,707 $ 32,855 Income in entities that pass-through pre-tax earnings to the partners 1,500 7,203 30,169 Income subject to income taxes $ 715 $ 504 $ 2,686 |
Provision for Income Taxes Relating to Corporate Subsidiaries of Partnership | The provision for income taxes relating to corporate subsidiaries of the Partnership and Funds consist of the following income tax benefit (expense) for each of the years ended December 31: (in thousands) 2016 2015 2014 Current $ (185 ) $ (328 ) $ (341 ) Deferred (67 ) 121 (643 ) Total $ (252 ) $ (207 ) $ (984 ) |
Reconciliation Between Federal Statutory Tax Rate and Partnership's Effective Tax Rate | A reconciliation between the federal statutory tax rate and the Partnership’s effective tax rate is as follows for each of the years ended December 31: 2016 2015 2014 Statutory tax on income 34 % 34 % 34 % Income from entities that pass-through pre-tax earnings to the partners (23 )% (31 )% (31 )% Effective income tax rate 11 % 3 % 3 % |
Schedule of Net Deferred income Tax Assets and Deferred Tax Assets | The net deferred tax assets are included in other assets on the consolidated balance sheets and are comprised of the following: (in thousands) 2016 2015 2014 Compensation-related accruals $ 456 $ 421 $ 17 Net operating loss carryforwards 284 399 337 Depreciation 16 (16 ) (23 ) Other (3 ) 16 27 Total $ 753 $ 820 $ 358 |
UNIT INCENTIVE PLAN (Tables)
UNIT INCENTIVE PLAN (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted Unit Activity | Restricted unit activity for the three years ended December 31, 2016 was as follows: Units Weighted Avg Grant Date Fair Value ($) Outstanding December 31, 2013 70,758 50.34 Grants 12,966 65.50 Vested (21,070 ) 46.04 Forfeited (18,261 ) 55.49 Tendered back to pay tax withholding (2,966 ) 47.30 Outstanding December 31, 2014 41,427 55.23 Grants 12,050 62.14 Vested (15,729 ) 49.39 Tendered back to pay tax withholding (1,701 ) 50.33 Outstanding December 31, 2015 36,047 59.96 Grants 15,016 64.67 Vested (12,789 ) 55.97 Forfeited (436 ) 62.49 Tendered back to pay tax withholding (2,345 ) 57.41 Outstanding December 31, 2016 35,493 63.53 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Changes in Environmental Liability | Changes in the environmental liability for the last three years are as follows: (in thousands) Balances at the Beginning of the Period Additions to Accrual Expenditures for Remediation Balance at Period-end Year ended December 31, 2014 $ 13,241 $ 10,000 $ 1,590 $ 21,651 Year ended December 31, 2015 21,651 — 4,890 16,761 Year ended December 31, 2016 $ 16,761 $ 7,700 $ 11,691 $ 12,770 |
SEGMENT AND MAJOR CUSTOMER IN27
SEGMENT AND MAJOR CUSTOMER INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Partnership's Operations by Business Segment | Details of the Partnership’s operations by business segment for the years ended December 31 are as follows: (in thousands) Fee Timber Real 2016 Partnership Funds Combined TIM Estate Other Consolidated Revenue internal $ 36,478 $ 21,029 $ 57,507 $ 3,275 $ 23,419 $ — $ 84,201 Eliminations (203 ) — (203 ) (3,267 ) (303 ) — (3,773 ) Revenue external 36,275 21,029 57,304 8 23,116 — 80,428 Cost of sales (15,497 ) (17,145 ) (32,642 ) — (14,631 ) — (47,273 ) Operating, general and administrative expenses internal (6,152 ) (5,974 ) (12,126 ) (2,888 ) (4,441 ) (5,147 ) (24,602 ) Eliminations 128 3,267 3,395 260 47 71 3,773 Operating, general and administrative expenses external (6,024 ) (2,707 ) (8,731 ) (2,628 ) (4,394 ) (5,076 ) (20,829 ) Environmental remediation — — — — (7,700 ) — (7,700 ) Gain (loss) on sale of timberland 769 226 995 — — — 995 Income (loss) from operations internal 15,598 (1,864 ) 13,734 387 (3,353 ) (5,147 ) 5,621 Eliminations (75 ) 3,267 3,192 (3,007 ) (256 ) 71 — Income (loss) from operations external $ 15,523 $ 1,403 $ 16,926 $ (2,620 ) $ (3,609 ) $ (5,076 ) $ 5,621 2015 Revenue internal $ 29,257 $ 23,250 $ 52,507 $ 2,235 $ 26,007 $ — $ 80,749 Eliminations (343 ) — (343 ) (2,235 ) (143 ) — (2,721 ) Revenue external 28,914 23,250 52,164 — 25,864 — 78,028 Cost of sales (11,875 ) (18,214 ) (30,089 ) — (16,515 ) — (46,604 ) Operating, general and administrative expenses internal (5,387 ) (4,874 ) (10,261 ) (2,953 ) (4,056 ) (5,095 ) (22,365 ) Eliminations 20 2,230 2,250 328 20 123 2,721 Operating, general and administrative expenses external (5,367 ) (2,644 ) (8,011 ) (2,625 ) (4,036 ) (4,972 ) (19,644 ) Gain (loss) on sale of timberland — (1,103 ) (1,103 ) — — — (1,103 ) Income (loss) from operations internal 11,995 (941 ) 11,054 (718 ) 5,436 (5,095 ) 10,677 Eliminations (323 ) 2,230 1,907 (1,907 ) (123 ) 123 — Income (loss) from operations external $ 11,672 $ 1,289 $ 12,961 $ (2,625 ) $ 5,313 $ (4,972 ) $ 10,677 2014 Revenue internal $ 34,459 $ 31,356 $ 65,815 $ 3,303 $ 22,385 $ — $ 91,503 Eliminations (611 ) — (611 ) (3,303 ) (119 ) — (4,033 ) Revenue external 33,848 31,356 65,204 — 22,266 — 87,470 Cost of sales (14,397 ) (22,389 ) (36,786 ) — (11,304 ) — (48,090 ) Operating, general and administrative expenses internal (5,101 ) (6,081 ) (11,182 ) (2,940 ) (3,682 ) (3,900 ) (21,704 ) Eliminations — 3,303 3,303 611 — 119 4,033 Operating, general and administrative expenses external (5,101 ) (2,778 ) (7,879 ) (2,329 ) (3,682 ) (3,781 ) (17,671 ) Environmental remediation — — — — (10,000 ) — (10,000 ) Gain (loss) on sale of timberland — 23,750 23,750 — — — 23,750 Income (loss) from operations internal 14,961 26,636 41,597 363 (2,601 ) (3,900 ) 35,459 Eliminations (611 ) 3,303 2,692 (2,692 ) (119 ) 119 — Income (loss) from operations external $ 14,350 $ 29,939 $ 44,289 $ (2,329 ) $ (2,720 ) $ (3,781 ) $ 35,459 (in thousands) 2016 2015 2014 Depreciation, Amortization and Depletion Fee Timber-Partnership $ 9,095 $ 8,044 $ 2,570 Fee Timber-Funds 3,771 2,174 9,969 Fee Timber-Combined 12,866 10,218 12,539 Timberland Investment Management 33 18 2 Real Estate 388 299 394 G&A 89 101 88 Total $ 13,376 $ 10,636 $ 13,023 Assets Fee Timber-Partnership $ 266,401 $ 49,499 $ 46,453 Fee Timber-Funds 87,419 275,786 240,754 Fee Timber-Combined 353,820 325,285 287,207 Timberland Investment Management 325 182 52 Real Estate 38,988 33,983 37,673 G&A 5,917 10,606 19,894 Total $ 399,050 $ 370,056 $ 344,826 Capital and Land Expenditures Fee Timber-Partnership $ 40,745 $ 5,877 $ 2,536 Fee Timber-Funds 859 51,854 73,359 Fee Timber-Combined 41,604 57,731 75,895 Timberland Investment Management 13 69 38 Real Estate-development activities 13,993 9,631 4,967 Real Estate-other 128 225 198 G&A 20 79 55 Total $ 55,758 $ 67,735 $ 81,153 Revenue by product/service Domestic forest products $ 47,255 $ 41,636 $ 42,896 Export forest products, indirect 10,049 10,528 22,308 Conservation easements and land sales 4,440 6,815 7,703 Fees for service 8 — 37 Homes, lots, and undeveloped acreage 18,676 19,049 14,526 Total $ 80,428 $ 78,028 $ 87,470 |
QUARTERLY FINANCIAL INFORMATI28
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | (in thousands, except per unit amounts) Revenue Income (loss) from operations Net and comprehensive income (loss) attributable to unitholders Basic and diluted earnings (loss) per unit 2016 First quarter $ 11,069 $ (822 ) $ (1,034 ) $ (0.25 ) Second quarter 12,713 142 436 0.09 Third quarter 13,178 1,985 1,970 0.45 Fourth quarter 43,468 4,316 4,571 1.05 2015 First quarter $ 26,908 $ 8,073 $ 7,809 $ 1.80 Second quarter 13,904 180 289 0.06 Third quarter 15,208 (873 ) 615 0.13 Fourth quarter 22,008 3,297 2,230 0.51 |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Detail) | 12 Months Ended | ||
Dec. 31, 2016USD ($)aPartnerSegment$ / sharesshares | Dec. 31, 2015USD ($)ashares | Dec. 31, 2014USD ($) | |
Significant Accounting Policies [Line Items] | |||
Number of business segments | Segment | 3 | ||
Number of partnership units owned by general partners | shares | 60,000 | 60,000 | |
Prepaid expenses and other | $ 4,385,000 | $ 810,000 | |
Allowance for doubtful accounts on accounts receivable | 8,000 | 13,000 | |
Deferred tax assets, valuation allowance | 0 | ||
Land and timber held for sale | 20,503,000 | 3,642,000 | |
Deferred revenue | $ 418,000 | $ 278,000 | |
Restricted Units | |||
Significant Accounting Policies [Line Items] | |||
Vesting period of restricted stock unit award | 4 years | ||
Land | |||
Significant Accounting Policies [Line Items] | |||
Land held for sale | $ 20,500,000 | ||
Area of land for sale | a | 6,400 | 48 | |
Conservation easements and land sales | |||
Significant Accounting Policies [Line Items] | |||
Conservation easement sales | $ 2,100,000 | $ 4,300,000 | $ 743,000 |
Gig Harbor, Washington | Land | |||
Significant Accounting Policies [Line Items] | |||
Area of land for sale | a | 30 | ||
Kitsap County, Washington | Land | |||
Significant Accounting Policies [Line Items] | |||
Area of land for sale | a | 1 | ||
Like-Kind Intermediaries | |||
Significant Accounting Policies [Line Items] | |||
Prepaid expenses and other | $ 850,000 | 0 | |
Other assets | 1,900,000 | $ 0 | |
Like-Kind Intermediaries | Forward Contracts | |||
Significant Accounting Policies [Line Items] | |||
Prepaid expenses and other | $ 2,300,000 | ||
General Partners | |||
Significant Accounting Policies [Line Items] | |||
Number of general partners | Partner | 2 | ||
Number of partnership units owned by general partners | shares | 60,000 | ||
Fund I | Olympic Resource Management Llc | |||
Significant Accounting Policies [Line Items] | |||
Percentage of ownership interest in Funds | 1.00% | ||
Fund I | Pope Resources Timber | |||
Significant Accounting Policies [Line Items] | |||
Percentage of ownership interest in Funds | 19.00% | ||
Funds I and II | |||
Significant Accounting Policies [Line Items] | |||
Percentage of interests owned by third parties in non controlling interests | 80.00% | ||
Fund III | |||
Significant Accounting Policies [Line Items] | |||
Percentage of interests owned by third parties in non controlling interests | 95.00% | ||
Fund III | Series A Preferred Stock | |||
Significant Accounting Policies [Line Items] | |||
Preferred stock issued (in shares) | shares | 125 | ||
Preferred stock issued at par value (in dollars per share) | $ / shares | $ 0.01 | ||
Series A preferred stock (in dollars per share) | $ / shares | 1,000 | ||
Preferred stock, liquidation preference (in dollars per share) | $ / shares | $ 1,000 | ||
Preferred stock rate of interest | 12.50% | ||
Maximum amount required to pay on redemption upon settlement | $ 125,000 | ||
Fund III | Pope Resources Timber | |||
Significant Accounting Policies [Line Items] | |||
Percentage of ownership interest in Funds | 4.00% | ||
Fund II | Series A Preferred Stock | |||
Significant Accounting Policies [Line Items] | |||
Preferred stock issued (in shares) | shares | 125 | ||
Preferred stock issued at par value (in dollars per share) | $ / shares | $ 0.01 | ||
Series A preferred stock (in dollars per share) | $ / shares | 1,000 | ||
Preferred stock, liquidation preference (in dollars per share) | $ / shares | $ 1,000 | ||
Series A preferred stock, proceeds | $ 125,000 | ||
Preferred stock rate of interest | 12.50% | ||
Maximum amount required to pay on redemption upon settlement | $ 125,000 | ||
Fund II | Pope Resources Timber | |||
Significant Accounting Policies [Line Items] | |||
Percentage of ownership interest in Funds | 19.00% | ||
Fund I, II and III | Olympic Resource Management Llc | |||
Significant Accounting Policies [Line Items] | |||
Percentage of ownership interest in Funds | 1.00% |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Buildings and Equipment) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 13,341 | $ 13,275 |
Accumulated depreciation | (7,713) | (7,251) |
Net buildings and equipment | $ 5,628 | 6,024 |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of properties and equipment | 39 years | |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life of properties and equipment | 3 years | |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 9,439 | 9,302 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 3,239 | 3,320 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 663 | $ 653 |
SUMMARY OF SIGNIFICANT ACCOUN31
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Basic and Diluted Income (Loss) per Unit) (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Net and comprehensive income attributable to unitholders | $ 4,571 | $ 1,970 | $ 436 | $ (1,034) | $ 2,230 | $ 615 | $ 289 | $ 7,809 | $ 5,942 | $ 10,943 | $ 12,415 |
Less: Net and comprehensive income attributable to unvested restricted unitholders | (101) | (103) | (112) | ||||||||
Less: Dividends paid to Funds preferred shareholders | (31) | (31) | (31) | ||||||||
Net and comprehensive income attributable to unitholders | $ 5,810 | $ 10,809 | $ 12,272 | ||||||||
Basic and diluted weighted average units outstanding (in shares) | 4,313 | 4,289 | 4,353 | ||||||||
Basic and diluted net earnings per unit (in dollars per share) | $ 1.05 | $ 0.45 | $ 0.09 | $ (0.25) | $ 0.51 | $ 0.13 | $ 0.06 | $ 1.80 | $ 1.35 | $ 2.51 | $ 2.82 |
ORM TIMBER FUND I, LP (FUND I32
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) (Narrative) (Detail) $ in Thousands | Dec. 30, 2016USD ($) | Jan. 31, 2017USD ($) | Jan. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Oct. 31, 2014USD ($)Property | Dec. 31, 2016USD ($)Property | Dec. 31, 2014Property | Sep. 30, 2014USD ($)Property | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)Property |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Timberland | $ 54,369 | $ 54,369 | $ 54,369 | $ 53,879 | |||||||
Gain (loss) on sale of timberland (Fee Timber) | 995 | (1,103) | $ 23,750 | ||||||||
Land and timber held for sale | 20,503 | 20,503 | 20,503 | 3,642 | |||||||
Pretax profit (loss) | 2,215 | 7,707 | $ 32,855 | ||||||||
Management fees payable | 691 | $ 691 | $ 691 | 630 | |||||||
Fund I | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Pope Resources and ORMLLC combined ownership percentage | 20.00% | ||||||||||
Number of tree farms sold | Property | 2 | 1 | 1 | 2 | |||||||
Proceeds from sale of tree farms | $ 70,500 | ||||||||||
Gain (loss) on sale of timberland (Fee Timber) | $ 23,800 | ||||||||||
Pretax profit (loss) | $ 4,700 | ||||||||||
Fund I | Timber and Roads | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Land and timber held for sale | $ 40,200 | ||||||||||
Fund I | Land | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Land and timber held for sale | $ 5,000 | ||||||||||
Fund II | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Timberland | $ 58,000 | ||||||||||
Pope Resources and ORMLLC combined ownership percentage | 20.00% | ||||||||||
Number of tree farms sold | Property | 1 | ||||||||||
Proceeds from sale of tree farms | $ 26,500 | ||||||||||
Fund II | Land | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Pretax profit (loss) | $ (23) | $ (9) | $ 112 | ||||||||
Fund II | Subsequent Event | Timber and Roads | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Land and timber held for sale | $ 11,100 | $ 11,100 | |||||||||
Fund II | Subsequent Event | Land | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Land and timber held for sale | 2,800 | 2,800 | |||||||||
Fund II and III | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Operating term for Fund | 10 years | ||||||||||
Fund III | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Pope Resources and ORMLLC combined ownership percentage | 5.00% | ||||||||||
Fund IV | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Payment to acquire timberland | $ 381,000 | ||||||||||
Operating term for Fund | 15 years | ||||||||||
Pope Resources and ORMLLC combined ownership percentage | 15.00% | ||||||||||
Fund IV | Subsequent Event | |||||||||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||||||||||
Payment to acquire timberland | $ 388,000 | $ 7,000 |
ORM TIMBER FUND I, LP (FUND I33
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) (Partnership's Consolidated Balance Sheet of Timberland Acquisitions) (Details) a in Thousands, $ in Thousands | 3 Months Ended | |||
Dec. 31, 2016USD ($)a | Dec. 31, 2015USD ($)a | Oct. 31, 2016USD ($) | Jul. 31, 2016USD ($) | |
Condensed Financial Statements, Captions [Line Items] | ||||
Total purchase price | $ 6,700 | $ 32,000 | ||
Fund III | South Puget Sound WA | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Area of timberland acquired (in acre) | a | 15,100 | |||
Land | $ 6,053 | |||
Timber and roads | 44,503 | |||
Total purchase price | $ 50,556 | |||
Fund III | Northwestern OR | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Area of timberland acquired (in acre) | a | 12,900 | |||
Land | $ 7,730 | |||
Timber and roads | 64,295 | |||
Total purchase price | $ 72,025 |
ORM TIMBER FUND I, LP (FUND I34
ORM TIMBER FUND I, LP (FUND I), ORM TIMBER FUND II, INC. (FUND II), ORM TIMBER FUND III (REIT) INC. (FUND III), AND ORM TIMBER FUND IV (FUND IV) (COLLECTIVELY, “THE FUNDS”) (Partnership's Consolidated Balance Sheet included Assets and Liabilities of Funds) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Condensed Financial Statements, Captions [Line Items] | |||
Cash | $ 1,066 | $ 3,396 | |
Land and timber held for sale | 20,503 | 3,642 | |
Other current assets | 4,385 | 810 | |
Total current assets | 32,206 | 17,396 | |
Properties and equipment (net of accumulated depletion and depreciation in 2016 and 2015 of $38,306 and $34,757) | 364,180 | 351,660 | |
Total assets | 399,050 | 370,056 | $ 344,826 |
Current liabilities | 21,048 | 16,740 | |
Long-term debt | 125,291 | 84,537 | |
Total liabilities, partners’ capital, and noncontrolling interests | 399,050 | 370,056 | |
Properties and equipment, accumulated depletion and depreciation | 110,533 | 103,378 | |
ORM Timber Funds | |||
Condensed Financial Statements, Captions [Line Items] | |||
Cash | 1,066 | 3,396 | |
Land and timber held for sale | 13,941 | 0 | |
Other current assets | 2,195 | 602 | |
Total current assets | 17,202 | 3,998 | |
Properties and equipment (net of accumulated depletion and depreciation in 2016 and 2015 of $38,306 and $34,757) | 249,197 | 271,850 | |
Total assets | 266,399 | 275,848 | |
Current liabilities | 2,256 | 1,723 | |
Long-term debt | 57,268 | 57,246 | |
Funds’ equity | 206,875 | 216,879 | |
Total liabilities, partners’ capital, and noncontrolling interests | 266,399 | 275,848 | |
Properties and equipment, accumulated depletion and depreciation | $ 38,306 | $ 34,757 |
Partnership timberland acquis35
Partnership timberland acquisitions (Details) $ in Thousands | 1 Months Ended | |
Oct. 31, 2016USD ($)Propertya | Jul. 31, 2016USD ($)a | |
Business Acquisition [Line Items] | ||
Acres of land acquired | a | 7,324 | |
Assets acquired | $ | $ 6,700 | $ 32,000 |
Number of acquisitions | Property | 2 | |
Owned land | ||
Business Acquisition [Line Items] | ||
Acres of land acquired | a | 1,967 | 6,746 |
Assets acquired | $ | $ 719 | $ 2,700 |
Timber deed | ||
Business Acquisition [Line Items] | ||
Acres of land acquired | a | 578 | |
Assets acquired | $ | $ 6,000 | $ 29,300 |
LONG-TERM DEBT (Schedule of Deb
LONG-TERM DEBT (Schedule of Debt) (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 130,758,000 | $ 84,872,000 |
Less unamortized debt issuance costs | (348,000) | (221,000) |
Less current portion | (5,119,000) | (114,000) |
Consolidated long-term debt, less unamortized debt issuance costs and current portion | 125,291,000 | 84,537,000 |
Partnership Interest | $20.0 million operating line of credit with NorthWest Farm Credit Services (NWFCS), variable interest based on LIBOR plus margin of 1.50% (2.15% at December 31, 2016) with quarterly interest-only payments and collateralized by timberlands (matures April 2020) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | 8,000,000 | 0 |
Debt, face amount | $ 20,000,000 | |
Effective interest rate | 2.15% | |
Partnership Interest | $20.0 million operating line of credit with NorthWest Farm Credit Services (NWFCS), variable interest based on LIBOR plus margin of 1.50% (2.15% at December 31, 2016) with quarterly interest-only payments and collateralized by timberlands (matures April 2020) | LIBOR | ||
Debt Instrument [Line Items] | ||
Spread above the benchmark rate | 1.50% | |
Partnership Interest | Mortgages payable | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 73,378,000 | 27,492,000 |
Partnership Interest | Mortgages payable | Interest at 3.80%, monthly principal and interest payments (matures January 2023) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 2,578,000 | 2,692,000 |
Long-term debt stated interest rate | 3.80% | |
Partnership Interest | Mortgages payable | Seven-year tranche, interest at 4.85% with quarterly interest payments (matures July 2017) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 5,000,000 | 5,000,000 |
Long-term debt term | 7 years | |
Long-term debt stated interest rate | 4.85% | |
Partnership Interest | Mortgages payable | Ten-year tranche, interest at 6.40% with monthly interest payments (matures September 2019) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 9,800,000 | 9,800,000 |
Long-term debt term | 10 years | |
Long-term debt stated interest rate | 6.40% | |
Partnership Interest | Mortgages payable | Fifteen-year tranche, interest at 6.05% with quarterly interest payments (matures July 2025) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 10,000,000 | 10,000,000 |
Long-term debt term | 15 years | |
Long-term debt stated interest rate | 6.05% | |
Partnership Interest | Mortgages payable | Seven-year tranche, variable interest based on LIBOR plus margin of 2.20% (2.85% at December 31, 2016) with quarterly interest-only payments (matures July 2023) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 10,000,000 | 0 |
Long-term debt term | 7 years | |
Effective interest rate | 2.85% | |
Partnership Interest | Mortgages payable | Seven-year tranche, variable interest based on LIBOR plus margin of 2.20% (2.85% at December 31, 2016) with quarterly interest-only payments (matures July 2023) | LIBOR | ||
Debt Instrument [Line Items] | ||
Spread above the benchmark rate | 2.20% | |
Partnership Interest | Mortgages payable | Ten-year tranche, interest at 3.89% with quarterly interest-only payments (matures July 2026) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 11,000,000 | 0 |
Long-term debt term | 10 years | |
Long-term debt stated interest rate | 3.89% | |
Partnership Interest | Mortgages payable | 12-year tranche, interest at 4.13% with quarterly interest-only payments (matures July 2028) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 11,000,000 | 0 |
Long-term debt term | 12 years | |
Long-term debt stated interest rate | 4.13% | |
Partnership Interest | Mortgages payable | 11-year tranche, variable interest based on LIBOR plus margin of 1.85% (2.5% at December 31, 2016), with quarterly interest payments (matures July 2027) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 6,000,000 | 0 |
Long-term debt term | 11 years | |
Debt, face amount | $ 21,000,000 | |
Effective interest rate | 2.50% | |
Partnership Interest | Mortgages payable | 11-year tranche, variable interest based on LIBOR plus margin of 1.85% (2.5% at December 31, 2016), with quarterly interest payments (matures July 2027) | LIBOR | ||
Debt Instrument [Line Items] | ||
Spread above the benchmark rate | 1.85% | |
Funds | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 57,380,000 | 57,380,000 |
Funds | Fund II | Mortgages payable | 4.85% interest rate tranche | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 11,000,000 | 11,000,000 |
Long-term debt stated interest rate | 4.85% | |
Funds | Fund II | Mortgages payable | 3.84% interest rate tranche | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 14,000,000 | 14,000,000 |
Long-term debt stated interest rate | 3.84% | |
Funds | Fund III | Mortgages payable | 5.10% interest rate tranche (matures December 2023) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 17,980,000 | 17,980,000 |
Long-term debt stated interest rate | 5.10% | |
Funds | Fund III | Mortgages payable | 4.45% interest rate tranche (matures October 2024) | ||
Debt Instrument [Line Items] | ||
Debt outstanding carrying value | $ 14,400,000 | $ 14,400,000 |
Long-term debt stated interest rate | 4.45% |
LONG-TERM DEBT (Narrative) (Det
LONG-TERM DEBT (Narrative) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Capitalization rate | 30.00% | ||
Accrued interest on debt instruments | $ 1,300 | $ 941 | |
Partnership and Fund III | |||
Debt Instrument [Line Items] | |||
Decrease in interest expense | $ 810 | $ 478 | $ 395 |
Fund II | |||
Debt Instrument [Line Items] | |||
Loan to value ratio | 40.00% | ||
Fund III | |||
Debt Instrument [Line Items] | |||
Loan to value ratio | 50.00% |
LONG-TERM DEBT (Debt Maturities
LONG-TERM DEBT (Debt Maturities) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
2,017 | $ 5,119 |
2,018 | 123 |
2,019 | 9,928 |
2,020 | 33,133 |
2,021 | 138 |
Thereafter | 82,317 |
Total | 130,758 |
Partnership Interest | |
Debt Instrument [Line Items] | |
2,017 | 5,119 |
2,018 | 123 |
2,019 | 9,928 |
2,020 | 8,133 |
2,021 | 138 |
Thereafter | 49,937 |
Total | 73,378 |
Funds | |
Debt Instrument [Line Items] | |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 25,000 |
2,021 | 0 |
Thereafter | 32,380 |
Total | $ 57,380 |
FAIR VALUE OF FINANCIAL INSTR39
FAIR VALUE OF FINANCIAL INSTRUMENTS (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt outstanding carrying value | $ 130,758 | $ 84,872 |
Fixed-Rate Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt outstanding carrying value | 106,800 | 84,900 |
Fixed-Rate Debt | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt outstanding fair value | $ 111,000 | $ 89,800 |
INCOME TAXES (Consolidated Part
INCOME TAXES (Consolidated Partnership Income (Loss) Before Income Taxes) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income before income taxes | $ 2,215 | $ 7,707 | $ 32,855 |
Income in entities that pass-through pre-tax earnings to the partners | 1,500 | 7,203 | 30,169 |
Income subject to income taxes | $ 715 | $ 504 | $ 2,686 |
INCOME TAXES (Provision for Inc
INCOME TAXES (Provision for Income Taxes Relating to Corporate Subsidiaries of Partnership) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Current | $ (185) | $ (328) | $ (341) |
Deferred | (67) | 121 | (643) |
Total | $ (252) | $ (207) | $ (984) |
INCOME TAXES (Reconciliation Be
INCOME TAXES (Reconciliation Between Federal Statutory Tax Rate and Partnership's Effective Tax Rate) (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Statutory tax on income | 34.00% | 34.00% | 34.00% |
Income from entities that pass-through pre-tax earnings to the partners | (23.00%) | (31.00%) | (31.00%) |
Effective income tax rate | 11.00% | 3.00% | 3.00% |
INCOME TAXES (Deferred Tax Asse
INCOME TAXES (Deferred Tax Assets) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | |||
Compensation-related accruals | $ 456 | $ 421 | $ 17 |
Net operating loss carryforwards | 284 | 399 | 337 |
Depreciation | 16 | ||
Depreciation | (16) | (23) | |
Other | (3) | ||
Other | 16 | 27 | |
Total | $ 753 | $ 820 | $ 358 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Contingency [Line Items] | |||
Deferred income tax benefit (expense) | $ (67,000) | $ 121,000 | $ (643,000) |
Excess tax benefit from equity-based compensation | 53,000 | 340,000 | 85,000 |
Operating Loss Carryforwards | |||
Income Tax Contingency [Line Items] | |||
Deferred income tax benefit (expense) | $ (115,000) | $ 71,000 | $ (274,000) |
UNIT INCENTIVE PLAN (Narrative)
UNIT INCENTIVE PLAN (Narrative) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity compensation expense | $ 919 | $ 864 | $ 867 |
Accrued liabilities relating to incentive compensation program | $ 1,500 | 1,200 | |
Performance based, RSU's | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense vesting period | 4 years | ||
Portion of accrued liabilities paid in cash | $ 425 | 230 | |
Restricted Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense vesting period | 4 years | ||
Restricted Units | Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants (in units) | 1,794 | ||
LTIP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance period | 3 years | ||
Portion of accrued liabilities paid in cash | $ 1,000 | $ 949 | |
2005 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock authorized for issuance (in shares) | 1,105,815 | ||
Shares authorized but unissued (in shares) | 892,865 | ||
Unvested Restricted Stock Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total Compensation expense related to non-vested awards not yet recognized | $ 673 | ||
Weighted average remaining period to vest | 19 months |
UNIT INCENTIVE PLAN (Restricted
UNIT INCENTIVE PLAN (Restricted Unit Activity) (Detail) - Restricted Stock and Restricted Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Shares | |||
Outstanding Beginning Balance (in units) | 36,047 | 41,427 | 70,758 |
Grants (in units) | 15,016 | 12,050 | 12,966 |
Vested, net of units tendered back (in units) | (12,789) | (15,729) | (21,070) |
Forfeited (in units) | (436) | (18,261) | |
Tendered back to pay tax withholding (in units) | (2,345) | (1,701) | (2,966) |
Outstanding Ending Balance (in units) | 35,493 | 36,047 | 41,427 |
Weighted Average Grant Date Fair Value | |||
Outstanding Beginning Balance (in USD per share) | $ 59.96 | $ 55.23 | $ 50.34 |
Grants (in USD per share) | 64.67 | 62.14 | 65.50 |
Vested, net of units tendered back (in USD per share) | 55.97 | 49.39 | 46.04 |
Forfeited (in USD per share) | 62.49 | 55.49 | |
Tendered back to pay tax withholding (in USD per share) | 57.41 | 50.33 | 47.30 |
Outstanding Ending Balance (in USD per share) | $ 63.53 | $ 59.96 | $ 55.23 |
EMPLOYEE BENEFITS (Narrative) (
EMPLOYEE BENEFITS (Narrative) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Employer matching contribution to a defined contribution plan | 50.00% | ||
Maximum percentage of compensation contribution by company to a defined contribution plan | 8.00% | ||
Amount of contribution by company to a defined contribution plan | $ 182 | $ 191 | $ 176 |
COMMITMENTS AND CONTINGENCIES48
COMMITMENTS AND CONTINGENCIES (Narrative) (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Accrual for estimated environmental remediation costs | $ 12,770,000 | $ 21,651,000 | $ 16,761,000 | $ 13,241,000 |
Additions to Accrual | 7,700,000 | $ 10,000,000 | ||
Environmental liability, next 12 month | 8,700,000 | |||
Environmental liability thereafter | 4,100,000 | |||
Performance bonds outstanding | $ 10,400,000 | 10,500,000 | ||
Percent of salary as retirement income | 70.00% | |||
Payment of fixed retirement benefits | $ 25,013 | |||
Projected liability under retirement plan | $ 126,000 | $ 151,000 |
COMMITMENTS AND CONTINGENCIES49
COMMITMENTS AND CONTINGENCIES (Changes in Environmental Liability) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |||
Balances at the Beginning of the Period | $ 16,761 | $ 21,651 | $ 13,241 |
Additions to Accrual | 7,700 | 10,000 | |
Expenditures for Remediation | 11,691 | 4,890 | 1,590 |
Balance at Period-end | $ 12,770 | $ 16,761 | $ 21,651 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
General Partners | |
Related Party Transaction [Line Items] | |
Management fees paid | $ 150,000 |
SEGMENT AND MAJOR CUSTOMER IN51
SEGMENT AND MAJOR CUSTOMER INFORMATION (Narrative) (Detail) | 12 Months Ended | |
Dec. 31, 2016aSegment | Dec. 31, 2014a | |
Segment Reporting Information [Line Items] | ||
Number of segment | Segment | 3 | |
Timberland Investment Management | Fund I | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 24,000 | |
Timberland Investment Management | Fund II | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 37,000 | |
Timberland Investment Management | Fund III | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 57,000 | |
Real Estate | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 2,200 | |
Partnership Interest | Fee Timber | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 118,000 | |
Funds | Fee Timber | ||
Segment Reporting Information [Line Items] | ||
Area of land (in acres) | 94,000 | |
Largest Customer | Sales Revenue, Net | Customer Concentration Risk | ||
Segment Reporting Information [Line Items] | ||
Major customer percentage of consolidated revenue | 17.00% |
SEGMENT AND MAJOR CUSTOMER IN52
SEGMENT AND MAJOR CUSTOMER INFORMATION (Reconciliation) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | $ 43,468 | $ 13,178 | $ 12,713 | $ 11,069 | $ 22,008 | $ 15,208 | $ 13,904 | $ 26,908 | $ 80,428 | $ 78,028 | $ 87,470 | |
Cost of sales | (47,273) | (46,604) | (48,090) | |||||||||
Operating expenses, excluding environmental remediation | (20,829) | (19,644) | (17,671) | |||||||||
Operating, general and administrative expenses external | (28,529) | (19,644) | (27,671) | |||||||||
Environmental remediation expense | (7,700) | $ (10,000) | (7,700) | 0 | (10,000) | |||||||
Gain (loss) on sale of timberland | 995 | (1,103) | 23,750 | |||||||||
Income (loss) from operations | 4,316 | $ 1,985 | $ 142 | $ (822) | 3,297 | $ (873) | $ 180 | $ 8,073 | 5,621 | 10,677 | 35,459 | |
Depreciation, Amortization and Depletion | 13,376 | 10,636 | 13,023 | |||||||||
Assets | 399,050 | 370,056 | 344,826 | 399,050 | 370,056 | 344,826 | ||||||
Capital and Land Expenditures | 55,758 | 67,735 | 81,153 | 55,758 | 67,735 | 81,153 | ||||||
Domestic forest products | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 47,255 | 41,636 | 42,896 | |||||||||
Export forest products, indirect | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 10,049 | 10,528 | 22,308 | |||||||||
Conservation easements and land sales | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 4,440 | 6,815 | 7,703 | |||||||||
Fees for service | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 8 | 37 | ||||||||||
Homes, lots, and undeveloped acreage | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 18,676 | 19,049 | 14,526 | |||||||||
Internal | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 84,201 | 80,749 | 91,503 | |||||||||
Operating expenses, excluding environmental remediation | (24,602) | (22,365) | (21,704) | |||||||||
Income (loss) from operations | 10,677 | 35,459 | ||||||||||
Eliminations | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | (3,773) | (2,721) | (4,033) | |||||||||
Operating expenses, excluding environmental remediation | 3,773 | 2,721 | 4,033 | |||||||||
Income (loss) from operations | 0 | |||||||||||
Corporate, Non-Segment | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Operating expenses, excluding environmental remediation | (5,147) | (5,095) | (3,900) | |||||||||
Income (loss) from operations | (5,147) | (5,095) | (3,900) | |||||||||
Reconciling Items | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Operating expenses, excluding environmental remediation | 71 | 123 | 119 | |||||||||
Income (loss) from operations | 71 | 123 | 119 | |||||||||
Depreciation, Amortization and Depletion | 89 | 101 | 88 | |||||||||
Assets | 5,917 | 10,606 | 19,894 | 5,917 | 10,606 | 19,894 | ||||||
Capital and Land Expenditures | 20 | 79 | 55 | 20 | 79 | 55 | ||||||
Other | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
General and administrative expense | 5,076 | 4,972 | 3,781 | |||||||||
Income (loss) from operations | (5,076) | (4,972) | (3,781) | |||||||||
Fee Timber | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 57,304 | 52,164 | 65,204 | |||||||||
Operating expenses, excluding environmental remediation | (8,731) | (8,011) | (7,879) | |||||||||
Income (loss) from operations | 16,926 | 12,961 | 44,289 | |||||||||
Fee Timber | Partnership Interest | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 36,275 | 28,914 | 33,848 | |||||||||
Operating expenses, excluding environmental remediation | (6,024) | (5,367) | (5,101) | |||||||||
Income (loss) from operations | 15,523 | 11,672 | 14,350 | |||||||||
Fee Timber | Funds | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 21,029 | 23,250 | 31,356 | |||||||||
Operating expenses, excluding environmental remediation | (2,707) | (2,644) | (2,778) | |||||||||
Income (loss) from operations | 1,403 | 1,289 | 29,939 | |||||||||
Fee Timber | Internal | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 57,507 | 52,507 | 65,815 | |||||||||
Cost of sales | (32,642) | (30,089) | (36,786) | |||||||||
Operating expenses, excluding environmental remediation | (12,126) | (10,261) | (11,182) | |||||||||
Gain (loss) on sale of timberland | 995 | (1,103) | 23,750 | |||||||||
Income (loss) from operations | 13,734 | 11,054 | 41,597 | |||||||||
Depreciation, Amortization and Depletion | 12,866 | 10,218 | 12,539 | |||||||||
Assets | 353,820 | 325,285 | 287,207 | 353,820 | 325,285 | 287,207 | ||||||
Capital and Land Expenditures | 41,604 | 57,731 | 75,895 | 41,604 | 57,731 | 75,895 | ||||||
Fee Timber | Internal | Partnership Interest | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 36,478 | 29,257 | 34,459 | |||||||||
Cost of sales | (15,497) | (11,875) | (14,397) | |||||||||
Operating expenses, excluding environmental remediation | (6,152) | (5,387) | (5,101) | |||||||||
Gain (loss) on sale of timberland | 769 | 0 | ||||||||||
Income (loss) from operations | 15,598 | 11,995 | 14,961 | |||||||||
Depreciation, Amortization and Depletion | 9,095 | 8,044 | 2,570 | |||||||||
Assets | 266,401 | 49,499 | 46,453 | 266,401 | 49,499 | 46,453 | ||||||
Capital and Land Expenditures | 40,745 | 5,877 | 2,536 | 40,745 | 5,877 | 2,536 | ||||||
Fee Timber | Internal | Funds | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 21,029 | 23,250 | 31,356 | |||||||||
Cost of sales | (17,145) | (18,214) | (22,389) | |||||||||
Operating expenses, excluding environmental remediation | (5,974) | (4,874) | (6,081) | |||||||||
Gain (loss) on sale of timberland | 226 | (1,103) | 23,750 | |||||||||
Income (loss) from operations | (1,864) | (941) | 26,636 | |||||||||
Depreciation, Amortization and Depletion | 3,771 | 2,174 | 9,969 | |||||||||
Assets | 87,419 | 275,786 | 240,754 | 87,419 | 275,786 | 240,754 | ||||||
Capital and Land Expenditures | 859 | 51,854 | 73,359 | 859 | 51,854 | 73,359 | ||||||
Fee Timber | Eliminations | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | (203) | (343) | (611) | |||||||||
Operating expenses, excluding environmental remediation | 3,395 | 2,250 | 3,303 | |||||||||
Income (loss) from operations | 3,192 | 1,907 | 2,692 | |||||||||
Fee Timber | Eliminations | Partnership Interest | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | (203) | (343) | (611) | |||||||||
Operating expenses, excluding environmental remediation | 128 | 20 | 0 | |||||||||
Income (loss) from operations | (75) | (323) | (611) | |||||||||
Fee Timber | Eliminations | Funds | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Operating expenses, excluding environmental remediation | 3,267 | 2,230 | 3,303 | |||||||||
Income (loss) from operations | 3,267 | 2,230 | 3,303 | |||||||||
Timberland Investment Management | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 8 | 0 | 0 | |||||||||
Operating expenses, excluding environmental remediation | (2,628) | (2,625) | (2,329) | |||||||||
Income (loss) from operations | (2,620) | (2,625) | (2,329) | |||||||||
Timberland Investment Management | Internal | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 3,275 | 2,235 | 3,303 | |||||||||
Operating expenses, excluding environmental remediation | (2,888) | (2,953) | (2,940) | |||||||||
Income (loss) from operations | 387 | (718) | 363 | |||||||||
Depreciation, Amortization and Depletion | 33 | 18 | 2 | |||||||||
Assets | 325 | 182 | 52 | 325 | 182 | 52 | ||||||
Capital and Land Expenditures | 13 | 69 | 38 | 13 | 69 | 38 | ||||||
Timberland Investment Management | Eliminations | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | (3,267) | (2,235) | (3,303) | |||||||||
Operating expenses, excluding environmental remediation | 260 | 328 | 611 | |||||||||
Income (loss) from operations | (3,007) | (1,907) | (2,692) | |||||||||
Real Estate | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 23,116 | 25,864 | 22,266 | |||||||||
Operating expenses, excluding environmental remediation | (4,394) | (4,036) | (3,682) | |||||||||
Income (loss) from operations | (3,609) | 5,313 | (2,720) | |||||||||
Real Estate | Internal | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | 23,419 | 26,007 | 22,385 | |||||||||
Cost of sales | (14,631) | (16,515) | (11,304) | |||||||||
Operating expenses, excluding environmental remediation | (4,441) | (4,056) | (3,682) | |||||||||
Environmental remediation expense | (7,700) | (10,000) | ||||||||||
Income (loss) from operations | (3,353) | 5,436 | (2,601) | |||||||||
Depreciation, Amortization and Depletion | 388 | 299 | 394 | |||||||||
Assets | 38,988 | 33,983 | 37,673 | 38,988 | 33,983 | 37,673 | ||||||
Real Estate | Internal | Development activities | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Capital and Land Expenditures | 13,993 | 9,631 | 4,967 | 13,993 | 9,631 | 4,967 | ||||||
Real Estate | Internal | Other | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Capital and Land Expenditures | $ 128 | $ 225 | $ 198 | 128 | 225 | 198 | ||||||
Real Estate | Eliminations | ||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||||||||
Revenue | (303) | (143) | (119) | |||||||||
Operating expenses, excluding environmental remediation | 47 | 20 | 0 | |||||||||
Income (loss) from operations | $ (256) | $ (123) | $ (119) |
QUARTERLY FINANCIAL INFORMATI53
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Schedule of Quarterly Financial Information) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 43,468 | $ 13,178 | $ 12,713 | $ 11,069 | $ 22,008 | $ 15,208 | $ 13,904 | $ 26,908 | $ 80,428 | $ 78,028 | $ 87,470 |
Income (loss) from operations | 4,316 | 1,985 | 142 | (822) | 3,297 | (873) | 180 | 8,073 | 5,621 | 10,677 | 35,459 |
Net and comprehensive income (loss) attributable to unitholders | $ 4,571 | $ 1,970 | $ 436 | $ (1,034) | $ 2,230 | $ 615 | $ 289 | $ 7,809 | $ 5,942 | $ 10,943 | $ 12,415 |
Basic and diluted earnings (loss) per unit (in dollars per share) | $ 1.05 | $ 0.45 | $ 0.09 | $ (0.25) | $ 0.51 | $ 0.13 | $ 0.06 | $ 1.80 | $ 1.35 | $ 2.51 | $ 2.82 |
QUARTERLY FINANCIAL INFORMATI54
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Narrative) (Detail) $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Oct. 31, 2014Property | Dec. 31, 2016USD ($) | Dec. 31, 2014USD ($)Property | Sep. 30, 2014Property | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)Property | |
Quarterly Financial Information [Line Items] | |||||||
Environmental remediation expense | $ | $ 7,700 | $ 10,000 | $ 7,700 | $ 0 | $ 10,000 | ||
Fund I | |||||||
Quarterly Financial Information [Line Items] | |||||||
Number of tree farms sold | Property | 2 | 1 | 1 | 2 |