Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Sep. 30, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | FY | |
Entity Registrant Name | SANTA FE FINANCIAL CORP | |
Entity Central Index Key | 86,759 | |
Current Fiscal Year End Date | --06-30 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $ 5,353,000 | |
Trading Symbol | SFEF | |
Entity Common Stock, Shares Outstanding | 1,241,810 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
ASSETS | ||
Investment in Hotel, net | $ 38,390,000 | $ 41,018,000 |
Investment in real estate, net | 5,007,000 | 5,051,000 |
Investment in marketable securities | 5,874,000 | 6,358,000 |
Other investments, net | 696,000 | 621,000 |
Cash and cash equivalents | 2,097,000 | 3,397,000 |
Restricted cash - mortgage impounds | 5,173,000 | 966,000 |
Accounts receivable - Hotel, net | 1,436,000 | 3,218,000 |
Other assets, net | 1,683,000 | 2,123,000 |
Deferred tax assets | 10,927,000 | 11,088,000 |
Total assets | 71,283,000 | 73,840,000 |
Liabilities: | ||
Accounts payable and other liabilities | 17,402,000 | 18,966,000 |
Due to securities broker | 1,005,000 | 586,000 |
Obligations for securities sold | 1,271,000 | 57,000 |
Related party and other notes payable | 10,209,000 | 11,246,000 |
Mortgage notes payable - real estate | 3,256,000 | 3,321,000 |
Mortgage notes payable - Hotel | 115,615,000 | 116,160,000 |
Total liabilities | 148,758,000 | 150,336,000 |
Commitments and contingencies (Note 17) | ||
Shareholders' deficit: | ||
Common stock - par value $.10 per share; Authorized - 2,000,000; Issued 1,339,638 and outstanding 1,241,810 | 134,000 | 134,000 |
Additional paid-in capital | 8,808,000 | 8,808,000 |
Accumulated deficit | (58,938,000) | (57,756,000) |
Treasury stock, at cost, 97,828 shares | (951,000) | (951,000) |
Total Santa Fe shareholders' deficit | (50,947,000) | (49,765,000) |
Noncontrolling interest | (26,528,000) | (26,731,000) |
Total shareholders' deficit | (77,475,000) | (76,496,000) |
Total liabilities and shareholders' deficit | $ 71,283,000 | $ 73,840,000 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - $ / shares | Jun. 30, 2017 | Jun. 30, 2016 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common Stock, Shares Authorized | 2,000,000 | 2,000,000 |
Common Stock, Shares, Issued | 1,339,638 | 1,339,638 |
Common Stock, Shares, Outstanding | 1,241,810 | 1,241,810 |
Treasury Stock, Shares | 97,828 | 97,828 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues: | ||
Hotel | $ 54,334,000 | $ 58,566,000 |
Real estate | 340,000 | 428,000 |
Total revenues | 54,674,000 | 58,994,000 |
Costs and operating expenses: | ||
Hotel operating expenses | (41,031,000) | (47,246,000) |
Legal settlement costs | 0 | (5,396,000) |
Real estate operating expenses | (182,000) | (166,000) |
Depreciation and amortization expense | (3,057,000) | (3,036,000) |
General and administrative expense | (1,030,000) | (1,072,000) |
Total costs and operating expenses | (45,300,000) | (56,916,000) |
Income from operations | 9,374,000 | 2,078,000 |
Other income (expense): | ||
Interest expense - mortgage | (7,827,000) | (7,885,000) |
Loss on disposal of assets | 0 | (30,000) |
Net loss on marketable securities | (1,994,000) | (3,027,000) |
Net unrealized loss on other investments | 0 | (63,000) |
Impairment loss on other investments | (105,000) | (354,000) |
Dividend and interest income | 80,000 | 14,000 |
Trading and margin interest expense | (311,000) | (222,000) |
Net other expense | (10,157,000) | (11,567,000) |
Loss before income taxes | (783,000) | (9,489,000) |
Income tax benefit | (196,000) | 2,697,000 |
Net loss | (979,000) | (6,792,000) |
Less: Net (income) loss attributable to the noncontrolling interest | (203,000) | 1,832,000 |
Net loss attributable to Santa Fe | $ (1,182,000) | $ (4,960,000) |
Basic and diluted loss per share attributable to Santa Fe | $ (0.95) | $ (3.99) |
Weighted average number of common shares outstanding | 1,241,810 | 1,241,810 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) | Total | Shareholders' Equity [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] |
Balance at Jun. 30, 2015 | $ (69,654,000) | $ (44,755,000) | $ 134,000 | $ 8,808,000 | $ (52,746,000) | $ (951,000) | $ (24,899,000) |
Balance (in shares) at Jun. 30, 2015 | 1,339,638 | ||||||
Net loss | (6,792,000) | (4,960,000) | $ 0 | 0 | (4,960,000) | 0 | (1,832,000) |
Redemption of limited partnership interests | (50,000) | (50,000) | 0 | 0 | (50,000) | 0 | 0 |
Balance at Jun. 30, 2016 | (76,496,000) | (49,765,000) | $ 134,000 | 8,808,000 | (57,756,000) | (951,000) | (26,731,000) |
Balance (in shares) at Jun. 30, 2016 | 1,339,638 | ||||||
Net loss | (979,000) | (1,182,000) | $ 0 | 0 | (1,182,000) | 0 | 203,000 |
Balance at Jun. 30, 2017 | $ (77,475,000) | $ (50,947,000) | $ 134,000 | $ 8,808,000 | $ (58,938,000) | $ (951,000) | $ (26,528,000) |
Balance (in shares) at Jun. 30, 2017 | 1,339,638 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (979,000) | $ (6,792,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Net unrealized loss on marketable securities | 2,083,000 | 3,194,000 |
Legal settlement costs | 0 | 5,575,000 |
Unrealized loss on other investments | 0 | 63,000 |
Impairment loss on other investments | 105,000 | 354,000 |
Loss on disposal of assets | 0 | 30,000 |
Depreciation | 3,057,000 | 3,036,000 |
Amortization | 112,000 | 112,000 |
Changes in assets and liabilities: | ||
Investment in marketable securities | (1,599,000) | (924,000) |
Accounts receivable - hotel, net | 1,782,000 | 3,573,000 |
Other assets, net | 462,000 | 1,550,000 |
Accounts payable and other liabilities | (1,564,000) | 2,991,000 |
Due to securities broker | 419,000 | 586,000 |
Obligations for securities sold | 1,214,000 | 57,000 |
Deferred tax asset | 161,000 | (2,737,000) |
Net cash provided by operating activities | 5,253,000 | 10,668,000 |
Cash flows from investing activities: | ||
Hotel and real estate investments | (385,000) | (4,394,000) |
Purchase of other investments, net | (180,000) | 0 |
Net cash used in investing activities | (565,000) | (4,394,000) |
Cash flows from financing activities: | ||
Payments of mortgage and other notes payable | (1,781,000) | (3,663,000) |
Restricted cash paid to mortgage impounds | (4,207,000) | (310,000) |
Distributions and redemption to noncontrolling interest | 0 | (50,000) |
Net cash used in financing activities | (5,988,000) | (4,023,000) |
Net (decrease) increase in cash and cash equivalents: | (1,300,000) | 2,251,000 |
Cash and cash equivalents at beginning of year | 3,397,000 | 1,146,000 |
Cash and cash equivalents at end of year | 2,097,000 | 3,397,000 |
Supplemental information: | ||
Income tax refund | 26,000 | 4,000 |
Interest paid | (7,980,000) | 7,937,000 |
Non-cash transactions: | ||
Conversion of other investments to marketable securities | 0 | 6,659,000 |
Legal settlement costs | $ 0 | $ 5,575,000 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES Description of Business Santa Fe Financial Corporation, a Nevada corporation, (“Santa Fe” or the “Company”) owns approximately 68.8 81.9 13.4 Portsmouth’s primary business is conducted through its general and limited partnership interest in Justice Investors, a California limited partnership (“Justice” or the “Partnership”). Portsmouth controls approximately 93 Justice, through its subsidiaries Justice Holdings Company, LLC (“Holdings”), a Delaware Limited Liability Company, Justice Operating Company, LLC (“Operating”) and Justice Mezzanine Company, LLC (“Mezzanine”), owns a 543-room hotel property located at 750 Kearny Street, San Francisco California, known as the Hilton San Francisco Financial District (the “Hotel”) and related facilities including a five-level underground parking garage. Holdings and Mezzanine are both wholly-owned subsidiaries of the Partnership; Operating is a wholly-owned subsidiary of Mezzanine. Mezzanine is the borrower under certain mezzanine indebtedness of Justice, and in December 2013, the Partnership conveyed ownership of the Hotel to Operating. The Hotel is operated by the partnership as a full-service Hilton brand hotel pursuant to a Franchise License Agreement with HLT Franchise Holding LLC (Hilton). Justice had a management agreement with Prism Hospitality L.P. (“Prism”) to perform certain management functions for the Hotel. The management agreement with Prism had an original term of ten years, subject to the Partnership’s right to terminate at any time with or without cause. Effective January 2014, the management agreement with Prism was amended by the Partnership to change the nature of the services provided by Prism and the compensation payable to Prism, among other things. Prism’s management agreement was terminated upon its expiration date of February 3, 2017. Effective December 1, 2013, GMP Management, Inc. (“GMP”), a company owned by a Justice limited partner and a related party, also provided management services for the Partnership pursuant to a management services agreement, with a three-year term, subject to the Partnership’s right to terminate earlier for cause. In June 2016, GMP resigned. After a lengthy review process of several national third-party hotel management companies, on February 1, 2017, Justice entered into a Hotel management agreement (“HMA”) with Interstate Management Company, LLC (“Interstate”) to manage the Hotel with an effective takeover date of February 3, 2017. The term of management agreement is for an initial period of 10 2,000,000 In addition to the operations of the Hotel, the Company also generates income from the ownership and management of real estate. On December 31, 1997, the Company acquired a controlling 55.4 The consolidated financial statements include the accounts of the Company, Portsmouth and Woodland Village. All significant inter-company transactions and balances have been eliminated. Property and equipment are stated at cost. Building improvements are being depreciated on a straight-line basis over their useful lives ranging from 3 39 3 7 Repairs and maintenance are charged to expense as incurred. Costs of significant renewals and improvements are capitalized and depreciated over the shorter of its remaining estimated useful life or life of the asset. The cost of assets sold or retired and the related accumulated depreciation are removed from the accounts; any resulting gain or loss is included in other income (expenses). The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with generally accepted accounting principles. If the carrying amount of the asset, including any intangible assets associated with that asset, exceeds its estimated undiscounted net cash flow, before interest, the Partnership will recognize an impairment loss equal to the difference between its carrying amount and its estimated fair value. If impairment is recognized, the reduced carrying amount of the asset will be accounted for as its new cost. For a depreciable asset, the new cost will be depreciated over the asset’s remaining useful life. Generally, fair values are estimated using discounted cash flow, replacement cost or market comparison analyses. The process of evaluating for impairment requires estimates as to future events and conditions, which are subject to varying market and economic factors. Therefore, it is reasonably possible that a change in estimate resulting from judgments as to future events could occur which would affect the recorded amounts of the property. No impairment losses were recorded for the years ended June 30, 2017 and 2016. Rental properties are stated at cost less accumulated depreciation. Depreciation of rental property is provided on the straight-line method based upon estimated useful lives of 5 40 5 10 The Company also reviews its rental property assets for impairment. No impairment losses on the investment in real estate have been recorded for the years ended June 30, 2017 and 2016. Marketable securities are stated at fair value as determined by the most recently traded price of each security at the balance sheet date. Marketable securities are classified as trading securities with all unrealized gains and losses on the Company's investment portfolio recorded through the consolidated statements of operations. Other investments include non-marketable securities (carried at cost, net of any impairments loss) and non marketable warrants (carried at fair value). The Company has no significant influence or control over the entities that issue these investments. These investments are reviewed on a periodic basis for other-than-temporary impairment. The Company reviews several factors to determine whether a loss is other-than-temporary. These factors include but are not limited to: (i) the length of time an investment is in an unrealized loss position, (ii) the extent to which fair value is less than cost, (iii) the financial condition and near term prospects of the issuer and (iv) our ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. For the years ended June 30, 2017 and 2016, the Company recorded impairment losses related to other investments of $ 105,000 354,000 The Company has investments in stock warrants that are considered derivative instruments. Derivative financial instruments consist of financial instruments or other contracts that contain a notional amount and one or more underlying (e.g. interest rate, security price or other variable), require no initial net investment and permit net settlement. Derivative financial instruments may be free-standing or embedded in other financial instruments. Further, derivative financial instruments are initially, and subsequently, measured at fair value on the Company’s consolidated balance sheet with the related unrealized gain or loss recorded in the Company’s consolidated statement of operations. The Company used the Black-Scholes option valuation model to estimate the fair value these instruments which requires management to make significant assumptions including trading volatility, estimated terms, and risk free rates. Estimating fair values of derivative financial instruments requires the development of significant and subjective estimates that may, and are likely to, change over the duration of the instrument with related changes in internal and external market factors. In addition, option-based models are highly volatile and sensitive to changes in the trading market price of the underlying common stock, which has a high-historical volatility. Since derivative financial instruments are initially and subsequently carried at fair values, the Company’s consolidated statement of operations will reflect the volatility in these estimates and assumption changes. Cash equivalents consist of highly liquid investments with an original maturity of three months or less when purchased and are carried at cost, which approximates fair value. Restricted cash is comprised of amounts held by lenders for payment of real estate taxes, insurance, replacement and capital improvements for the Hotel. Accounts receivable from Hotel customers are carried at cost less an allowance for doubtful accounts that is based on management’s assessment of the collectability of accounts receivable. The Partnership extends unsecured credit to its customers but mitigates the associated credit risk by performing ongoing credit evaluations of its customers. Other assets include prepaid insurance, accounts receivable, franchise fees, license fees and other miscellaneous assets. Franchise fees are stated at cost and amortized over the life of the 15 10 Deferred income taxes are calculated under the liability method. Deferred income tax assets and liabilities are based on differences between the financial statement and tax basis of assets and liabilities at the current enacted tax rates. Changes in deferred income tax assets and liabilities are included as a component of income tax expense. Changes in deferred income tax assets and liabilities attributable to changes in enacted tax rates are charged or credited to income tax expense in the period of enactment. Valuation allowances are established for certain deferred tax assets where realization is not likely. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the “more-likely-than-not” threshold based on the technical merits of the positions. Various securities brokers have advanced funds to the Company for the purchase of marketable securities under standard margin agreements. These advanced funds are recorded as a liability. Obligation for securities sold represents the fair market value of shares sold with the promise to deliver that security at some future date and the fair market value of shares underlying the written call options with the obligation to deliver that security when and if the option is exercised. The obligation may be satisfied with current holdings of the same security or by subsequent purchases of that security. Unrealized gains and losses from changes in the obligation are included in the statement of operations. Accounts payable and other liabilities include trade payables, customer advance deposits and other liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. Accounting standards for fair value measurement establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 Level 2 Level 3 The Company records the acquisition of treasury stock under the cost method. Room revenue is recognized on the date upon which a guest occupies a room and/or utilizes the Hotel’s services. Food and beverage revenues are recognized upon delivery. Garage revenue is recognized when a guest uses the garage space. The Company records a liability for payments collected in advance of revenue recognition. This liability is included in Accounts payable and other liabilities. Revenue recognition from apartment rentals commences when an apartment unit is placed in service and occupied by a rent-paying tenant. Apartment units are leased on a short-term basis, with no lease extending beyond one year. Advertising costs are expensed as incurred. Advertising costs were $ 294,000 522,000 Basic loss per share is calculated based upon the weighted average number of common shares outstanding during each fiscal year. As of June 30, 2017 and 2016, the Company did not have any potentially dilutive securities outstanding. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern On June 16, 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments On August 26, 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments (Topic230) In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs 840,000 In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) |
JUSTICE INVESTORS
JUSTICE INVESTORS | 12 Months Ended |
Jun. 30, 2017 | |
Justice Investors [Abstract] | |
Justice Investors [Text Block] | NOTE 2 - JUSTICE INVESTORS Justice Investors Limited Partnership, a California limited partnership (“Justice” or the “Partnership”), was formed in 1967 to acquire real property in San Francisco, California, for the development and lease of the Hotel and related facilities. The Partnership has one general partner, Portsmouth Square, Inc., a California corporation (“Portsmouth”) and approximately 24 voting limited partners, including Portsmouth. Management believes that the revenues and cash flows expected to be generated from the operations of the Hotel, garage and leases will be sufficient to meet all of the Partnership’s current and future obligations and financial requirements. Management also believes that there is significant appreciated value in the Hotel property in excess of the net book value to support additional borrowings, if necessary. |
INVESTMENT IN HOTEL, NET
INVESTMENT IN HOTEL, NET | 12 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
Real Estate Disclosure [Text Block] | NOTE 3 INVESTMENT IN HOTEL, NET Accumulated Net Book June 30, 2017 Cost Depreciation Value Land $ 1,896,000 $ - $ 1,896,000 Furniture and equipment 27,681,000 (24,570,000) 3,111,000 Building and improvements 59,771,000 (26,388,000) 33,383,000 $ 89,348,000 $ (50,958,000) $ 38,390,000 Accumulated Net Book June 30, 2016 Cost Depreciation Value Land $ 1,896,000 $ - $ 1,896,000 Furniture and equipment 28,857,000 (23,097,000) 5,760,000 Building and improvements 58,370,000 (25,008,000) 33,362,000 $ 89,123,000 $ (48,105,000) $ 41,018,000 |
INVESTMENT IN REAL ESTATE, NET
INVESTMENT IN REAL ESTATE, NET | 12 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
Investment In Real Estate [Text Block] | NOTE 4 INVESTMENT IN REAL ESTATE, NET 2017 2016 Land $ 2,430,000 $ 2,430,000 Buildings, improvements and equipment 2,854,000 2,797,000 Accumulated depreciation (1,250,000) (1,149,000) 4,034,000 4,078,000 Land held for development 973,000 973,000 Investment in real estate, net $ 5,007,000 $ 5,051,000 Depreciation expense for the years ended June 30, 2017 and 2016 was $ 101,000 95,000 In August 2007, Portsmouth agreed to acquire 50 100 973,000 |
INVESTMENT IN MARKETABLE SECURI
INVESTMENT IN MARKETABLE SECURITIES | 12 Months Ended |
Jun. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | NOTE 5 - INVESTMENT IN MARKETABLE SECURITIES The Company’s investment in marketable securities consists primarily of corporate equities. The Company has also periodically invested in corporate bonds and income producing securities, which may include interests in real estate based companies and REITs, where financial benefit could insure to its shareholders through income and/or capital gain. Gross Gross Net Fair Investment Cost Unrealized Gain Unrealized Loss Unrealized Loss Value As of June 30, 2017 Corporate Equities $ 12,190,000 $ 538,000 $ (6,854,000) $ (6,316,000) $ 5,874,000 As of June 30, 2016 Corporate Equities $ 10,613,000 $ 435,000 $ (4,690,000) $ (4,255,000) $ 6,358,000 As of June 30, 2017, and 2016, approximately 40 74 As of June 30, 2017, and 2016, the Company had $ 6,783,000 1,770,000 For the year ended June 30, 2017 2016 Realized gain on marketable securities $ 89,000 $ 167,000 Unrealized loss on marketable securities (2,083,000) (3,194,000) Net loss on marketable securities $ (1,994,000) $ (3,027,000) |
OTHER INVESTMENTS, NET
OTHER INVESTMENTS, NET | 12 Months Ended |
Jun. 30, 2017 | |
Investments, All Other Investments [Abstract] | |
Other Investments Disclosure [Text Block] | NOTE 6 OTHER INVESTMENTS, NET The Company may also invest, with the approval of the Securities Investment Committee and other Company guidelines, in private investment equity funds and other unlisted securities, such as convertible notes through private placements. Those investments in non-marketable securities are carried at cost on the Company’s consolidated balance sheet as part of other investments, net of other than temporary impairment losses. Type June 30, 2017 June 30, 2016 Private equity hedge fund, at cost $ 485,000 $ 568,000 Other investments 211,000 53,000 $ 696,000 $ 621,000 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 7 - FAIR VALUE MEASUREMENTS The carrying values of the Company’s financial instruments not required to be carried at fair value on a recurring basis approximate fair value due to their short maturities (i.e., accounts receivable, other assets, accounts payable and other liabilities, due to securities broker and obligations for securities sold) or the nature and terms of the obligation (i.e., other notes payable and mortgage notes payable). As of June 30, 2017 Level 1 Assets: Investment in marketable securities: Basic materials $ 2,766,000 Technology 1,386,000 Energy 689,000 Other 1,033,000 $ 5,874,000 As of June 30, 2016 Level 1 Assets: Investment in marketable securities: Basic materials $ 4,684,000 Energy 733,000 Financial services 366,000 Other 575,000 $ 6,358,000 The fair values of investments in marketable securities are determined by the most recently traded price of each security at the balance sheet date. The fair value of the warrants was determined based upon a Black-Scholes option valuation model. Financial assets that are measured at fair value on a non-recurring basis and are not included in the tables above include “Other investments, net in non-marketable securities,” that were initially measured at cost and have been written down to fair value as a result of impairment or adjusted to record the fair value of new instruments received (i.e., preferred shares) in exchange for old instruments (i.e., debt instruments). Net loss for the year Assets Level 3 June 30, 2017 ended June 30, 2017 Other non-marketable investments $ 696,000 $ 696,000 $ (105,000) Net loss for the year Assets Level 3 June 30, 2016 ended June 30, 2016 Other non-marketable investments $ 621,000 $ 621,000 $ (354,000) Other investments in non-marketable securities are carried at cost net of any impairment loss. The Company has no significant influence or control over the entities that issue these investments. These investments are reviewed on a periodic basis for other-than-temporary impairment. When determining the fair value of these investments on a non-recurring basis, the Company uses valuation techniques such as the market approach and the unobservable inputs include factors such as conversion ratios and the stock price of the underlying convertible instruments. The Company reviews several factors to determine whether a loss is other-than-temporary. These factors include but are not limited to: (i) the length of time an investment is in an unrealized loss position, (ii) the extent to which fair value is less than cost, (iii) the financial condition and near term prospects of the issuer and (iv) our ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. |
OTHER ASSETS, NET
OTHER ASSETS, NET | 12 Months Ended |
Jun. 30, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets Disclosure [Text Block] | NOTE 8 OTHER ASSETS, NET 2017 2016 Inventory - Hotel $ 68,000 $ 248,000 Prepaid expenses 499,000 690,000 Note receivable - related party 604,000 614,000 Miscellaneous assets, net 512,000 571,000 Total other assets $ 1,683,000 $ 2,123,000 |
RELATED PARTY AND OTHER NOTES P
RELATED PARTY AND OTHER NOTES PAYABLE | 12 Months Ended |
Jun. 30, 2017 | |
Related Party And Other Notes Payable [Abstract] | |
Related Party and Other Notes Payable [Text Block] | NOTE 9 RELATED PARTY AND OTHER NOTES PAYABLE On July 2, 2014, the Partnership obtained from InterGroup (a related party) an unsecured loan in the principal amount of $ 4,250,000 12 2 3 On May 5, 2016, Justice and Portsmouth entered into a settlement agreement relating to previously reported litigation with Evon Corporation and certain other parties. Under the settlement agreement, Justice, a subsidiary of Portsmouth agreed to pay 5,575,000 This amount was accrued and recorded as restructuring cost for the year end June 30, 2016. Also included in the balance of the related party note payable at June 30, 2017 is the obligation to Hilton (Franchisor) in the form of a self-exhausting, interest free development incentive note which will be reduced approximately $ 316,000 On February 1, 2017, Justice entered into a Hotel management agreement (“HMA”) with Interstate Management Company, LLC (“Interstate”) to manage the Hotel with an effective takeover date of February 3, 2017. The term of management agreement is for an initial period of 10 2,000,000 nd As of June 30, 2016, the Company has various non-mortgage 212,000 For the year ending June 30, 2018 $ 4,567,000 2019 421,000 2020 567,000 2021 567,000 2022 567,000 Thereafter 3,520,000 $ 10,209,000 |
MORTGAGE NOTES PAYABLE
MORTGAGE NOTES PAYABLE | 12 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Mortgage Notes Payable Disclosure [Text Block] | NOTE 10 MORTGAGE NOTES PAYABLE On December 18, 2013: (i) Justice Operating Company, LLC, a Delaware limited liability company (“Operating”), entered into a loan agreement (“Mortgage Loan Agreement”) with Bank of America (“Mortgage Lender”); and (ii) Justice Mezzanine Company, a Delaware limited liability company (“Mezzanine”), entered into a mezzanine loan agreement (“Mezzanine Loan Agreement” and, together with the Mortgage Loan Agreement, the “Loan Agreements”) with ISBI San Francisco Mezz Lender LLC (“Mezzanine Lender” and, together with Mortgage Lender, the “Lenders”). The Partnership is the sole member of Mezzanine, and Mezzanine is the sole member of Operating. The Loan Agreements provide for a $ 97,000,000 20,000,000 The Mortgage Loan is secured by the Partnership’s principal asset, the Hilton San Francisco-Financial District (the “Property”). The Mortgage Loan bears an interest rate of 5.275 The Mezzanine Loan is a secured by the Operating membership interest held by Mezzanine and is subordinated to the Mortgage Loan. The Mezzanine Loan bears interest at 9.75 January 1, 2024 The Guaranties are limited to what are commonly referred to as “bad boy” acts, including: (i) fraud or intentional misrepresentations; (ii) gross negligence or willful misconduct; (iii) misapplication or misappropriation of rents, security deposits, insurance or condemnation proceeds; and (iv) failure to pay taxes or insurance. The Guaranties are full recourse guaranties under identified circumstances, including failure to maintain “single purpose” status which is a factor in a consolidation of Operating or Mezzanine in a bankruptcy of another person, transfer or encumbrance of the Property in violation of the applicable loan documents, Operating or Mezzanine incurring debts that are not permitted, and the Property becoming subject to a bankruptcy proceeding. Pursuant to the Guaranties, the Partnership is required to maintain a certain minimum net worth and liquidity. As of June 30, 2016, and 2015, the Partnership is in compliance with both requirements. Effective as of May 11, 2017, InterGroup agreed to become an additional guarantor under the limited guaranty and an additional indemnitor under the environmental indemnity for Justice Investors limited partnership’s $ 97,000,000 20,000,000 Each of the Loan Agreements contains customary representations and warranties, events of default, reporting requirements, affirmative covenants and negative covenants, which impose restrictions on, among other things, organizational changes of the respective borrower, operations of the Property, agreements with affiliates and third parties. Each of the Loan Agreements also provides for mandatory prepayments under certain circumstances (including casualty or condemnation events) and voluntary prepayments, subject to satisfaction of prescribed conditions set forth in the Loan Agreements. June 30, 2017 June 30, 2016 Interest Rate Origination Date Maturity Date $ 96,343,000 $ 97,000,000 Fixed 5.28% December 18, 2013 January 1, 2024 20,000,000 20,000,000 Fixed 9.75% December 18, 2013 January 1, 2024 116,343,000 117,000,000 Mortgage notes payable - hotel (728,000) (840,000) Net debt issuance costs $ 115,615,000 $ 116,160,000 Total mortgage notes payable - hotel $ 2,909,000 $ 2,971,000 Fixed 4.85% November 4, 2010 December 1, 2020 364,000 372,000 Fixed 3.75% September 1, 2012 September 1, 2042 3,273,000 3,343,000 Mortgage notes payable - real estate (17,000) (22,000) Net debt issuance costs $ 3,256,000 $ 3,321,000 Total mortgage notes payable - real estate For the year ending June 30, 2018 $ 1,472,000 2019 1,552,000 2020 1,635,000 2021 1,684,000 2022 1,734,000 Thereafter 111,539,000 $ 119,616,000 |
GARAGE OPERATIONS
GARAGE OPERATIONS | 12 Months Ended |
Jun. 30, 2017 | |
Garage Operations And Rental Income [Abstract] | |
Garage Operations And Rental Income [Text Block] | NOTE 11 GARAGE OPERATIONS The parking garage that is part of the Hotel property was managed by Ace Parking pursuant to a contract with the Partnership. The contract was terminated with an effective termination date of October 4, 2016. The Company began managing the parking garage in-house after the termination of Ace Parking. Effective February 3, 2017, Interstate took over the management of the parking garage along with the Hotel. |
MANAGEMENT AGREEMENTS
MANAGEMENT AGREEMENTS | 12 Months Ended |
Jun. 30, 2017 | |
Management Agreement [Abstract] | |
Management Agreement [Text Block] | NOTE 12 MANAGEMENT AGREEMENTS Justice had a management agreement with Prism Hospitality L.P. (“Prism”) to perform certain management functions for the Hotel. The management agreement with Prism had an original term of ten years, subject to the Partnership’s right to terminate at any time with or without cause. Effective January 2014, the management agreement with Prism was amended by the Partnership to change the nature of the services provided by Prism and the compensation payable to Prism, among other things. Prism’s management agreement was terminated upon its expiration date of February 3, 2017. Effective December 1, 2013, GMP Management, Inc. (“GMP”), a company owned by a Justice limited partner and a related party, also provided management services for the Partnership pursuant to a management services agreement, with a three-year term, subject to the Partnership’s right to terminate earlier for cause. In June 2016, GMP resigned. After a lengthy review process of several national third-party hotel management companies, on February 1, 2017, Justice entered into a Hotel management agreement (“HMA”) with Interstate Management Company, LLC (“Interstate”) to manage the Hotel with an effective takeover date of February 3, 2017. The term of management agreement is for an initial period of ten (10) years commencing on the takeover date and automatically renews for an additional year not to exceed five (5) years in the aggregate subject to certain conditions. The HMA also provides for Interstate to advance a key money incentive fee to the Hotel for capital improvements in the amount of $2,000,000 under certain terms and conditions described in a separate key money agreement. The key money contribution shall be amortized in equal monthly amounts over an eight (8) year period commencing on the second (2 nd 2,000,000 In February 2017, Interstate was hired to manage the Hotel. During the year ended June 30, 2017, Interstate management fees were $ 372,000 1,219,000 |
CONCENTRATION OF CREDIT RISK
CONCENTRATION OF CREDIT RISK | 12 Months Ended |
Jun. 30, 2017 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | NOTE 13 CONCENTRATION OF CREDIT RISK As of June 30, 2017, all accounts receivables are related to Hotel customers. As of June 30, 2016, approximately 45 27 390,000 26 811,000 The Partnership maintains its cash and cash equivalents and restricted cash with various financial institutions that are monitored regularly for credit quality. At times, such cash and cash equivalents holdings may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) or other federally insured limits. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 14 - INCOME TAXES For the years ended June 30, 2017 2016 Federal Current tax expense $ (35,000) $ (26,000) Deferred tax benefit (82,000) 2,362,000 (117,000) 2,336,000 State Current tax expense 1,000 (14,000) Deferred tax benefit (80,000) 375,000 (79,000) 361,000 Total income tax (expense) benefit $ (196,000) $ 2,697,000 For the years ended June 30, 2017 2016 Statutory federal tax rate 34.0 % 34.0 % State income taxes, net of federal tax benefit 6.8 % 3.4 % Noncontrolling interest 0.0 % -1.2 % Valuation allowance -56.4 % -5.2 % Other -5.9 % -2.6 % -21.5 % 28.4 % 2017 2016 Deferred tax assets Net operating loss carryforward $ 14,251,000 $ 11,227,000 Investment reserve 1,778,000 1,898,000 Capital loss carryforward 1,075,000 1,302,000 Wash sales 516,000 297,000 Unrealized gains on marketable securities 327,000 - Charitable Contributions 79,000 - Accrued vacation 14,000 14,000 Basis difference in Justice - 1,629,000 Depreciation and amortization - 186,000 Constructive sales - 18,000 Valuation allowance (3,388,000) (2,824,000) 14,652,000 13,747,000 Deferred tax liabilities Basis difference in Justice (2,063,000) - Depreciation and amortization (898,000) - State taxes (764,000) (890,000) Unrealized gains on marketable securities (857,000) Deferred gains on real estate sale (912,000) (3,725,000) (2,659,000) Net deferred tax assets $ 10,927,000 $ 11,088,000 The deferred tax valuation allowance increased by $ 564,000 489,000 As of June 30, 2017, the Company had federal and state operating loss carryforwards of $ 35,247,000 25,633,000 Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the “more-likely-than-not” threshold based on the technical merits of the positions. As of June 30, 2017, it has been determined there are no uncertain tax positions likely to impact the Company. The Partnership files tax returns as prescribed by the tax laws of the jurisdictions in which it operates and is subject to examination by federal, state and local jurisdictions, were applicable. As of June 30, 2017, tax years beginning in fiscal 2011 remain open to examination by the major tax jurisdictions, and are subject to the statute of limitations. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE 15 SEGMENT INFORMATION The Company operates in three reportable segments, the operation of the Hotel (“Hotel Operations”), its multi-family residential properties (“Real Estate Operations) and the investment of its cash in marketable securities and other investments (“Investment Transactions”). These three operating segments, as presented in the financial statements, reflect how management internally reviews each segment’s performance. Management also makes operational and strategic decisions based on this same information. As of and for the year Hotel Real Estate Investment ended June 30, 2017 Operations Operations Transactions Other Total Revenues $ 54,334,000 $ 340,000 $ - $ - $ 54,674,000 Segment operating expenses (41,031,000) (182,000) - (1,030,000) (42,243,000) Segment income (loss) 13,303,000 158,000 - (1,030,000) 12,431,000 Interest expense - mortgage (7,736,000) (91,000) - - (7,827,000) Depreciation and amortization expense (2,956,000) (101,000) - - (3,057,000) Loss from investments - - (2,330,000) - (2,330,000) Income tax expense - - - (196,000) (196,000) Net income (loss) $ 2,611,000 $ (34,000) $ (2,330,000) $ (1,226,000) $ (979,000) Total assets $ 46,473,000 $ 5,007,000 $ 6,570,000 $ 13,233,000 $ 71,283,000 As of and for the year Hotel Real Estate Investment ended June 30, 2016 Operations Operations Transactions Other Total Revenues $ 58,566,000 $ 428,000 $ - $ - $ 58,994,000 Segment operating expenses (47,246,000) (166,000) - (1,072,000) (48,484,000) Segment income (loss) 11,320,000 262,000 - (1,072,000) 10,510,000 Legal settlement costs (5,396,000) - - - (5,396,000) Interest expense - mortgage (7,790,000) (95,000) - - (7,885,000) Loss on disposal of assets (30,000) - - - (30,000) Depreciation and amortization expense (2,952,000) (84,000) - - (3,036,000) Loss from investments - - (3,652,000) - (3,652,000) Income tax benefit - - - 2,697,000 2,697,000 Net income (loss) $ (4,848,000) $ 83,000 $ (3,652,000) $ 1,625,000 $ (6,792,000) Total assets $ 51,266,000 $ 5,029,000 $ 6,979,000 $ 10,566,000 $ 73,840,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 16 - RELATED PARTY TRANSACTIONS As discussed in Note 9 Other Notes Payable, on July 2, 2014, the Partnership obtained from the InterGroup Corporation an unsecured loan in the principal amount of $ 4,250,000 In connection with the redemption of limited partnership interests of Justice described in Note 2 above, Justice Operating Company, LLC agreed to pay a total of $ 1,550,000 400,000 Two general partners provided services to the Partnership through December 17, 2013. On December 18, 2013, the Partnership redeemed Evon’s partnership interest and Portsmouth became the sole general partner. The Partnership’s obligation to pay Evon, Justice’s former general partner, terminated as of December 18, 2013. Under the terms of the Limited Partnership Agreement of Justice, its current sole general partner, Portsmouth, receives one percent of hotel revenue. During the years ended June 30, 2017 and 2016, total compensation earned by Portsmouth was $ 518,000 593,000 Certain shared costs and expenses, primarily administrative expenses, rent and insurance are allocated among the Company and InterGroup based on management's estimate of the pro rata utilization of resources. For the years ended June 30, 2017 and 2016, these expenses were approximately $ 144,000 Four of the Portsmouth directors serve as directors of Intergroup. Three of those directors also serve as directors of Santa Fe. The three Santa Fe directors also serve as directors of Intergroup. As Chairman of the Securities Investment Committee, the Company’s President and Chief Executive Officer (CEO), John V. Winfield, directs the investment activity of the Company in public and private markets pursuant to authority granted by the Board of Directors. Mr. Winfield also serves as Chief Executive Officer and Chairman of the Portsmouth and InterGroup and oversees the investment activity of those companies. Depending on certain market conditions and various risk factors, the Chief Executive Officer, Portsmouth and InterGroup may, at times, invest in the same companies in which the Company invests. Such investments align the interests of the Company with the interests of related parties because it places the personal resources of the Chief Executive Officer and the resources of the Portsmouth and InterGroup, at risk in substantially the same manner as the Company in connection with investment decisions made on behalf of the Company. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 17 COMMITMENTS AND CONTINGENCIES Franchise Agreements The Partnership entered into a Franchise License Agreement (the “License Agreement”) with the HLT Existing Franchise Holding LLC (“Hilton”) on November 24, 2004. The term of the License agreement was for an initial period of 15 years Since the opening of the Hotel in January 2006, the Partnership has incurred monthly royalties, program fees and information technology recapture charges equal to a percent of the Hotel’s gross room revenue. Fees for such services during fiscal year 2017 and 2016 totaled approximately $ 3.3 3.1 Employees As of June 30, 2017, the Partnership, through Operating, had approximately 275 employees. Approximately 83% of those employees were represented by one of three labor unions, and their terms of employment were determined under a collective bargaining agreement (“CBA”) to which the Partnership was a party. During the year ended June 30, 2014, the Partnership renewed the CBAs for the Local 2 (Hotel and Restaurant Employees), Local 856 (International Brotherhood of Teamsters), and Local 39 (stationary engineers). The present CBAs expire in July 2018. Negotiation of collective bargaining agreements, which includes not just terms and conditions of employment, but scope and coverage of employees, is a regular and expected course of business operations for the Partnership. The Partnership expects and anticipates that the terms of conditions of CBAs will have an impact on wage and benefit costs, operating expenses, and certain hotel operations during the life of each CBA, and incorporates these principles into its operating and budgetary practices. Legal Matters In 2014, Evon Corporation ("Evon") filed a complaint in San Francisco Superior Court against the Partnership, Portsmouth, and a limited partner and related party asserting contract and tort claims based on Justice’s withholding of $ 4.7 4.7 5,575,000 In 2013, the City and County of San Francisco ("CCSF") Office of the Assessor Recorder claimed that Justice owed $ 2.1 1.45 390,000 In March 2017, the Company settled its lawsuit against RSUI Indemnity Company ("RSUI"), the insurer for the Company's Directors and Officers Liability Policies. Justice received $ 900,000 On April 21, 2014, the Partnership commenced arbitration against Glaser Weil Fink Howard Avchen & Shapiro, LLP, Brett J. Cohen, Gary N. Jacobs, Janet S. McCloud, Paul B. Salvaty, and Joseph K. Fletcher III (“Respondents”) in connection with the redemption transaction. The arbitration alleges legal malpractice and also seeks declaratory relief regarding provisions of the redemption option agreement. The arbitration proceedings are active; discovery is proceeding. The hearing is set for April 2018 before JAMS in Los Angeles. No prediction can be given as to the outcome of this matter. The Company is subject to legal proceedings, claims, and litigation arising in the ordinary course of business. The Company defends itself vigorously against any such claims. Management does not believe that the impact of such matters will have a material effect on the financial conditions or result of operations when resolved. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 18 SUBSEQUENT EVENTS The Company has evaluated all events occurring subsequent to June 30, 2017 and concluded that no additional subsequent events has occurred outside the normal course of business operations that require disclosure |
SIGNIFICANT ACCOUNTING POLICI25
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of the Company, Portsmouth and Woodland Village. All significant inter-company transactions and balances have been eliminated. |
Investment In Hotel [Policy Text Block] | Investment in Hotel, net Property and equipment are stated at cost. Building improvements are being depreciated on a straight-line basis over their useful lives ranging from 3 39 3 7 Repairs and maintenance are charged to expense as incurred. Costs of significant renewals and improvements are capitalized and depreciated over the shorter of its remaining estimated useful life or life of the asset. The cost of assets sold or retired and the related accumulated depreciation are removed from the accounts; any resulting gain or loss is included in other income (expenses). The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with generally accepted accounting principles. If the carrying amount of the asset, including any intangible assets associated with that asset, exceeds its estimated undiscounted net cash flow, before interest, the Partnership will recognize an impairment loss equal to the difference between its carrying amount and its estimated fair value. If impairment is recognized, the reduced carrying amount of the asset will be accounted for as its new cost. For a depreciable asset, the new cost will be depreciated over the asset’s remaining useful life. Generally, fair values are estimated using discounted cash flow, replacement cost or market comparison analyses. The process of evaluating for impairment requires estimates as to future events and conditions, which are subject to varying market and economic factors. Therefore, it is reasonably possible that a change in estimate resulting from judgments as to future events could occur which would affect the recorded amounts of the property. No impairment losses were recorded for the years ended June 30, 2017 and 2016. |
Real Estate, Policy [Policy Text Block] | Investment in Real Estate, net Rental properties are stated at cost less accumulated depreciation. Depreciation of rental property is provided on the straight-line method based upon estimated useful lives of 5 40 5 10 The Company also reviews its rental property assets for impairment. No impairment losses on the investment in real estate have been recorded for the years ended June 30, 2017 and 2016. |
Marketable Securities, Policy [Policy Text Block] | Investment in Marketable Securities Marketable securities are stated at fair value as determined by the most recently traded price of each security at the balance sheet date. Marketable securities are classified as trading securities with all unrealized gains and losses on the Company's investment portfolio recorded through the consolidated statements of operations. |
Investment, Policy [Policy Text Block] | Other Investments, net Other investments include non-marketable securities (carried at cost, net of any impairments loss) and non marketable warrants (carried at fair value). The Company has no significant influence or control over the entities that issue these investments. These investments are reviewed on a periodic basis for other-than-temporary impairment. The Company reviews several factors to determine whether a loss is other-than-temporary. These factors include but are not limited to: (i) the length of time an investment is in an unrealized loss position, (ii) the extent to which fair value is less than cost, (iii) the financial condition and near term prospects of the issuer and (iv) our ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. For the years ended June 30, 2017 and 2016, the Company recorded impairment losses related to other investments of $ 105,000 354,000 |
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments The Company has investments in stock warrants that are considered derivative instruments. Derivative financial instruments consist of financial instruments or other contracts that contain a notional amount and one or more underlying (e.g. interest rate, security price or other variable), require no initial net investment and permit net settlement. Derivative financial instruments may be free-standing or embedded in other financial instruments. Further, derivative financial instruments are initially, and subsequently, measured at fair value on the Company’s consolidated balance sheet with the related unrealized gain or loss recorded in the Company’s consolidated statement of operations. The Company used the Black-Scholes option valuation model to estimate the fair value these instruments which requires management to make significant assumptions including trading volatility, estimated terms, and risk free rates. Estimating fair values of derivative financial instruments requires the development of significant and subjective estimates that may, and are likely to, change over the duration of the instrument with related changes in internal and external market factors. In addition, option-based models are highly volatile and sensitive to changes in the trading market price of the underlying common stock, which has a high-historical volatility. Since derivative financial instruments are initially and subsequently carried at fair values, the Company’s consolidated statement of operations will reflect the volatility in these estimates and assumption changes. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with an original maturity of three months or less when purchased and are carried at cost, which approximates fair value. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash Restricted cash is comprised of amounts held by lenders for payment of real estate taxes, insurance, replacement and capital improvements for the Hotel. |
Receivables, Policy [Policy Text Block] | Accounts Receivable - Hotel, net Accounts receivable from Hotel customers are carried at cost less an allowance for doubtful accounts that is based on management’s assessment of the collectability of accounts receivable. The Partnership extends unsecured credit to its customers but mitigates the associated credit risk by performing ongoing credit evaluations of its customers. |
Other Assets [Policy Text Block] | Other Assets, net Other assets include prepaid insurance, accounts receivable, franchise fees, license fees and other miscellaneous assets. Franchise fees are stated at cost and amortized over the life of the 15 10 |
Income Tax, Policy [Policy Text Block] | Income Taxes Deferred income taxes are calculated under the liability method. Deferred income tax assets and liabilities are based on differences between the financial statement and tax basis of assets and liabilities at the current enacted tax rates. Changes in deferred income tax assets and liabilities are included as a component of income tax expense. Changes in deferred income tax assets and liabilities attributable to changes in enacted tax rates are charged or credited to income tax expense in the period of enactment. Valuation allowances are established for certain deferred tax assets where realization is not likely. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the “more-likely-than-not” threshold based on the technical merits of the positions. |
Due To And From Broker Dealers Policy Text Block [Policy Text Block] | Due to Securities Broker Various securities brokers have advanced funds to the Company for the purchase of marketable securities under standard margin agreements. These advanced funds are recorded as a liability. |
Obligations For Securities Sold [Policy Text Block] | Obligations for Securities Sold Obligation for securities sold represents the fair market value of shares sold with the promise to deliver that security at some future date and the fair market value of shares underlying the written call options with the obligation to deliver that security when and if the option is exercised. The obligation may be satisfied with current holdings of the same security or by subsequent purchases of that security. Unrealized gains and losses from changes in the obligation are included in the statement of operations. |
Accounts Payable And Other Liabilities [Policy Text Block] | Accounts Payable and Other Liabilities Accounts payable and other liabilities include trade payables, customer advance deposits and other liabilities. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. Accounting standards for fair value measurement establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 Level 2 Level 3 |
Treasury Stock [Policy Text Block] | Treasury Stock The Company records the acquisition of treasury stock under the cost method. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Room revenue is recognized on the date upon which a guest occupies a room and/or utilizes the Hotel’s services. Food and beverage revenues are recognized upon delivery. Garage revenue is recognized when a guest uses the garage space. The Company records a liability for payments collected in advance of revenue recognition. This liability is included in Accounts payable and other liabilities. Revenue recognition from apartment rentals commences when an apartment unit is placed in service and occupied by a rent-paying tenant. Apartment units are leased on a short-term basis, with no lease extending beyond one year. |
Advertising Costs, Policy [Policy Text Block] | Advertising Costs Advertising costs are expensed as incurred. Advertising costs were $ 294,000 522,000 |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Loss per Share Basic loss per share is calculated based upon the weighted average number of common shares outstanding during each fiscal year. As of June 30, 2017 and 2016, the Company did not have any potentially dilutive securities outstanding. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, upon settlement, actual results may differ from estimated amounts. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern On June 16, 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments On August 26, 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments (Topic230) In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs 840,000 In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) |
INVESTMENT IN HOTEL, NET (Table
INVESTMENT IN HOTEL, NET (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Real Estate Properties [Table Text Block] | Investment in Hotel consisted of the following as of: Accumulated Net Book June 30, 2017 Cost Depreciation Value Land $ 1,896,000 $ - $ 1,896,000 Furniture and equipment 27,681,000 (24,570,000) 3,111,000 Building and improvements 59,771,000 (26,388,000) 33,383,000 $ 89,348,000 $ (50,958,000) $ 38,390,000 Accumulated Net Book June 30, 2016 Cost Depreciation Value Land $ 1,896,000 $ - $ 1,896,000 Furniture and equipment 28,857,000 (23,097,000) 5,760,000 Building and improvements 58,370,000 (25,008,000) 33,362,000 $ 89,123,000 $ (48,105,000) $ 41,018,000 |
INVESTMENT IN REAL ESTATE, NET
INVESTMENT IN REAL ESTATE, NET (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
Schedule of Investment In Real Estate [Table Text Block] | The Company owns and operates a 27-unit and a 2-unit multi-family apartment complex located in Los Angeles, California and owns land held for development located in Maui, Hawaii. As of June 30, 2017, and 2016, investment in real estate included the following: 2017 2016 Land $ 2,430,000 $ 2,430,000 Buildings, improvements and equipment 2,854,000 2,797,000 Accumulated depreciation (1,250,000) (1,149,000) 4,034,000 4,078,000 Land held for development 973,000 973,000 Investment in real estate, net $ 5,007,000 $ 5,051,000 |
INVESTMENT IN MARKETABLE SECU28
INVESTMENT IN MARKETABLE SECURITIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities [Table Text Block] | As of June 30, 2017 and 2016, all of the Company’s marketable securities are classified as trading securities. The change in the unrealized gains and losses on these investments are included in earnings. Trading securities are summarized as follows: Gross Gross Net Fair Investment Cost Unrealized Gain Unrealized Loss Unrealized Loss Value As of June 30, 2017 Corporate Equities $ 12,190,000 $ 538,000 $ (6,854,000) $ (6,316,000) $ 5,874,000 As of June 30, 2016 Corporate Equities $ 10,613,000 $ 435,000 $ (4,690,000) $ (4,255,000) $ 6,358,000 |
Gain (Loss) on Investments [Table Text Block] | Net gain (loss) on marketable securities on the statement of operations is comprised of realized and unrealized gains (losses). Below is the composition of the two components for the years ended June 30, 2016 and 2015, respectively. For the year ended June 30, 2017 2016 Realized gain on marketable securities $ 89,000 $ 167,000 Unrealized loss on marketable securities (2,083,000) (3,194,000) Net loss on marketable securities $ (1,994,000) $ (3,027,000) |
OTHER INVESTMENTS, NET (Tables)
OTHER INVESTMENTS, NET (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Investments, All Other Investments [Abstract] | |
Schedule Of Other Investments Not Readily Marketable [Table Text Block] | Other investments, net consist of the following: Type June 30, 2017 June 30, 2016 Private equity hedge fund, at cost $ 485,000 $ 568,000 Other investments 211,000 53,000 $ 696,000 $ 621,000 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | The assets measured at fair value on a recurring basis are as follows: As of June 30, 2017 Level 1 Assets: Investment in marketable securities: Basic materials $ 2,766,000 Technology 1,386,000 Energy 689,000 Other 1,033,000 $ 5,874,000 As of June 30, 2016 Level 1 Assets: Investment in marketable securities: Basic materials $ 4,684,000 Energy 733,000 Financial services 366,000 Other 575,000 $ 6,358,000 |
Fair Value Measurements, Nonrecurring [Table Text Block] | The following table shows the fair value hierarchy for these assets measured at fair value on a non-recurring basis as follows: Net loss for the year Assets Level 3 June 30, 2017 ended June 30, 2017 Other non-marketable investments $ 696,000 $ 696,000 $ (105,000) Net loss for the year Assets Level 3 June 30, 2016 ended June 30, 2016 Other non-marketable investments $ 621,000 $ 621,000 $ (354,000) |
OTHER ASSETS, NET (Tables)
OTHER ASSETS, NET (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets [Table Text Block] | Other assets consist of the following as of June 30: 2017 2016 Inventory - Hotel $ 68,000 $ 248,000 Prepaid expenses 499,000 690,000 Note receivable - related party 604,000 614,000 Miscellaneous assets, net 512,000 571,000 Total other assets $ 1,683,000 $ 2,123,000 |
RELATED PARTY AND OTHER NOTES32
RELATED PARTY AND OTHER NOTES PAYABLE (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Related Party And Other Notes Payable [Abstract] | |
Schedule of Maturities of Long-term Debt [Table Text Block] | Future minimum payments for all notes payable are as follows: For the year ending June 30, 2018 $ 4,567,000 2019 421,000 2020 567,000 2021 567,000 2022 567,000 Thereafter 3,520,000 $ 10,209,000 |
MORTGAGE NOTES PAYABLE (Tables)
MORTGAGE NOTES PAYABLE (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule Of Mortgage Notes Payable [Table Text Block] | As of June 30, 2017, and 2016, the Company had the following mortgages: June 30, 2017 June 30, 2016 Interest Rate Origination Date Maturity Date $ 96,343,000 $ 97,000,000 Fixed 5.28% December 18, 2013 January 1, 2024 20,000,000 20,000,000 Fixed 9.75% December 18, 2013 January 1, 2024 116,343,000 117,000,000 Mortgage notes payable - hotel (728,000) (840,000) Net debt issuance costs $ 115,615,000 $ 116,160,000 Total mortgage notes payable - hotel $ 2,909,000 $ 2,971,000 Fixed 4.85% November 4, 2010 December 1, 2020 364,000 372,000 Fixed 3.75% September 1, 2012 September 1, 2042 3,273,000 3,343,000 Mortgage notes payable - real estate (17,000) (22,000) Net debt issuance costs $ 3,256,000 $ 3,321,000 Total mortgage notes payable - real estate |
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block] | Future minimum payments for all notes payable are as follows: For the year ending June 30, 2018 $ 1,472,000 2019 1,552,000 2020 1,635,000 2021 1,684,000 2022 1,734,000 Thereafter 111,539,000 $ 119,616,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The Company and Portsmouth file separate tax returns for both federal and state purposes. The provision for income tax expense consists of the following: For the years ended June 30, 2017 2016 Federal Current tax expense $ (35,000) $ (26,000) Deferred tax benefit (82,000) 2,362,000 (117,000) 2,336,000 State Current tax expense 1,000 (14,000) Deferred tax benefit (80,000) 375,000 (79,000) 361,000 Total income tax (expense) benefit $ (196,000) $ 2,697,000 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the statutory federal income tax rate to the effective tax rate is as follows: For the years ended June 30, 2017 2016 Statutory federal tax rate 34.0 % 34.0 % State income taxes, net of federal tax benefit 6.8 % 3.4 % Noncontrolling interest 0.0 % -1.2 % Valuation allowance -56.4 % -5.2 % Other -5.9 % -2.6 % -21.5 % 28.4 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The components of the Company’s deferred tax assets and (liabilities) as of June 30, 2017 and 2016 are as follows: 2017 2016 Deferred tax assets Net operating loss carryforward $ 14,251,000 $ 11,227,000 Investment reserve 1,778,000 1,898,000 Capital loss carryforward 1,075,000 1,302,000 Wash sales 516,000 297,000 Unrealized gains on marketable securities 327,000 - Charitable Contributions 79,000 - Accrued vacation 14,000 14,000 Basis difference in Justice - 1,629,000 Depreciation and amortization - 186,000 Constructive sales - 18,000 Valuation allowance (3,388,000) (2,824,000) 14,652,000 13,747,000 Deferred tax liabilities Basis difference in Justice (2,063,000) - Depreciation and amortization (898,000) - State taxes (764,000) (890,000) Unrealized gains on marketable securities (857,000) Deferred gains on real estate sale (912,000) (3,725,000) (2,659,000) Net deferred tax assets $ 10,927,000 $ 11,088,000 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Information below represents reporting segments for the year ended June 30, 2017 and 2016, respectively. Segment loss from Hotel operations consists of the operation of the Hotel and operation of the garage. Segment income from real estate operations consists of the operation of the rental properties. Segment loss from investments consists of net investment loss, dividend and interest income and investment related expenses. As of and for the year Hotel Real Estate Investment ended June 30, 2017 Operations Operations Transactions Other Total Revenues $ 54,334,000 $ 340,000 $ - $ - $ 54,674,000 Segment operating expenses (41,031,000) (182,000) - (1,030,000) (42,243,000) Segment income (loss) 13,303,000 158,000 - (1,030,000) 12,431,000 Interest expense - mortgage (7,736,000) (91,000) - - (7,827,000) Depreciation and amortization expense (2,956,000) (101,000) - - (3,057,000) Loss from investments - - (2,330,000) - (2,330,000) Income tax expense - - - (196,000) (196,000) Net income (loss) $ 2,611,000 $ (34,000) $ (2,330,000) $ (1,226,000) $ (979,000) Total assets $ 46,473,000 $ 5,007,000 $ 6,570,000 $ 13,233,000 $ 71,283,000 As of and for the year Hotel Real Estate Investment ended June 30, 2016 Operations Operations Transactions Other Total Revenues $ 58,566,000 $ 428,000 $ - $ - $ 58,994,000 Segment operating expenses (47,246,000) (166,000) - (1,072,000) (48,484,000) Segment income (loss) 11,320,000 262,000 - (1,072,000) 10,510,000 Legal settlement costs (5,396,000) - - - (5,396,000) Interest expense - mortgage (7,790,000) (95,000) - - (7,885,000) Loss on disposal of assets (30,000) - - - (30,000) Depreciation and amortization expense (2,952,000) (84,000) - - (3,036,000) Loss from investments - - (3,652,000) - (3,652,000) Income tax benefit - - - 2,697,000 2,697,000 Net income (loss) $ (4,848,000) $ 83,000 $ (3,652,000) $ 1,625,000 $ (6,792,000) Total assets $ 51,266,000 $ 5,029,000 $ 6,979,000 $ 10,566,000 $ 73,840,000 |
SIGNIFICANT ACCOUNTING POLICI36
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest | 93.00% | ||
Other than Temporary Impairment Losses, Investments, Total | $ 105,000 | $ 354,000 | |
Allowance For Impairment Losses | (3,731,000) | (3,626,000) | |
Advertising Expense | $ 294,000 | $ 522,000 | |
Management Services Agreement Term | 10 years | ||
Key Money Incentive Advance To Related Party | $ 2,000,000 | ||
Accounting Standards Update 2015-03 [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Debt Issuance Costs, Net | $ 840,000 | ||
License Fees [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Other Assets Amortization Period | 10 years | ||
Franchise Fees [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Other Assets Amortization Period | 15 years | ||
Building and Building Improvements [Member] | Maximum [Member] | Real Estate Investment [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 40 years | ||
Building and Building Improvements [Member] | Minimum [Member] | Real Estate Investment [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Equipment [Member] | Maximum [Member] | Real Estate Investment [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 10 years | ||
Equipment [Member] | Minimum [Member] | Real Estate Investment [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Portsmouth [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Equity Method Investment, Ownership Percentage | 68.80% | ||
Intergroup [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Equity Method Investment, Ownership Percentage | 81.90% | ||
Noncontrolling Interest, Ownership Percentage by Parent | 13.40% | ||
Hotel Operations [Member] | Furniture and Fixtures [Member] | Maximum [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 7 years | ||
Hotel Operations [Member] | Furniture and Fixtures [Member] | Minimum [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Hotel Operations [Member] | Building and Building Improvements [Member] | Maximum [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 39 years | ||
Hotel Operations [Member] | Building and Building Improvements [Member] | Minimum [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Woodland Village Inc [Member] | |||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||
Equity Method Investment, Ownership Percentage | 55.40% |
INVESTMENT IN HOTEL, NET (Detai
INVESTMENT IN HOTEL, NET (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 89,348,000 | $ 89,123,000 |
Accumulated Depreciation | (50,958,000) | (48,105,000) |
Net Book Value | 38,390,000 | 41,018,000 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,896,000 | 1,896,000 |
Accumulated Depreciation | 0 | 0 |
Net Book Value | 1,896,000 | 1,896,000 |
Furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 27,681,000 | 28,857,000 |
Accumulated Depreciation | (24,570,000) | (23,097,000) |
Net Book Value | 3,111,000 | 5,760,000 |
Building and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 59,771,000 | 58,370,000 |
Accumulated Depreciation | (26,388,000) | (25,008,000) |
Net Book Value | $ 33,383,000 | $ 33,362,000 |
INVESTMENT IN REAL ESTATE, NE38
INVESTMENT IN REAL ESTATE, NET (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Property, Plant and Equipment [Line Items] | ||
Land | $ 2,430,000 | $ 2,430,000 |
Buildings, improvements and equipment | 2,854,000 | 2,797,000 |
Accumulated depreciation | (1,250,000) | (1,149,000) |
Real Estate Investment Property Net | 4,034,000 | 4,078,000 |
Land held for development | 973,000 | 973,000 |
Investment in real estate, net | $ 5,007,000 | $ 5,051,000 |
INVESTMENT IN REAL ESTATE, NE39
INVESTMENT IN REAL ESTATE, NET (Details Textual) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Aug. 31, 2007 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 3,057,000 | $ 3,036,000 | |
Intergroup [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | ||
Business Acquisition Cost Of Acquired Purchase Price | $ 973,000 | ||
Hawaiian Corporation [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Investment In Real Estate [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 101,000 | $ 95,000 |
INVESTMENT IN MARKETABLE SECU40
INVESTMENT IN MARKETABLE SECURITIES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Investment - Corporate Equities | ||
Net Unrealized Loss | $ (2,083,000) | $ (3,194,000) |
Fair Value | 5,874,000 | 6,358,000 |
Equity Securities [Member] | ||
Investment - Corporate Equities | ||
Cost | 12,190,000 | 10,613,000 |
Gross Unrealized Gain | 538,000 | 435,000 |
Gross Unrealized Loss | (6,854,000) | (4,690,000) |
Net Unrealized Loss | (6,316,000) | (4,255,000) |
Fair Value | $ 5,874,000 | $ 6,358,000 |
INVESTMENT IN MARKETABLE SECU41
INVESTMENT IN MARKETABLE SECURITIES (Details 1) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of Trading Securities and Other Trading Assets [Line Items] | ||
Realized gain on marketable securities | $ 89,000 | $ 167,000 |
Unrealized loss on marketable securities | (2,083,000) | (3,194,000) |
Net loss on marketable securities | $ (1,994,000) | $ (3,027,000) |
INVESTMENT IN MARKETABLE SECU42
INVESTMENT IN MARKETABLE SECURITIES (Details Textual) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of Trading Securities and Other Trading Assets [Line Items] | ||
Trading Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Loss | $ 6,783,000 | $ 1,770,000 |
Percentage Of Investment Marketable Securities | 40.00% | 74.00% |
OTHER INVESTMENTS, NET (Details
OTHER INVESTMENTS, NET (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Other Investment [Line Items] | ||
Other investments, net | $ 696,000 | $ 621,000 |
Other Investments [Member] | ||
Other Investment [Line Items] | ||
Other investments, net | 211,000 | 53,000 |
Private equity hedge fund, at cost [Member] | ||
Other Investment [Line Items] | ||
Other investments, net | $ 485,000 | $ 568,000 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | $ 5,874,000 | $ 6,358,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | 5,874,000 | 6,358,000 |
Basic materials [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | 2,766,000 | 4,684,000 |
Technology [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | 1,386,000 | |
Financial services [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | 366,000 | |
Other [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | 1,033,000 | 575,000 |
Energy [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investment in marketable securities | $ 689,000 | $ 733,000 |
FAIR VALUE MEASUREMENTS (Deta45
FAIR VALUE MEASUREMENTS (Details 1) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other non-marketable investments | $ 696,000 | $ 621,000 |
Net loss | (105,000) | (354,000) |
Other Investments [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other non-marketable investments | $ 696,000 | $ 621,000 |
OTHER ASSETS, NET (Details)
OTHER ASSETS, NET (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Other Assets [Line Items] | ||
Inventory - Hotel | $ 68,000 | $ 248,000 |
Prepaid expenses | 499,000 | 690,000 |
Note receivable - related party | 604,000 | 614,000 |
Miscellaneous assets, net | 512,000 | 571,000 |
Total other assets | $ 1,683,000 | $ 2,123,000 |
RELATED PARTY AND OTHER NOTES47
RELATED PARTY AND OTHER NOTES PAYABLE (Details) - Related Party Debt And Other Notes Payable [Member] | Jun. 30, 2017USD ($) |
2,018 | $ 4,567,000 |
2,019 | 421,000 |
2,020 | 567,000 |
2,021 | 567,000 |
2,022 | 567,000 |
Thereafter | 3,520,000 |
Long-term Debt | $ 10,209,000 |
RELATED PARTY AND OTHER NOTES48
RELATED PARTY AND OTHER NOTES PAYABLE (Details Textual) - USD ($) | Feb. 03, 2017 | May 05, 2016 | Jul. 02, 2014 | Jun. 30, 2017 | Jun. 30, 2016 |
Schedule Of Related Party Transactions By Related Party [Line Items] | |||||
Other Notes Payable | $ 10,209,000 | $ 11,246,000 | |||
Litigation Settlement, Expense | $ 5,575,000 | 0 | 5,575,000 | ||
Key Money Incentive Advance To Related Party | 2,000,000 | ||||
Management Agreement Term For Managing Hotel | 10 years | ||||
Intergroup [Member] | |||||
Schedule Of Related Party Transactions By Related Party [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||
Debt Instrument, Face Amount | $ 4,250,000 | ||||
Debt Instrument Fee Percent | 3.00% | ||||
Debt Instrument, Term | 2 years | ||||
Interest Free Development Incentive Note [Member] | |||||
Schedule Of Related Party Transactions By Related Party [Line Items] | |||||
Other Notes Payable | 212,000 | ||||
Notes Reduction | $ 316,000 | $ 316,000 |
MORTGAGE NOTES PAYABLE (Details
MORTGAGE NOTES PAYABLE (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Mortgage Notes Payable [Line Items] | ||
Mortgage Notes Payable Hotel | $ 115,615,000 | $ 116,160,000 |
Mortgage Notes Payable Real Estate | 3,256,000 | 3,321,000 |
Mortgage Notes Payable Hotel, Gross | 116,343,000 | 117,000,000 |
Mortgage Notes Payable Real Estate, Gross | 3,273,000 | 3,343,000 |
Fixed Mortgage Notes Payable Hotel 5.28 [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Mortgage Notes Payable Hotel | $ 96,343,000 | 97,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 5.28% | |
Debt Instrument, Maturity Date Range, Start | Dec. 18, 2013 | |
Debt Instrument, Maturity Date Range, End | Jan. 1, 2024 | |
Fixed Mortgage Notes Payable Hotel 9.75 [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Mortgage Notes Payable Hotel | $ 20,000,000 | 20,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | 9.75% | |
Debt Instrument, Maturity Date Range, Start | Dec. 18, 2013 | |
Debt Instrument, Maturity Date Range, End | Jan. 1, 2024 | |
Mortgage Notes Payable Hotel [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Deferred Finance Costs Net | $ (728,000) | (840,000) |
Fixed Mortgage Notes Payable Hotel 4.85 [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Mortgage Notes Payable Real Estate | $ 2,909,000 | 2,971,000 |
Debt Instrument, Interest Rate, Stated Percentage | 4.85% | |
Debt Instrument, Maturity Date Range, Start | Nov. 4, 2010 | |
Debt Instrument, Maturity Date Range, End | Dec. 1, 2020 | |
Fixed Mortgage Notes Payable Hotel 3.75 [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Mortgage Notes Payable Real Estate | $ 364,000 | 372,000 |
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |
Debt Instrument, Maturity Date Range, Start | Sep. 1, 2012 | |
Debt Instrument, Maturity Date Range, End | Sep. 1, 2042 | |
Mortgage Notes Payable Real Estate [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Deferred Finance Costs Net | $ (17,000) | $ (22,000) |
MORTGAGE NOTES PAYABLE (Detai50
MORTGAGE NOTES PAYABLE (Details 1) - Mortgage Notes Payable [Member] | Jun. 30, 2017USD ($) |
Mortgage Notes Payable [Line Items] | |
2,018 | $ 1,472,000 |
2,019 | 1,552,000 |
2,020 | 1,635,000 |
2,021 | 1,684,000 |
2,022 | 1,734,000 |
Thereafter | 111,539,000 |
Long-term Debt | $ 119,616,000 |
MORTGAGE NOTES PAYABLE (Detai51
MORTGAGE NOTES PAYABLE (Details Textual) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | May 11, 2017 | |
Mortgage Notes Payable [Line Items] | ||
Mortgage Loans on Real Estate, Face Amount of Mortgages | $ 97,000,000 | |
Mortgage Loans on Real Estate, Interest Rate | 5.275% | |
Mortgage Loans on Real Estate, Final Maturity Date | Jan. 1, 2024 | |
Mortgage Loans on Real Estate, Periodic Payment Terms | The term of the loan is 10 years with interest only due in the first three years and principle and interest on the remaining seven years of the loan based on a thirty-year amortization schedule. | |
Mezzanine Loan [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Mortgage Loans on Real Estate, Face Amount of Mortgages | $ 20,000,000 | |
Mortgage Loans on Real Estate, Interest Rate | 9.75% | |
Mortgage Loans on Real Estate, Final Maturity Date | Jan. 1, 2024 | |
Guarantor Obligations, Current Carrying Value | $ 20,000,000 | |
Mortage loans [Member] | ||
Mortgage Notes Payable [Line Items] | ||
Guarantor Obligations, Current Carrying Value | $ 97,000,000 |
MANAGEMENT AGREEMENTS (Details
MANAGEMENT AGREEMENTS (Details Textual) - USD ($) | Feb. 03, 2017 | Jun. 30, 2017 | Jun. 30, 2016 |
Management Agreement [Line Items] | |||
Key Money Incentive Advance To Related Party | $ 2,000,000 | ||
Management Agreement Term For Managing Hotel | 10 years | ||
Key Money Contribution Amortization Period | 8 years | ||
Maximum [Member] | |||
Management Agreement [Line Items] | |||
Management Agreement Term For Managing Hotel | 5 years | ||
Interstate Management Company, LLC [Member] | |||
Management Agreement [Line Items] | |||
Management Fee Expense | $ 372,000 | ||
GMP Management, Inc [Member] | |||
Management Agreement [Line Items] | |||
Management Fee Expense | $ 1,219,000 |
CONCENTRATION OF CREDIT RISK (D
CONCENTRATION OF CREDIT RISK (Details Textual) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Concentration Risk [Line Items] | ||
Accounts Receivable, Net, Total | $ 1,436,000 | $ 3,218,000 |
Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 45.00% | |
Hotel [Member] | ||
Concentration Risk [Line Items] | ||
Accounts Receivable, Net, Total | $ 390,000 | $ 811,000 |
Hotel [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 27.00% | 26.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Federal | ||
Current tax expense | $ (35,000) | $ (26,000) |
Deferred tax benefit | (82,000) | 2,362,000 |
Federal Income Tax Expense (Benefit), Continuing Operations | (117,000) | 2,336,000 |
State | ||
Current tax expense | 1,000 | (14,000) |
Deferred tax benefit | (80,000) | 375,000 |
State and Local Income Tax Expense (Benefit), Continuing Operations | (79,000) | 361,000 |
Total income tax (expense) benefit | $ (196,000) | $ 2,697,000 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Line Items] | ||
Statutory federal tax rate | 34.00% | 34.00% |
State income taxes, net of federal tax benefit | 6.80% | 3.40% |
Noncontrolling interest | 0.00% | (1.20%) |
Valuation allowance | (56.40%) | (5.20%) |
Other | (5.90%) | (2.60%) |
Effective Income Tax Rate Reconciliation, Percent | (21.50%) | 28.40% |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Deferred tax assets | ||
Net operating loss carryforward | $ 14,251,000 | $ 11,227,000 |
Investment reserve | 1,778,000 | 1,898,000 |
Capital loss carryforward | 1,075,000 | 1,302,000 |
Wash sales | 516,000 | 297,000 |
Unrealized gains on marketable securities | 327,000 | 0 |
Charitable Contributions | 79,000 | 0 |
Accrued vacation | 14,000 | 14,000 |
Basis difference in Justice | 0 | 1,629,000 |
Depreciation and amortization | 0 | 186,000 |
Constructive sales | 0 | 18,000 |
Valuation allowance | (3,388,000) | (2,824,000) |
Deferred Tax Assets, Net of Valuation Allowance | 14,652,000 | 13,747,000 |
Deferred tax liabilities | ||
Basis difference in Justice | (2,063,000) | 0 |
Depreciation and amortization | (898,000) | 0 |
State taxes | (764,000) | (890,000) |
Unrealized gains on marketable securities | (857,000) | |
Deferred gains on real estate sale | (912,000) | |
Deferred Tax Liabilities, Gross | (3,725,000) | (2,659,000) |
Net deferred tax assets | $ 10,927,000 | $ 11,088,000 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Line Items] | ||
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | $ 35,247,000 | |
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 25,633,000 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 564,000 | $ 489,000 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 54,674,000 | $ 58,994,000 |
Segment operating expenses | (42,243,000) | (48,484,000) |
Segment income (loss) | 9,374,000 | 2,078,000 |
Legal settlement costs | 0 | (5,396,000) |
Interest expense - mortgage | (7,827,000) | (7,885,000) |
Loss on disposal of assets | 0 | (30,000) |
Depreciation and amortization expense | (3,057,000) | (3,036,000) |
Loss from investments | (2,330,000) | (3,652,000) |
Income tax expense | (196,000) | 2,697,000 |
Net income (loss) | (979,000) | (6,792,000) |
Total assets | 71,283,000 | 73,840,000 |
Hotel Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 54,334,000 | 58,566,000 |
Segment operating expenses | (41,031,000) | (47,246,000) |
Segment income (loss) | 13,303,000 | 11,320,000 |
Legal settlement costs | (5,396,000) | |
Interest expense - mortgage | (7,736,000) | (7,790,000) |
Loss on disposal of assets | (30,000) | |
Depreciation and amortization expense | (2,956,000) | (2,952,000) |
Loss from investments | 0 | 0 |
Income tax expense | 0 | 0 |
Net income (loss) | 2,611,000 | (4,848,000) |
Total assets | 46,473,000 | 51,266,000 |
Real Estate Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 340,000 | 428,000 |
Segment operating expenses | (182,000) | (166,000) |
Segment income (loss) | 158,000 | 262,000 |
Legal settlement costs | 0 | |
Interest expense - mortgage | (91,000) | (95,000) |
Loss on disposal of assets | 0 | |
Depreciation and amortization expense | (101,000) | (84,000) |
Loss from investments | 0 | 0 |
Income tax expense | 0 | 0 |
Net income (loss) | (34,000) | 83,000 |
Total assets | 5,007,000 | 5,029,000 |
Investment Transactions [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Segment operating expenses | 0 | 0 |
Segment income (loss) | 0 | 0 |
Legal settlement costs | 0 | |
Interest expense - mortgage | 0 | 0 |
Loss on disposal of assets | 0 | |
Depreciation and amortization expense | 0 | 0 |
Loss from investments | (2,330,000) | (3,652,000) |
Income tax expense | 0 | 0 |
Net income (loss) | (2,330,000) | (3,652,000) |
Total assets | 6,570,000 | 6,979,000 |
Other Property [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Segment operating expenses | (1,030,000) | (1,072,000) |
Segment income (loss) | (1,030,000) | (1,072,000) |
Legal settlement costs | 0 | |
Interest expense - mortgage | 0 | 0 |
Loss on disposal of assets | 0 | |
Depreciation and amortization expense | 0 | 0 |
Loss from investments | 0 | 0 |
Income tax expense | (196,000) | 2,697,000 |
Net income (loss) | (1,226,000) | 1,625,000 |
Total assets | $ 13,233,000 | $ 10,566,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jul. 02, 2014 | Jun. 30, 2017 | Jun. 30, 2016 | |
Related Party Transaction [Line Items] | |||
Costs and Expenses, Related Party | $ 144,000 | ||
Salaries And Wages | 518,000 | $ 593,000 | |
Management Fee Payable | 400,000 | ||
Intergroup [Member] | |||
Related Party Transaction [Line Items] | |||
Payments of Ordinary Dividends, Noncontrolling Interest | $ 4,250,000 | ||
Justice [Member] | |||
Related Party Transaction [Line Items] | |||
Payment for Management Fee | $ 1,550,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | May 05, 2016 | Mar. 31, 2017 | Jul. 31, 2014 | Dec. 18, 2013 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2014 | Jun. 30, 2013 |
Commitments And Contingencies Disclosure [Line Items] | ||||||||
Franchise Agreements Expiry Period | 15 years | |||||||
Franchise Agreements Contingent Extension Period |  five years | |||||||
Initial Franchise Fees | $ 3,300,000 | $ 3,100,000 | ||||||
Legal Fees | 0 | 5,396,000 | ||||||
Other Assets | $ 1,683,000 | 2,123,000 | ||||||
Payments for Legal Settlements | 1,450,000 | |||||||
Proceeds from Legal Settlements | $ 900,000 | $ 4,700,000 | $ 4,700,000 | |||||
Legal Fees Period Decrease Increase | $ 390,000 | |||||||
EvonCorporation [Member] | ||||||||
Commitments And Contingencies Disclosure [Line Items] | ||||||||
Legal Fees | $ 5,575,000 | |||||||
Proceeds from Legal Settlements | $ 4,700,000 | |||||||
City of San Francisco [Member] | ||||||||
Commitments And Contingencies Disclosure [Line Items] | ||||||||
Other Assets | $ 2,100,000 |