Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 29, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 1-07183 | ||
Entity Registrant Name | TEJON RANCH CO. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0196136 | ||
Entity Address, Address Line One | P.O. Box 1000 | ||
Entity Address, City or Town | Tejon Ranch | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 93243 | ||
City Area Code | 661 | ||
Local Phone Number | 248-3000 | ||
Title of 12(b) Security | Common Stock, $0.50 par value | ||
Trading Symbol | TRC | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 459,830,083 | ||
Entity Common Stock Shares Outstanding | 26,787,073 | ||
Documents Incorporated by Reference | Portions of the Registrant's Proxy Statement for the 2024 Annual Meeting of Stockholders, to be filed within 120 days of the Registrant's fiscal year ended December 31, 2023, relating to the directors and executive officers of the Company are incorporated by reference into Part III. | ||
Entity Central Index Key | 0000096869 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | DELOITTE & TOUCHE LLP |
Auditor Location | Los Angeles, CA |
Auditor Firm ID | 34 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 31,907 | $ 39,119 |
Marketable securities - available-for-sale | 32,556 | 33,444 |
Accounts receivable | 8,352 | 4,453 |
Inventories | 3,493 | 3,369 |
Prepaid expenses and other current assets | 3,502 | 2,660 |
Total current assets | 79,810 | 83,045 |
Real estate and improvements - held for lease, net | 16,609 | 16,940 |
Real estate development (includes $119,788 at December 31, 2023 and $115,221 at December 31, 2022, attributable to Centennial Founders, LLC, Note 17) | 337,257 | 321,293 |
Property and equipment, net | 53,985 | 52,980 |
Investments in unconsolidated joint ventures | 33,648 | 41,891 |
Net investment in water assets | 52,130 | 47,045 |
Other assets | 4,084 | 3,597 |
TOTAL ASSETS | 577,523 | 566,791 |
Current Liabilities: | ||
Trade accounts payable | 6,457 | 5,117 |
Accrued liabilities and other | 3,214 | 3,602 |
Deferred income | 1,891 | 1,531 |
Current maturities of long-term debt | 0 | 1,779 |
Total current liabilities | 11,562 | 12,029 |
Long-term debt, less current portion | 0 | 48,161 |
Revolving line-of-credit | 47,942 | 0 |
Long-term deferred gains | 11,447 | 11,447 |
Deferred tax liability | 8,269 | 7,180 |
Other liabilities | 15,207 | 10,380 |
Total liabilities | 94,427 | 89,197 |
Commitments and contingencies | ||
Tejon Ranch Co. Stockholders’ Equity | ||
Issued and outstanding shares - 26,770,545 at December 31, 2023 and 26,541,553 at December 31, 2022 | 13,386 | 13,271 |
Additional paid-in capital | 345,609 | 345,344 |
Accumulated other comprehensive loss | (171) | (2,028) |
Retained earnings | 108,908 | 105,643 |
Total Tejon Ranch Co. Stockholders’ Equity | 467,732 | 462,230 |
Non-controlling interest | 15,364 | 15,364 |
Total equity | 483,096 | 477,594 |
TOTAL LIABILITIES AND EQUITY | $ 577,523 | $ 566,791 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Real estate development | $ 337,257 | $ 321,293 |
Common stock, par value per share (in dollars per share) | $ 0.50 | $ 0.50 |
Common stock, authorized shares (in shares) | 50,000,000 | 50,000,000 |
Common stock, issued shares (in shares) | 26,770,545 | 26,541,553 |
Common stock, outstanding shares (in shares) | 26,770,545 | 26,541,553 |
Centennial | ||
Real estate development | $ 115,221 | |
Centennial | ||
Real estate development | $ 119,788 | $ 115,221 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Costs and expenses: | |||
Total expenses | $ 48,438 | $ 65,488 | $ 55,873 |
Operating (loss) income | (3,699) | 13,729 | (260) |
Other income: | |||
Investment income | 2,557 | 634 | 57 |
Other (loss) income | (138) | 1,088 | 164 |
Total other income | 2,419 | 1,722 | 221 |
(Loss) income from operations before equity in earnings of unconsolidated joint ventures and income tax expense | (1,280) | 15,451 | (39) |
Equity in earnings of unconsolidated joint ventures, net | 6,868 | 7,752 | 9,202 |
Income before income taxes | 5,588 | 23,203 | 9,163 |
Income tax expense | 2,323 | 7,393 | 3,821 |
Net income | 3,265 | 15,810 | 5,342 |
Net income (loss) attributable to non-controlling interest | 0 | 2 | (6) |
Net income attributable to common stockholders | $ 3,265 | $ 15,808 | $ 5,348 |
Net income (loss) per share attributable to common stockholders, basic (in dollars per share) | $ 0.12 | $ 0.60 | $ 0.20 |
Net income (loss) per share attributable to common stockholders, diluted (in dollars per share) | $ 0.12 | $ 0.59 | $ 0.20 |
Operating Segments | |||
Revenues: | |||
Total revenues | $ 44,739 | $ 79,217 | $ 55,613 |
Operating Segments | Real Estate - commercial/industrial | |||
Revenues: | |||
Total revenues | 11,758 | 40,515 | 19,476 |
Costs and expenses: | |||
Total expenses | 8,053 | 16,356 | 11,953 |
Other income: | |||
Equity in earnings of unconsolidated joint ventures, net | 6,868 | 7,752 | 9,202 |
Operating Segments | Real Estate - resort/residential | |||
Costs and expenses: | |||
Total expenses | 1,528 | 1,629 | 1,723 |
Operating Segments | Mineral resources | |||
Revenues: | |||
Total revenues | 14,524 | 21,595 | 20,987 |
Costs and expenses: | |||
Total expenses | 8,685 | 12,969 | 13,559 |
Operating Segments | Farming | |||
Revenues: | |||
Total revenues | 13,950 | 13,001 | 11,039 |
Costs and expenses: | |||
Total expenses | 15,257 | 19,811 | 14,116 |
Operating Segments | Ranch operations | |||
Revenues: | |||
Total revenues | 4,507 | 4,106 | 4,111 |
Costs and expenses: | |||
Total expenses | 5,043 | 5,024 | 4,679 |
Corporate expenses | |||
Costs and expenses: | |||
Total expenses | $ 9,872 | $ 9,699 | $ 9,843 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net income | $ 3,265 | $ 15,810 | $ 5,342 |
Other comprehensive income (loss): | |||
Unrealized gain (loss) on available-for-sale securities | 187 | (199) | (14) |
Unrealized interest rate swap gain | 2,285 | 5,641 | 2,841 |
Other comprehensive income before taxes | 2,578 | 6,660 | 4,024 |
Provision for income taxes related to other comprehensive income items | (721) | (1,866) | (1,126) |
Other comprehensive income | 1,857 | 4,794 | 2,898 |
Comprehensive income | 5,122 | 20,604 | 8,240 |
Comprehensive income (loss) attributable to non-controlling interests | 0 | 2 | (6) |
Comprehensive income attributable to common stockholders | 5,122 | 20,602 | 8,246 |
Benefit plan adjustments | |||
Other comprehensive income (loss): | |||
Benefit plan adjustments | 233 | (212) | 866 |
SERP liability adjustments | |||
Other comprehensive income (loss): | |||
Benefit plan adjustments | $ (127) | $ 1,430 | $ 331 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Non-controlling Interest |
Beginning balance (in shares) at Dec. 31, 2020 | 26,276,830 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 445,331 | $ 429,963 | $ 13,137 | $ 342,059 | $ (9,720) | $ 84,487 | $ 15,368 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 5,342 | 5,348 | 5,348 | (6) | |||
Other comprehensive income (loss) | 2,898 | 2,898 | 2,898 | ||||
Restricted stock issuance (in shares) | 227,250 | ||||||
Restricted stock issuance | 0 | $ 114 | (114) | ||||
Stock compensation | 4,731 | 4,731 | 4,731 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (103,159) | ||||||
Shares withheld for taxes and tax benefit of vested shares | (1,791) | (1,791) | $ (51) | (1,740) | |||
Ending balance (in shares) at Dec. 31, 2021 | 26,400,921 | ||||||
Ending balance, value at Dec. 31, 2021 | 456,511 | 441,149 | $ 13,200 | 344,936 | (6,822) | 89,835 | 15,362 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 15,810 | 15,808 | 15,808 | 2 | |||
Other comprehensive income (loss) | 4,794 | 4,794 | 4,794 | ||||
Restricted stock issuance (in shares) | 249,127 | ||||||
Restricted stock issuance | 0 | $ 124 | (124) | ||||
Stock compensation | 3,212 | 3,212 | 3,212 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (108,495) | ||||||
Shares withheld for taxes and tax benefit of vested shares | $ (2,733) | (2,733) | $ (53) | (2,680) | |||
Ending balance (in shares) at Dec. 31, 2022 | 26,541,553 | 26,541,553 | |||||
Ending balance, value at Dec. 31, 2022 | $ 477,594 | 462,230 | $ 13,271 | 345,344 | (2,028) | 105,643 | 15,364 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 3,265 | 3,265 | 3,265 | ||||
Other comprehensive income (loss) | 1,857 | 1,857 | 1,857 | ||||
Restricted stock issuance (in shares) | 446,969 | ||||||
Restricted stock issuance | (1) | (1) | $ 224 | (225) | |||
Stock compensation | 3,734 | 3,734 | 3,734 | ||||
Shares withheld for taxes and tax benefit of vested shares (in shares) | (217,977) | ||||||
Shares withheld for taxes and tax benefit of vested shares | $ (3,353) | (3,353) | $ (109) | (3,244) | |||
Ending balance (in shares) at Dec. 31, 2023 | 26,770,545 | 26,770,545 | |||||
Ending balance, value at Dec. 31, 2023 | $ 483,096 | $ 467,732 | $ 13,386 | $ 345,609 | $ (171) | $ 108,908 | $ 15,364 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Operating Activities | ||||
Net income | $ 3,265 | $ 15,810 | $ 5,342 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 4,806 | 4,628 | 4,594 | |
Amortization of (discount) premium on marketable securities | (691) | 87 | 111 | |
Equity in earnings of unconsolidated joint ventures, net | (6,868) | (7,752) | (9,202) | |
Non-cash retirement plan expense | 462 | 110 | 99 | |
Loss (gain) on sale of real estate/assets | 6 | (1,140) | (12) | |
Non-cash profits recognized from land contribution | 0 | (3,012) | (2,784) | |
Profit from water sale | (490) | (2,229) | (3,442) | |
Profit from land sales | 0 | (18,372) | (3,139) | |
Deferred income taxes | 1,121 | 2,865 | 1,134 | |
Stock compensation expense | 3,252 | 2,877 | 4,271 | |
Excess tax (benefit) loss of stock-based compensation | (723) | (105) | 48 | |
Abandonment expense | 189 | 85 | 0 | |
Inventory write down | 423 | 1,050 | 0 | |
Distribution of earnings from unconsolidated joint ventures | 13,511 | 11,793 | 5,892 | |
Changes in operating assets and liabilities: | ||||
Receivables, inventories, prepaids and other assets, net | (4,476) | 3,244 | (814) | |
Current liabilities, net | (132) | (1,408) | 718 | |
Net cash provided by operating activities | 13,655 | 8,531 | 2,816 | |
Investing Activities | ||||
Maturities and sales of marketable securities | 134,083 | 41,135 | 6,249 | |
Purchase of marketable securities | (132,317) | (63,882) | (14,586) | |
Real estate and equipment expenditures | (21,328) | (22,602) | (20,879) | |
Reimbursement proceeds from Communities Facilities District | 0 | 5,950 | 135 | |
Proceeds from sale of real estate/assets | 77 | 0 | 63 | |
Proceeds from sale of land | 0 | 24,950 | 4,413 | |
Investment in unconsolidated joint ventures | (4,500) | (800) | (2,900) | |
Distribution of equity from unconsolidated joint ventures | 10,978 | 8,166 | 5,734 | |
Investments in long-term water assets | (6,034) | (988) | (2,415) | |
Proceeds from water sales | [1] | 1,324 | 6,180 | 9,534 |
Interest rate swap settlement | [2] | 3,715 | 0 | 0 |
Net cash used in investing activities | (14,002) | (1,891) | (14,652) | |
Financing Activities | ||||
Borrowings on line of credit | 47,942 | 0 | 0 | |
Borrowings of long-term debt | 0 | 49,080 | 0 | |
Repayments of long-term debt | (50,357) | (51,708) | (4,295) | |
Deferred financing costs | (1,097) | (181) | 0 | |
Interest rate swap settlement | [3] | 0 | 1,123 | 0 |
Taxes on vested stock grants | (3,353) | (2,733) | (1,791) | |
Net cash used in financing activities | (6,865) | (4,419) | (6,086) | |
(Decrease) increase in cash, cash equivalents, and restricted cash | (7,212) | 2,221 | (17,922) | |
Cash, cash equivalents, and restricted cash at beginning of year | 39,619 | 37,398 | 55,320 | |
Cash, cash equivalents, and restricted cash at end of year | 32,407 | 39,619 | 37,398 | |
Reconciliation to amounts on consolidated balance sheets: | ||||
Cash and cash equivalents | 31,907 | 39,119 | 36,195 | |
Restricted cash (recorded in other assets) | 500 | 500 | 1,203 | |
Total cash, cash equivalents, and restricted cash | 32,407 | 39,619 | 37,398 | |
Non-cash investing activities | ||||
Accrued capital and water expenditures included in current liabilities | 2,091 | 1,847 | 1,342 | |
Contribution to unconsolidated joint venture | 0 | 8,501 | 8,464 | |
Long term deferred profit on land contribution | $ 0 | $ 3,012 | $ 2,785 | |
[1] In determining the classification of cash inflows and outflows related to water asset activity, the Company’s practices are supported by Accounting Standards Codification (“ASC”) 230-10-45-22, which provides that “Certain cash receipts and payments have aspects of more than one class of cash flows…. If so, the appropriate classification shall depend on the activity that is likely to be the predominant source of cash flows for the item.” Also, at the 2006 American Institution of Certified Public Accountants Conference on Current SEC and PCAOB Developments, the Securities and Exchange Commission, or SEC staff discussed that an entity should be consistent in how it classifies cash outflows and inflows related to an asset’s purchase and sale and noted that when cash flow classification is unclear, registrants must use judgment and analysis that considers the nature of the activity and the predominant source of cash flow for these items. Given the nature of our water assets and the aforementioned authoritative guidance, the Company estimates the appropriate classification of water assets purchased based on the timing of the sale of the water. Water purchased in prior periods that was classified as investing was sold for $1.32 million in 2023, this cash inflow is appropriately classified in the Company’s investing activities. The profit of $0.5 million related to the water purchased in prior periods is appropriately being deducted from operating activities for the current period. The Company has and will continue to apply this methodology to water asset transactions that meet this fact pattern. The Company had an interest rate swap agreement with Bank of America, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the term note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated the interest rate swap, and received a $3,715,000 cash termination fee from Bank of America, N.A. The Company had an interest rate swap agreement with Wells Fargo Bank, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to the London Inter-Bank Rate, or LIBOR under a term note with Wells Fargo. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On June 27, 2022, the Company terminated the interest rate swap, and received a $1,123,000 cash termination fee from Wells Fargo. |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 27, 2022 | Dec. 31, 2023 | ||
Proceeds from water sales | [1] | $ 1,324 | |
Profit from water sales | 490 | ||
Proceeds from derivative instrument | [2] | 3,715 | |
Interest rate swap settlement | [3] | 0 | |
Interest Rate Swap | |||
Interest rate swap settlement | $ 1,123 | ||
Water | |||
Proceeds from water sales | 1,320 | ||
Profit from water sales | $ 500 | ||
[1] In determining the classification of cash inflows and outflows related to water asset activity, the Company’s practices are supported by Accounting Standards Codification (“ASC”) 230-10-45-22, which provides that “Certain cash receipts and payments have aspects of more than one class of cash flows…. If so, the appropriate classification shall depend on the activity that is likely to be the predominant source of cash flows for the item.” Also, at the 2006 American Institution of Certified Public Accountants Conference on Current SEC and PCAOB Developments, the Securities and Exchange Commission, or SEC staff discussed that an entity should be consistent in how it classifies cash outflows and inflows related to an asset’s purchase and sale and noted that when cash flow classification is unclear, registrants must use judgment and analysis that considers the nature of the activity and the predominant source of cash flow for these items. Given the nature of our water assets and the aforementioned authoritative guidance, the Company estimates the appropriate classification of water assets purchased based on the timing of the sale of the water. Water purchased in prior periods that was classified as investing was sold for $1.32 million in 2023, this cash inflow is appropriately classified in the Company’s investing activities. The profit of $0.5 million related to the water purchased in prior periods is appropriately being deducted from operating activities for the current period. The Company has and will continue to apply this methodology to water asset transactions that meet this fact pattern. The Company had an interest rate swap agreement with Bank of America, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the term note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated the interest rate swap, and received a $3,715,000 cash termination fee from Bank of America, N.A. The Company had an interest rate swap agreement with Wells Fargo Bank, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to the London Inter-Bank Rate, or LIBOR under a term note with Wells Fargo. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On June 27, 2022, the Company terminated the interest rate swap, and received a $1,123,000 cash termination fee from Wells Fargo. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company Tejon Ranch Co. (the Company or Tejon) is a diversified real estate development and agribusiness company committed to responsibly using its land and resources to meet the housing, employment, and lifestyle needs of Californians. Current operations consist of land planning and entitlement, land development, commercial land sales and leasing, leasing of land for mineral royalties, water asset management and sales, grazing leases, and farming. These activities are performed through five reporting segments: • Real Estate - Commercial/Industrial • Real Estate - Resort/Residential • Mineral Resources • Farming • Ranch Operations Tejon's prime asset is approximately 270,000 acres of contiguous, largely undeveloped land that, at its most southerly border, is 60 miles north of downtown Los Angeles and, at its most northerly border, is 15 miles east of Bakersfield. The Company creates value by securing entitlements for its land, facilitating infrastructure development, strategic land planning, monetization of land through development and sales, and conservation, in order to maximize the highest and best use for its land. The Company is involved in eight joint ventures that own, develop, and operate real estate properties. The Company enters into joint ventures as a means to facilitate the development of portions of its land. The Company is also actively engaged in land planning, land entitlement, and conservation projects. Any references to the number of acres, number of buildings, square footage, number of leases, occupancy, and any amounts derived from these values in the notes to the consolidated financial statements are unaudited. Principles of Consolidation The consolidated financial statements include the accounts of the Company, and the accounts of all subsidiaries and investments in which a controlling interest is held by the Company. All intercompany transactions have been eliminated in consolidation. The Company has evaluated subsequent events through the date of issuance of the consolidated financial statements. Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The carrying amount for cash equivalents approximates fair value. Marketable Securities The Company considers those investments not qualifying as cash equivalents, but which are readily marketable, to be marketable securities. The Company's investment portfolio is comprised of fixed income debt securities, which are classified as current assets on the consolidated balance sheets. The Company classifies all marketable securities as available-for-sale. These are stated at fair value with the unrealized gains (losses), net of tax, reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of changes in equity. Investments in Unconsolidated Joint Ventures For joint ventures that the Company does not control, but over which it exercises significant influence, the Company uses the equity method of accounting. The Company's judgment with regard to its level of influence or control of an entity involves consideration of various factors, including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace the Company as manager, and/or to liquidate the venture. These ventures are recorded at cost and adjusted for equity in earnings (losses), contributions and distributions. Any difference between the carrying amount of these investments on the Company’s balance sheet and the underlying equity in net assets on the joint venture’s balance sheet is adjusted as the related underlying assets are depreciated, amortized, or sold. When the Company contributes land to a joint venture, it records the investment in the venture at fair value, regardless of whether the other investors in the venture contribute cash or property. The Company generally allocates income and loss from an unconsolidated joint venture based on the venture's distribution priorities, which may be different from its stated ownership percentage. The Company evaluates the recoverability of its investments in unconsolidated joint ventures in accordance with accounting standards for equity investments by first reviewing each investment for any indicators of impairment. If indicators are present, the Company estimates the fair value of the investment. If the carrying value of the investment is greater than the estimated fair value, management makes an assessment of whether the impairment is “temporary” or “other-than-temporary.” In making this assessment, management considers the following: (1) the length of time and the extent to which fair value has been less than cost, (2) the financial condition and near-term prospects of the entity, and (3) the Company’s intent and ability to retain its interest long enough for a recovery in market value. If management concludes that the impairment is "other than temporary," the Company reduces the investment to its estimated fair value. Fair Values of Financial Instruments The Company follows the Financial Accounting Standards Board's authoritative guidance for fair value measurements of certain financial instruments. The guidance defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the exchange (exit) price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This guidance establishes a three-level hierarchy for fair value measurements based upon the inputs to the valuation of an asset or liability. Observable inputs are those which can be easily seen by market participants, while unobservable inputs are generally developed internally, utilizing management’s estimates and assumptions: • Level 1 – Valuation is based on quoted prices in active markets for identical assets and liabilities. • Level 2 – Valuation is determined from quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar instruments in markets that are not active, or by model-based techniques in which all significant inputs are observable in the market. • Level 3 – Valuation is derived from model-based techniques in which at least one significant input is unobservable and based on the Company's own estimates about the assumptions that market participants would use to value the asset or liability. When available, the Company uses quoted market prices in active markets to determine fair value. The Company considers the principal market and nonperformance risk associated with counterparties when determining the fair value measurement. Fair value measurements are used on a recurring basis for marketable securities, investments within the pension plan and hedging instruments, if any. The carrying values of cash and cash equivalents, restricted cash, receivables, accounts payable, accrued expenses, and other short-term liabilities approximate their fair value. Additionally, the fair value of the RCL approximates fair value considering factors such as the interest rate being variable and the estimated credit spread available in the market at the balance sheet date being comparable to the terms at origination. Interest Rate Swap Agreements On June 30, 2022, the Company entered into a variable rate term note, or New Term Note, with Bank of America, N.A. and on the same day, the Company entered into a new interest rate swap agreement to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the New Term Note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated its interest rate swap agreement with Bank of America, N.A., and received a $3,715,000 cash termination fee from Bank of America, N.A. See Note 8 (Line of Credit and Long-Term Debt) and Note 10 (Interest Rate Swap) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. The Company believes it is prudent at times to limit the variability of floating-rate interest payments and in the past has entered into interest rate swaps to manage those fluctuations. The Company recognizes interest rate swap agreements as either an asset or liability on the balance sheet at fair value. The accounting for changes in fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the hedging instrument, based on the hedged exposure, as a fair value hedge, a cash flow hedge, or a hedge of a net investment in a foreign operation. The interest rate swap agreement was considered a cash flow hedge because it was designed to match the terms of the Term Loan with Bank of America, N.A., as a hedge of the exposure to variability in expected future cash flows. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the earnings effect of the hedged transactions in a cash flow hedge. This interest rate swap agreement will be evaluated based on whether it is deemed highly effective in reducing exposure to variable interest rates. The Company formally documents all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. The Company makes an assessment at the inception of each interest rate swap agreement and on a quarterly basis to determine whether these instruments are highly effective in offsetting changes in cash flows associated with the hedged items. If swaps qualify as highly effective, the changes in the fair values of the derivatives used as hedges would be reflected in accumulated other comprehensive income, or AOCI. Amounts classified in AOCI will be reclassified into earnings in the period during which the hedged transactions affect earnings. If swaps do not qualify as highly effective, the changes in fair values of derivatives used as hedges would be reflected in earnings. The fair value of each interest rate swap agreement is determined using widely accepted valuation techniques, including discounted cash flow analyses on the expected cash flows of each derivative. These analyses reflect the contractual terms of the derivatives, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities (also referred to as “significant other observable inputs”). The fair value of interest rate swap agreements is determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs,” such as estimates of current credit spreads to evaluate the likelihood of default, which the Company has determined to be insignificant to the overall fair value of its interest rate swap agreement. Variable Interest Entity The Company evaluates all of its interests in VIEs for consolidation. When the Company's interests are determined to be variable interests, the Company assesses whether the Company is deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. A primary beneficiary is defined as the party that has both (i) the power to direct the activities of the VIE that most significantly impact its economic performance, and (ii) the obligation to absorb losses and the right to receive benefits from the VIE, which could potentially be significant. The Company considers its variable interests as well as any variable interests of related parties in making this determination. Where both of these factors are present, the Company is deemed to be the primary beneficiary and consolidates the VIE. Where either one of these factors is not present, the Company is not the primary beneficiary and does not consolidate the VIE. To assess whether the Company has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, the Company considers all facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes first, identifying the activities that most significantly impact the VIE’s economic performance; and second, identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE or have the right to unilaterally remove those decision makers are deemed to have the power to direct the activities of a VIE. To assess whether the Company has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, the Company considers all economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that the Company apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing significance include: the design of the VIE, including its capitalization structure; subordination of interests; payment priority; relative share of interests held across various classes within the VIE’s capital structure; and the reasons why the interests are held by the Company. As of December 31, 2023 and 2022, the Company had two VIEs. One was consolidated in the financial statements while the other was not. See Note 17 (Investment in Unconsolidated and Consolidated Joint Ventures) to the Notes to Consolidated Financial Statements for further discussion. Credit Risk The Company grants credit in the course of operations to co-ops, wineries, nut marketing companies, and lessees of the Company’s facilities. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. Commercial revenues are derived primarily from lease rental payments and operating expense reimbursements. If client tenants fail to make rental payments under their lease, the Company's financial condition, and cash flows could be adversely affected. The Company assesses the risk of loss on accounts receivable and adjusts the allowance for doubtful accounts based on this risk assessment. We do so by applying historical loss rates to our accounts receivable aging schedule to estimate expected credit losses. We further adjusted expected credit losses for specifically identified and forecasted credit losses. Accounts are written off when they are deemed to be no longer collectible. During the years ended December 31, 2023, 2022, and 2021, the Pastoria Energy Facility, L.L.C., or PEF power plant lease generated approximately 11%, 6%, and 8% of total revenues, respectively. The Company had no other customers accounting for 5% or more of total revenues from operations. The Company maintains its cash and cash equivalents in federally insured financial institutions. The account balances at these institutions periodically exceed FDIC insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant. Farm Inventories Costs of bringing crops to harvest are inventoried when incurred. Such costs are expensed when the crops are sold. Expenses are computed and recognized on an average cost per pound or per ton basis, as appropriate. Costs incurred during the current year related to the next year’s crop are inventoried and carried in inventory until the matching crop is harvested and sold. Farm inventories held for sale are valued at the lower of cost (first-in, first-out method) or market. Property and Equipment Property and equipment are stated on the basis of cost, except for land acquired upon organization in 1936, which is stated on the basis carried by the Company’s predecessor. Depreciation is computed using the straight-line method over the estimated useful lives of the various assets. The Company's property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2023 December 31, 2022 Vineyards and orchards 20 $ 68,274 $ 66,016 Machinery, furniture fixtures and other equipment 3 - 10 21,668 20,895 Buildings and improvements 10 - 27.5 9,185 8,946 Land and land improvements 15 7,835 7,835 Development in process 5,079 4,942 $ 112,041 $ 108,634 Less: accumulated depreciation (58,056) (55,654) $ 53,985 $ 52,980 Long-Term Water Assets Long-term purchased water contracts are in place with the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water Storage District. These contracts provide the Company with the right to receive water over the term of the contracts that expire in 2035. The Company also purchased a contract that allows and requires it to purchase 6,693 acre-feet of water each year from the Nickel Family LLC. The initial term of this contract runs through 2044. The purchase price of these contracts is being amortized under the straight-line basis over their contractual lives. Water contracts with the Wheeler Ridge Maricopa Water Storage District and the Tejon-Castac Water District are also in place, but were entered into with each district at inception and not purchased later from third parties, and therefore do not have a related financial value on the books of the Company. As a result, there is no amortization expense related to these contracts. Vineyards and Orchards Costs of planting and developing vineyards and orchards are capitalized until the crops become commercially productive. Interest costs and depreciation of irrigation systems and trellis installations during the development stage are also capitalized. Revenues from crops earned during the development stage are netted against development costs. Depreciation commences when the crops become commercially productive. At the time farm crops are harvested, contracted, and delivered to buyers and revenues can be estimated, revenues are recognized and any related inventoried costs are expensed, which traditionally occurs during the third and fourth quarters of each year. It is not unusual for portions of the Company's almond or pistachio crop to be sold in the year following the harvest. Orchard (almond and pistachio) revenues are based upon the contract settlement price or estimated selling price, whereas vineyard revenues are typically recognized at the contracted selling price. Estimated prices for orchard crops are based upon the quoted estimate of what the final market price will be by marketers and handlers of the orchard crops. These market price estimates are updated through the crop payment cycle as new information is received as to the final settlement price for the crop sold. These estimates are adjusted to actual upon receipt of final payment for the crop. This method of recognizing revenues on the sale of orchard crops is a standard practice within the agribusiness community. Adjustments for differences between estimates and actual revenues received are recorded during the period in which such amounts become known. The net effect of these adjustments had no impact on pistachio revenues in 2023, while increased pistachio revenues by $873,000 in 2022, and $365,000 in 2021. There were no pricing adjustments associated with the Company's almonds. The Almond Board of California has the authority to require producers of almonds to withhold a portion of their annual production from the marketplace through a marketing order approved by the Secretary of Agriculture. At December 31, 2023, 2022, and 2021, no such withholding was mandated. Common Stock Options and Grants The Company accounts for stock incentive plans using the fair value method of accounting. The estimated fair value of the restricted stock grants and restricted stock units are expensed over the expected vesting period. For performance-based grants the Company makes estimates of the probable number of shares that will actually be granted based upon estimated ranges of success in meeting defined performance measures. An estimate for share forfeitures, based on historical forfeitures, are recorded on all grants. Periodically, the Company updates its estimates and reflects any changes to the estimate in the consolidated statements of operations. Long-Lived Assets On a quarterly basis, the Company reviews current activities and changes in the business conditions of all of its operating properties prior to and subsequent to the end of each quarter to determine the existence of any triggering events requiring an impairment analysis. If triggering events are identified, the Company reviews an estimate of the future undiscounted cash flows for the properties, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Long-lived assets to be held and used, including rental properties, construction in progress, or CIP, real estate held for development and intangibles, are individually evaluated for impairment when conditions exist that may indicate that the carrying amount of a long-lived asset may not be recoverable. The carrying amount of a long-lived asset to be held and used is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Impairment indicators or triggering events for long-lived assets to be held and used, including rental properties, CIP, real estate held for development, and intangibles, are assessed by project and include significant fluctuations in estimated net operating income, occupancy changes, significant near-term lease expirations, current and historical operating and/or cash flow losses, rental rates, and other market factors. The Company assesses the expected undiscounted cash flows based upon numerous factors, including, but not limited to, available market information, current and historical operating results, known trends, current market/economic conditions that may affect the property, and assumptions about the use of the asset, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Upon determination that an impairment has occurred, a write-down is recognized to reduce the carrying amount to its estimated fair value. In addition, the Company accounts for long-lived assets to be disposed of at the lower of their carrying amounts or fair value less selling and disposal costs. As of December 31, 2023, management of the Company believes that none of its long-lived assets were impaired. Revenue Recognition The Company’s revenue is primarily derived from lease revenue from its rental portfolio, royalty revenue from mineral leases, sales of farm crops, sales of water, and land sales. The Company recognizes revenue by following the five-step model under ASC 606 to achieve the core principle that an entity recognizes revenue to depict the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The five-step model requires that the Company (i) identifies the contract with the customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocates the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Sales of Real Estate The Company allocates the transaction price, on land sales with multiple performance obligations, to the performance obligations in proportion to their standalone selling prices (i.e., on a relative standalone selling price basis) and not total costs. Sales of Easements From time to time the Company sells easements over its land, and the easements are either in the form of rights of access granted for such things as utility corridors or are in the form of conservation easements that generally require the Company to divest its rights to commercially develop a portion of its land, but do not result in a change in ownership of the land or restrict the Company from continuing other revenue generating activities on the land. The Company recognizes easement sales revenue by following the five-step model under ASC 606. Allocation of Costs Related to Land Sales and Leases When the Company sells land within one of its real estate developments and has not completed all infrastructure development related to the total project, the Company estimates, at the time of sale, future costs of the development to determine the appropriate costs of sales for the sold land and the timing of recognition of the sale. In the calculation of cost of sales or allocations to leased land, the Company uses estimates and forecasts to determine total costs at completion of the development project. These estimates of final development costs can change as conditions in the market change and costs of construction change. Royalty Income Royalty revenues are contractually defined as to the percentage of royalty and are tied to production and market prices. The Company’s royalty arrangements generally require payment on a monthly basis with the payment based on the previous month’s activity. The Company accrues monthly royalty revenues based upon estimates and adjusts to actual as the Company receives payments. Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. The Company classifies amounts currently recognized as income, and amounts expected to be received in later years, as deferred rent in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accrued liabilities and other, and deferred income in the accompanying consolidated balance sheets. The Company commences recognition of rental income at the date the property is ready for its intended use, and the client tenant takes possession of, or controls the physical use of, the property. During the term of each lease, the Company monitors the credit quality of its tenants by (i) reviewing the credit rating of tenants that are rated by a nationally recognized credit rating agency, (ii) reviewing financial statements of the tenants that are publicly available or that are required to be delivered to the Company pursuant to the applicable lease, (iii) monitoring news reports regarding its tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. For operating leases in which collectability of rental income is not considered probable, rental income is recognized on a cash basis and allowances are taken for those balances that we have reason to believe may be uncollectible in the period it is determined not to be probable of collection. Environmental Expenditures Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and which do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the costs can be reasonably estimated. Generally, the timing of these accruals coincides with the completion of a feasibility study or the Company’s commitment to a formal plan of action. No liabilities for environmental costs have been recorded at December 31, 2023 and 2022. Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statement dates and the reported amounts of revenue and expenses during the reporting period. Due to uncertainties inherent in the estimation process, it is reasonably possible that actual results could differ from these estimates. New Accounting Pronouncements Effective in Future Periods Business Combinations - Joint Venture Formations In August 2023, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, No. 2023-05, "Business Combinations - Joint Venture Formations." This ASU addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture's separate financial statements. The pronouncement requires a joint venture to initially measure contributions at fair value upon formation, which is more relevant than the carrying amounts of the contributed net assets and would reduce equity method basis differences. The ASU is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. This pronouncement is not expected to have a material effect on our consolidated financial statements. Segment Reporting In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting - Improvements to Reportable Segment Disclosures". This ASU requires quarterly disclosure of segment expenses if they are (i) significant to the segment, (ii) regularly provided to the chief operating decision maker (“CODM”), and (iii) included in each reported measure of a segment’s profit or loss. In addition, this ASU requires an annual disclosure of the CODM’s title and a description of how the CODM uses the segment’s profit/loss measure to assess segment performance and to allocate resources. This ASU will be effective for the Company's annual report on Form 10-K beginning with the year ended December 31, 2024, and for subsequent quarterly and annual reports. The Company is currently in the process of evaluating the impact of this ASU on Company's consolidated financial statements and footnote disclosures. Income taxes In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic740) - Improvements to Income Tax Disclosures". This ASU requires public business entities to disclose a tabular rate reconciliation of both percentages and reporting currency amounts on an annual basis. The ASU also requires disclosure of information on amount of income taxes paid disaggregated by federal, state and foreign taxes. This ASU is effective for annual periods beginning after December 15, 2024. The pronouncement is not expected to have a material effect on our consolidated financial statements. |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | EQUITY Earnings Per Share (EPS) Basic net income (loss) per share attributable to common stockholders is based upon the weighted-average number of shares of common stock outstanding during the year. Diluted net income (loss) per share attributable to common stockholders is based upon the weighted-average number of shares of common stock outstanding and the weighted-average number of shares outstanding assuming the issuance of common stock upon exercise of stock options, warrants to purchase common stock, and the vesting of restricted stock grants per ASC 260, “Earnings Per Share.” Twelve Months Ended December 31, 2023 2022 2021 Weighted average number of shares outstanding: Common stock 26,706,824 26,478,171 26,343,352 Common stock equivalents: stock options, grants — 174,748 70,662 Diluted shares outstanding 26,706,824 26,652,919 26,414,014 For the twelve-months ended December 31, 2023, 5,351 shares of restricted stock were excluded from the calculation of dilutive net income per share as the shares were antidilutive. |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
MARKETABLE SECURITIES | MARKETABLE SECURITIES ASC 320 “Investments – Debt and Equity Securities” requires that an enterprise classify all debt securities as either held-to-maturity, trading or available-for-sale. The Company has elected to classify its securities as available-for-sale and therefore is required to adjust securities to fair value at each reporting date. All costs and both realized and unrealized gains and losses on securities are determined on a specific identification basis. The following is a summary of available-for-sale securities at December 31: ($ in thousands) 2023 2022 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 174 $ 174 $ — $ — with unrecognized gains 385 385 — — Total Certificates of deposit Level 1 559 559 — — U.S. Treasury and agency notes with unrecognized losses for less than 12 months 13,797 13,787 13,916 13,832 with unrecognized losses for more than 12 months — — 500 499 with unrecognized gains 2,374 2,374 1,250 1,251 Total U.S. Treasury and agency notes Level 2 16,171 16,161 15,666 15,582 Corporate notes with unrecognized losses for less than 12 months 15,598 15,587 17,236 17,112 with unrecognized losses for more than 12 months — — 251 250 with unrecognized gains 249 249 499 500 Total Corporate notes Level 2 15,847 15,836 17,986 17,862 $ 32,577 $ 32,556 $ 33,652 $ 33,444 The Company uses an allowance approach when recognizing credit loss for available-for-sale debt securities, measured as the difference between the security's amortized cost basis and the amount expected to be collected over the security's lifetime. Under this approach, at each reporting date, the Company records impairment related to credit losses through earnings offset with an allowance for credit losses, or ACL. At December 31, 2023 the Company has not recorded any credit losses. At December 31, 2023, the fair market value of investment securities was $21,000 below the cost basis of securities. The Company’s gross unrealized holding losses equal $21,000. As of December 31, 2023, the adjustment to accumulated other comprehensive loss in consolidated equity for the temporary change in the value of securities reflects a decrease in the market value of available-for-sale securities of $187,000, which includes estimated taxes of $52,000. The Company elected to exclude applicable accrued interest from both the fair value and the amortized cost basis of the available-for-sale debt securities, and separately present the accrued interest receivable balance per ASC Topic 326-30-50-3A. The accrued interest receivables balance totaled $279,000 as of December 31, 2023, and was included within the Prepaid expenses and other current assets line item of the Consolidated Balance Sheets. The Company elected not to measure an allowance for credit losses on accrued interest receivable, as an allowance on possible uncollectible accrued interest is not warranted. U.S. Treasury and agency notes The unrealized losses on the Company's investments in U.S. Treasury and agency notes at December 31, 2023 were caused by relative changes in interest rates since the time of purchase. The contractual cash flows for these securities are guaranteed by U.S. government agencies. The unrealized losses on these debt security holdings are a function of changes in investment spreads and interest rate movements and not changes in credit quality. As of December 31, 2023, the Company did not intend to sell these securities and it is not more-likely-than-not that the Company would be required to sell these securities before recovery of their cost basis. Therefore, these investments did not require an ACL as of December 31, 2023. Corporate notes The unrealized losses on corporate notes are a function of changes in investment spreads and interest rate movements and not changes in credit quality. The Company expects to recover the entire amortized cost basis of these securities. As of December 31, 2023, the Company did not intend to sell these securities and it is not more-likely-than-not that the Company would be required to sell these securities before recovery of their cost basis. Therefore, these investments did not require an ACL as of December 31, 2023. The following tables summarize the maturities, at par, of marketable securities by year ($ in thousands): December 31, 2023 2024 Total Certificates of deposit $ 560 $ 560 U.S. Treasury and agency notes $ 16,212 $ 16,212 Corporate notes 15,880 15,880 $ 32,652 $ 32,652 December 31, 2022 2023 2024 Total U.S. Treasury and agency notes 15,225 500 15,725 Corporate notes 17,470 500 17,970 $ 32,695 $ 1,000 $ 33,695 The Company’s investments in corporate notes are with companies that have an investment grade rating from Standard & Poor’s. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following at December 31: ($ in thousands) 2023 2022 Farming inventories $ 3,265 $ 3,078 Other 228 291 $ 3,493 $ 3,369 Farming inventories consist of costs incurred during the current year related to next year’s crop along with unsold current year crop and farming chemicals. |
REAL ESTATE
REAL ESTATE | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE Real estate consisted of the following as of December 31: ($ in thousands) 2023 2022 Real estate development Mountain Village $ 155,168 $ 153,156 Centennial 119,788 115,221 Grapevine 40,716 39,273 Tejon Ranch Commerce Center 21,585 13,643 Real estate development 337,257 321,293 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 20,606 20,590 Real estate and improvements - held for lease, net 20,606 20,590 Less accumulated depreciation (3,997) (3,650) Real estate and improvements - held for lease, net $ 16,609 $ 16,940 |
LONG-TERM WATER ASSETS
LONG-TERM WATER ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
LONG-TERM WATER ASSETS | LONG-TERM WATER ASSETS Long-term water assets consist of water and water contracts held for future use or sale. The water is held at cost, which includes the price paid for the water and the cost to pump and deliver the water from the California aqueduct into the water bank. Water is currently held in a water bank on Company land in southern Kern County and by TCWD in Kern Water Banks. The Company has secured State Water Project, or SWP, entitlements under long-term SWP water contracts within the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water District, totaling 3,444 acre-feet of SWP entitlement annually, subject to SWP allocations. These contracts extend through 2035 and have been transferred to AVEK for the Company's use in the Antelope Valley. In 2013, the Company acquired a contract to purchase water that obligates the Company to purchase 6,693 acre-feet of water each year from the Nickel Family, LLC, or Nickel, a California limited liability company that is located in Kern County. The initial term of the water purchase agreement with Nickel runs to 2044 and includes a Company option to extend the contract for an additional 35 years. The purchase cost of water in 2023 was $928 per acre-foot. The purchase cost is subject to annual cost increases based on the greater of the consumer price index or 3%. The water purchased above will ultimately be used in the development of the Company’s land for commercial/industrial real estate development, resort/residential real estate development, and farming. Interim uses may include the sale of portions of this water to third party users on an annual basis until this water is fully allocated to Company uses, as just described. Water revenues and cost of sales were as follows as of December 31: ($ in thousands) 2023 2022 2021 Acre-Feet Sold 5,145 10,400 13,651 Revenues $ 8,033 $ 14,658 $ 15,523 Cost of sales 5,220 9,549 10,669 Profit $ 2,813 $ 5,109 $ 4,854 Costs assigned to water assets held for future use were as follows ($ in thousands): December 31, 2023 December 31, 2022 Banked water and water for future delivery $ 31,002 $ 23,855 Transferable water 756 1,455 Total water held for future use at cost $ 31,758 $ 25,310 Intangible Water Assets The Company's carrying amounts of its purchased water contracts were as follows ($ in thousands): December 31, 2023 December 31, 2022 Costs Accumulated Depreciation Costs Accumulated Depreciation Dudley-Ridge water rights $ 11,581 $ (6,272) $ 11,581 $ (5,790) Nickel water rights 18,740 (6,532) 18,740 (5,890) Tulare Lake Basin water rights 6,479 (3,624) 6,479 (3,386) $ 36,800 $ (16,428) $ 36,800 $ (15,066) Net cost of purchased water contracts 20,372 21,735 Total cost water held for future use 31,758 25,310 Net investments in water assets $ 52,130 $ 47,045 Water contracts with the Wheeler Ridge Maricopa Water Storage District, or WRMWSD, and the Tejon-Castac Water District, or TCWD, are also in place, but were entered into with each district at inception of the contract and not purchased later from third parties, and do not have a related financial value on the books of the Company. Therefore, there is no amortization expense related to these contracts. Total water resources, including both recurring and one-time usage are: (in acre feet, unaudited) December 31, 2023 December 31, 2022 Water held for future use TCWD - Banked water owned by the Company 65,005 52,554 Company water bank 54,728 50,349 Transferable water 1,000 2,548 Recharged project water 6,590 — Total water held for future use 127,323 105,451 Purchased water contracts Water Contracts (Dudley-Ridge, Nickel and Tulare) 10,137 10,137 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 Total purchased water contracts 31,433 31,433 Total water held for future use and purchased water contracts 158,756 136,884 Tejon Ranchcorp, or Ranchcorp, a wholly-owned subsidiary of Tejon Ranch Co., entered into a Water Supply Agreement with PEF in 2015. PEF is the current lessee under the power plant lease. Pursuant to the Water Supply Agreement, PEF may purchase from Ranchcorp up to 3,500 acre-feet of water per year from January 1, 2017 through July 31, 2030, with an option to extend the term by three additional five-year periods. PEF is under no obligation to purchase water from Ranchcorp in any year, but is required to pay Ranchcorp an annual option payment equal to 30% of the maximum annual payment. The price of the water under the Water Supply Agreement for 2023 was $1,261 per acre-foot of annual water, subject to 3% annual increases over the life of the contract. The Water Supply Agreement contains other customary terms and conditions, including representations and warranties, which are typical for agreements of this type. The Company's commitments to sell water can be met through current water assets. |
ACCRUED LIABILITIES AND OTHER
ACCRUED LIABILITIES AND OTHER | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES AND OTHER | ACCRUED LIABILITIES AND OTHER Accrued liabilities and other consisted of the following as of December 31: ($ in thousands) 2023 2022 Accrued vacation $ 657 $ 735 Accrued paid personal leave 309 348 Accrued bonus 1,962 2,280 Other 286 239 $ 3,214 $ 3,602 |
LINE OF CREDIT AND LONG-TERM DE
LINE OF CREDIT AND LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
LINE OF CREDIT AND LONG-TERM DEBT | LINE OF CREDIT AND LONG-TERM DEBT Debt consisted of the following as of December 31: ($ in thousands) 2023 2022 Revolving line-of-credit $ 47,942 $ — Notes payable — 50,154 Total short-term and long-term debt 47,942 50,154 Less: current maturities of long-term debt and deferred loan costs 1 — (1,993) Long-term debt, less current portion $ 47,942 $ 48,161 1 The deferred loan costs for revolving line-of-credit as of December 31, 2023 were recorded under the caption Other Assets on the Consolidated Balance Sheets. On November 17, 2023, the Company entered into a Credit Agreement with AgWest Farm Credit, PCA and certain other lenders. The Revolving Credit Facility provides TRC an RCL in the amount of $160,000,000. The RCL requires interest only payments and has a maturity date of January 1, 2029. As of December 31, 2023, the outstanding balance under the RCL was $47,942,000, and the interest rate was one-month term SOFR plus a margin of 2.25%. Funds from the RCL were used to pay off and close out the existing Bank of America, N.A. Term Note and Revolving Line of Credit Note. The amount of this pay off was $47,078,564 plus accrued interest and fees on the Bank of America Term Note. The Company evaluated the debt exchange under Accounting Standards Codification (ASC) 470 and determined that the exchange should be treated as a debt extinguishment. On June 30, 2022, the Company entered into a variable rate term note and an RLC with Bank of America, N.A, or collectively the New Credit Facility. The Term Loan provided a principal amount of $49,080,000 and a maturity date of June 30, 2032, which was used to pay off the existing Wells Fargo Term Note. The Company evaluated the debt exchange under ASC 470 and determined that the exchange should be treated as a debt extinguishment. The amount available of the RLC under the New Credit Facility was $40,607,000. The Term Note had a $48,462,000 balance as of December 31, 2022. The interest rate per annum applicable to the Term Loan was the daily Secured Overnight Financing Rate, or SOFR, plus a margin of 1.55 percentage points. The interest rate for the term of the Term Note was fixed through the use of an interest rate swap at a rate of 4.62%. The Term Note requires monthly amortization payments pursuant to a schedule set forth in the Term Note, with the final outstanding principal amount due June 28, 2032. The Credit Facility was secured by the Company's farmland and farm assets, which, include equipment, crops and crop receivables; the PEF power plant lease and lease site; and related accounts and other rights to payment and inventory. The following table summarizes debt maturities, outstanding indebtedness, and respective principal maturities as of December 31, 2023: ($ in thousands) Stated Rate Effective Rate Maturity 2024 2025 2026 2027 2028 Thereafter Total Revolving line-of-credit 1 S+2.25% 7.59% 1/1/2029 — — — — — 47,942 47,942 $ — $ — $ — $ — $ — $ 47,942 $ 47,942 1 The effective interest rate on this line of credit is SOFR plus a margin of 2.25%, and the rate was 7.59% as of December 31, 2023. |
OTHER LIABILITIES
OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
OTHER LIABILITIES | OTHER LIABILITIES Other liabilities consist of the following as of December 31: ($ in thousands) 2023 2022 Pension liability (See Note 15) 1 $ — $ 38 Supplemental executive retirement plan liability (See Note 15) 6,124 6,186 Excess joint venture distributions and other (See Note 17) 9,083 4,156 $ 15,207 $ 10,380 1 The Company's defined benefit retirement plan had an asset balance of $295,000 as of December 31, 2023 and was recorded under the caption Other Assets on the Consolidated Balance Sheets. |
INTEREST RATE SWAP
INTEREST RATE SWAP | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
INTEREST RATE SWAP | INTEREST RATE SWAP On June 30, 2022, the Company entered into a term loan agreement with Bank of America, N.A. On the same day, the Company entered into an interest rate swap agreement to reduce its exposure to fluctuations in the floating interest rate tied to SOFR. The interest rate swap qualified as an effective cash flow hedge under the guidance of ASC 815. On December 31, 2022, the fair value of the interest rate swap agreement was greater than its cost basis and as such is recorded within Other Assets on the Consolidated Balance Sheets. The Company had the following outstanding interest rate swap agreement designated as an interest rate cash flow hedge as of ($ in thousands): December 31, 2022 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount June 30, 2022 June 28, 2032 Level 2 4.62% $1,430 $48,462 On October 23, 2023, the Company terminated the interest rate swap agreement with Bank of America, N.A., and received a $3,715,000 cash termination fee from Bank of America, N.A. As of December 31, 2023, the Company had no outstanding interest rate swap agreements. |
STOCK COMPENSATION - RESTRICTED
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS | STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS The Company’s stock incentive plans provide for the making of awards to employees based upon a service condition or through the achievement of performance-related objectives. The Company has issued three types of stock grant awards under these plans: restricted stock with service condition vesting; performance share grants that only vest upon the achievement of specified performance conditions, such as corporate cash flow goals or share price, or Performance Condition Grants; and performance share grants that include threshold, target, and maximum achievement levels based on the achievement of specific performance measures, or Performance Milestone Grants. Performance Condition Grants with market-based conditions are based on the achievement of a target share price. The share price used to calculate the grant date fair value for market-based awards is determined using a Monte Carlo simulation. Failure to achieve the target share price will result in the forfeiture of shares. Forfeiture of share awards with service conditions or performance-based restrictions will result in a reversal of previously recognized share-based compensation expense. Forfeiture of share awards with market-based restrictions does not result in a reversal of previously recognized share-based compensation expense. The following is a summary of the Company's performance share grants with performance conditions as of the year ended December 31, 2023: Performance Share Grants with Performance Conditions Target performance 191,849 Maximum performance 265,234 The following is a summary of the Company’s stock grant activity, both time and performance unit grants, assuming target achievement for outstanding performance grants for the following twelve-month periods ended: December 31, 2023 December 31, 2022 December 31, 2021 Stock Grants Outstanding Beginning of the Year at Target Achievement 234,899 683,645 840,307 New Stock Grants/Additional shares due to achievement in excess of target 321,026 180,034 63,622 Vested Grants (260,070) (384,112) (196,328) Expired/Forfeited Grants (47,087) (244,668) (23,956) Stock Grants Outstanding End of Period at Target Achievement 248,768 234,899 683,645 The following is a summary of the assumptions used to determine the fair value of the Company's market-based Performance Condition Grants outstanding for the year ended December 31, 2023: ($ in thousands except for share prices) Grant date 12/11/2020 03/18/2021 12/16/2021 03/17/2022 12/14/2022 06/16/2023 06/16/2023 Vesting end 12/31/2023 03/18/2024 12/16/2024 03/17/2025 12/14/2025 12/31/2023 12/31/2025 Share price at target achievement $17.07 $20.02 $21.58 $20.43 $21.99 $19.24 $20.72 Expected volatility 29.25% 30.30% 31.29% 31.54% 32.14% 27.09% 26.58% Risk-free interest rate 0.19% 0.33% 0.92% 2.13% 3.84% 5.2% 4.38% Simulated Monte Carlo share price $15.59 $18.82 $21.48 $21.75 $26.00 $13.18 $20.24 Shares granted 3,628 10,905 3,536 13,338 4,613 33,035 28,545 Total fair value of award $57 $205 $76 $290 $120 $435 $578 The unamortized cost associated with unvested stock grants and the weighted-average period over which it is expected to be recognized as of December 31, 2023 was $2,864,000 and 23 months, respectively. The fair value of restricted stock with time-based vesting features is based upon the Company’s share price on the date of grant and is expensed over the service period. Fair value of performance grants that cliff vest based on the achievement of performance conditions is based on the share price of the Company’s stock on the day of grant and is expensed over the performance period if it is probable that the award will vest. This fair value is expensed over the service period applicable to these grants. For performance grants that contain a range of shares from zero to maximum, the Company determines, based on historic and projected results, the probability of (1) achieving the performance objective, and (2) the level of achievement. Based on this information, the Company determines the number of awards probable of vesting and expenses the grant date fair value of such awards over the service period related to these grants. Because the ultimate vesting of all performance grants is tied to the achievement of a performance condition, the Company estimates whether the performance condition will be met and over what period of time. Ultimately, the Company adjusts compensation cost according to the actual outcome of the performance condition. Under the Non-Employee Director Stock Incentive Plan, or NDSI Plan, each non-employee director, during the years presented, received his or her annual compensation in stock. The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan ($ in thousands): December 31, 2023 December 31, 2022 December 31, 2021 Expensed $ 2,731 $ 2,281 $ 3,742 Capitalized 482 335 460 3,213 2,616 4,202 NDSI Plan 521 596 529 $ 3,734 $ 3,212 $ 4,731 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company accounts for income taxes using ASC 740, “Income Taxes,” which is an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized differently in the financial statements and the tax returns. The provision for income taxes consists of the following at December 31: ($ in thousands) 2023 2022 2021 Total provision (benefit): $ 2,323 $ 7,393 $ 3,821 Federal: Current 1,371 3,330 1,960 Deferred 353 1,718 620 1,724 5,048 2,580 State: Current 584 2,044 937 Deferred 15 301 304 599 2,345 1,241 $ 2,323 $ 7,393 $ 3,821 In 2023, the Company’s effective tax rate varies from the statutory federal rate primarily due to permanent differences related to Section 162(m) limitations, state taxes and excess stock compensation expense. The Section 162(m) compensation deduction limitations occurred as a result of changes in tax law arising from the 2017 Tax Cuts and Jobs Act, which first impacted the Company in 2020. A reconciliation of the provision for income taxes, with the amount computed by applying the statutory Federal income tax rate of 21% in 2023, 2022 and 2021, is as follows for the years ended December 31: ($ in thousands) 2023 2022 2021 Income tax at statutory rate $ 1,195 $ 4,869 $ 1,924 State income taxes, net of Federal benefit 578 1,851 802 Excess stock compensation (benefit) expense (501) (147) 34 Non-deductible compensation 1,302 1,008 539 Oil and mineral depletion (130) (147) (108) Permanent differences 9 10 26 Stock compensation true-up — — 641 Other (130) (51) (37) Provision for income taxes $ 2,323 $ 7,393 $ 3,821 Effective tax rate 41.6 % 31.9 % 41.7 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows at December 31: ($ in thousands) 2023 2022 Deferred income tax assets: Accrued expenses $ 293 $ 333 Deferred revenues 563 447 Capitalization of costs 1,218 1,280 Pension adjustment 1,921 1,940 Stock grant expense 1,048 1,364 State deferred taxes 355 555 Book deferred gains 2,127 2,127 Joint venture allocations 552 566 Provision for additional capitalized costs 699 699 Interest rate swap 1,444 335 Other 81 136 Total deferred income tax assets $ 10,301 $ 9,782 Deferred income tax liabilities: Deferred gains $ 1,753 $ 1,753 Depreciation 4,766 4,492 Cost of sales allocations 872 872 Joint venture allocations 7,272 6,900 Capitalized stock compensation 1,202 1,058 Straight line rent 296 348 Prepaid expenses 369 318 State deferred taxes 96 96 Interest rate swap 1,444 762 Other 500 363 Total deferred income tax liabilities $ 18,570 $ 16,962 Net deferred income tax (liability) $ (8,269) $ (7,180) Allowance for deferred tax assets — — Net deferred taxes $ (8,269) $ (7,180) Due to the nature of the Company's deferred tax assets, the Company believes they will be used through operations in future years and a valuation allowance is not necessary. The Company made $2,564,000 in estimated tax payments in 2023 and $8,237,000 in 2022. The Company received tax refunds of $0 and $1,410,000 in 2023 and 2022, respectively. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The Company is a lessor of certain property pursuant to various lease agreements having terms ranging up to 30 years. The Company generates rental income from right to use assets. The following is a summary of income from commercial rents included in commercial/industrial real estate revenues ($ in thousands) 2023 2022 2021 Base rent $ 7,419 $ 6,893 $ 6,672 Percentage rent $ 1,080 $ 918 $ 705 Future minimum rental income on commercial, communication and right-of-way non-cancelable leases as of December 31, 2023 ($ in thousands): 2024 2025 2026 2027 2028 Thereafter $ 7,193 $ 6,477 $ 5,874 $ 5,645 $ 5,297 $ 5,966 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Water Contracts The Company has secured water contracts that are encumbered by the Company's land. These water contracts require minimum annual payments, for which $13,107,000 is expected to be paid in 2024. For 2023, the Company has paid $10,704,000 for this water. These estimated water contract payments consist of SWP contracts with WRMWSD, TCWD, Tulare Lake Basin, Dudley-Ridge, and the Nickel water contract. The SWP contracts run through 2035 and the Nickel water contract runs through 2044, with an option to extend an additional 35 years. The Company's contractual obligation for future water payments was $287,986,000 as of December 31, 2023. Contracts The Company exited a consulting contract during the second quarter of 2014 related to the Grapevine Development, or Grapevine project, and is obligated to pay an earned incentive fee at the time of its successful receipt of litigated project entitlements and at a value measurement date five-years after litigated entitlements have been achieved for Grapevine. The final amount of the incentive fee will not be determined until the future payment dates. As of December 31, 2023, the Company believes the net savings resulting from exiting the contract during this future time period will more than offset the incentive payment costs. Community Facilities Districts The TRPFFA is a joint powers authority formed by Kern County and TCWD to finance public infrastructure within the Company’s Kern County developments. For the development of TRCC, TRPFFA has created two CFDs: the West CFD and the East CFD. The West CFD has placed liens on 420 acres of the Company’s land to secure payment of special taxes related to $19,540,000 of outstanding bond debt sold by TRPFFA for TRCC-West. The East CFD has placed liens on 1,931 acres of the Company’s land to secure payments of special taxes related to $72,055,000 of outstanding bond debt sold by TRPFFA for TRCC-East. At TRCC-West, the West CFD has no additional bond debt approved for issuance. At TRCC-East, the East CFD has approximately $44,035,000 of additional bond debt authorized by TRPFFA that can be sold in the future. In connection with the sale of the bonds, there is a standby letter of credit for $3,358,000 related to the issuance of East CFD bonds. The standby letter of credit is in place to provide additional credit enhancement and cover approximately two years of interest on the outstanding bonds. This letter of credit will not be drawn upon unless the Company, as the largest landowner in the CFD, fails to make its property tax payments. The Company believes that the letter of credit will never be drawn upon. The letter of credit is for two years and will be renewed in two-year intervals as necessary. The annual cost related to the letter of credit is approximately $67,000. As a landowner in each CFD, the Company is obligated to pay its share of the special taxes assessed each year. The secured lands include both the TRCC-West and TRCC-East developments. Proceeds from the sale of West CFD bonds went to reimburse the Company for public infrastructure costs related to the TRCC-West development. As of December 31, 2023 there were no additional improvement funds remaining from West CFD bonds. There are $9,763,557 of additional improvement funds remaining within the East CFD bonds for reimbursement of public infrastructure costs during future years. During fiscal 2023, the Company paid approximately $2,775,000 in special taxes. As development continues to occur at TRCC, new owners of land and new lease tenants, through triple net leases, will bear an increasing portion of the assessed special tax. This amount could change in the future based on the amount of bonds outstanding and the amount of taxes paid by others. The assessment of each individual property sold or leased is not determinable at this time, because it is based on the current tax rate and the assessed value of the property at the time of sale or on its assessed value at the time it is leased to a third-party. Accordingly, the Company is not required to recognize an obligation on December 31, 2023. Centennial On April 30, 2019, the Los Angeles County Board of Supervisors granted final entitlement approval for the Centennial project. On May 15, 2019, Climate Resolve filed an action in Los Angeles Superior Court (the Climate Resolve Action), pursuant to CEQA and the California Planning and Zoning Law, against the County of Los Angeles and the Los Angeles County Board of Supervisors (collectively, LA County) concerning LA County’s granting of approvals for the Centennial project, including certification of the final EIR and related findings (Centennial EIR); approval of associated general plan amendments; adoption of associated zoning; adoption of the Centennial Specific Plan; approval of a subdivision map for financing purposes; and adoption of a development agreement, among other approvals (collectively, the Centennial Approvals). Separately, on May 28, 2019, the CBD and the CNPS filed an action in Los Angeles County Superior Court (the CBD/CNPS Action) against LA County; like the Climate Resolve Action, the CBD/CNPS Action also challenges the Centennial Approvals. The Company, its wholly owned subsidiary Tejon Ranchcorp, and CFL are named as real parties-in-interest in both the Climate Resolve Action and the CBD/CNPS Action. The Climate Resolve Action and the CBD/CNPS Action collectively allege that LA County failed to properly follow the procedures and requirements of CEQA and the California Planning and Zoning Law. The Climate Resolve Action and the CBD/CNPS Action have been deemed “related” and, while not consolidated under court rules or the rules of civil procedure, the Los Angeles Superior Court judge (or Court) trying both cases determined during early trial management conferences to hold one set of hearings and issue one ruling on the matters as part of the adjudication. The Climate Resolve Action and CBD/CNPS Action seek to invalidate the Centennial Approvals and require LA County to revise the environmental documentation related to the Centennial project. The Court held three hearings for the CBD/CNPS Action and Climate Resolve Action on September 30, 2020, November 13, 2020, and January 8, 2021. On April 5, 2021, the Court issued its decision denying the petition for writ of mandate by CBD/CNPS and granting the petition for writ of mandate filed by Climate Resolve. In granting Climate Resolve’s petition, the Court found three specific areas where the EIR for the project was lacking. The Court ruled that California’s Cap-and-Trade Program cannot be used as a compliance pathway for mitigating GHG impacts for the project and therefore further ruled that additional analysis will be required related to all feasible mitigation of GHG impacts. The Court also found that the EIR must provide additional analysis and explanation of how wildland fire risk on lands outside of the project site, posed by on-site ignition sources, is mitigated to less than significant. On April 19, 2021, CBD filed a motion for reconsideration with the Court on the denial of their petition for writ of mandate to be granted prevailing party status in the Climate Resolve Action (“Motion for Reconsideration”). The hearing on the Motion for Reconsideration, originally scheduled for August 13, 2021 was rescheduled to December 1, 2021 and further rescheduled as noted below. On November 30, 2021, the Company, together with Ranchcorp and CFL, entered into a Settlement Agreement with Climate Resolve. Pursuant to the Settlement Agreement, the Company has agreed: (1) to make Centennial a net zero GHG emissions project through various on-site and off-site measures including, but not limited to, installing electric vehicle chargers and establishing and funding incentive programs for the purchase of electric vehicles; (2) to fund certain on-site and off-site fire protection and prevention measures; and (3) to provide annual public reports and create an organization to monitor progress towards these commitments. The foregoing is only a summary of the material terms of the Settlement Agreement and does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the Settlement Agreement. In exchange, Climate Resolve filed a request for dismissal of the Climate Resolve Action with prejudice from the Court. On December 3, 2021, the Court granted and entered Climate Resolve’s dismissal with prejudice concluding the Climate Resolve Action. On December 1, 2021, the Court continued CBD/CNPS Motion for Reconsideration to January 14, 2022, directing CBD/CNPS to evaluate the Settlement Agreement reached in the Climate Resolve Action to address issues surrounding remedies should CBD be granted prevailing party status in the Climate Resolve Action, and to evaluate the potential to settle or otherwise address CBD’s objections to the Centennial project. To that end, the Company met and conferred twice on January 4, 2022 and January 20, 2022. On January 14, 2022, the Court heard CBD/CNPS' Motion for Reconsideration and issued its decision granting CBD/CNPS prevailing party status in the Climate Resolve Action. The Court set a tentative hearing date of February 25, 2022 concerning the entry of final judgment and awarding of appropriate remedies, which was continued several times in 2022 either on the Court's own motion or at the request of the parties and was ultimately set for hearing on October 26, 2022. At the October 26th hearing, the Court agreed to: (a) hear the Company’s Motion for Reconsideration as to the successful challenges Climate Resolve prevailed upon within the Climate Resolve Action and ordered the Parties to appear on December 14, 2022 to hear the Company’s Motion for Reconsideration and (b) rule on the entry of final judgment and setting of remedies at a February 17, 2023 hearing date. At the December 14, 2022 hearing, the Court denied the Company’s Motion for Reconsideration (finding that the Company’s motion failed to support the statutory elements necessary to prevail on such motion). At the February 17, 2023 hearing, the Court took into submission the Parties’ legal briefs and oral arguments. On March 22, 2023, the Court decided in favor of CBD/CNPS when the Judge signed CBD/CNPS’s proposed form of judgment, which included a full rescission of the Centennial project approvals previously issued by Los Angeles County. On May 26, 2023, the Company filed a Notice of Appeal with the Superior Court, thereby appealing the Superior Court’s decision to the Second District of the California Court of Appeal. On June 27, 2023, CBD/CNPS cross-appealed the Superior Court’s ruling. During the appeal process the Superior Court’s order of the rescission of project approvals have been placed on hold. As the Company’s options to reinstate the project approvals remain pending, the monetary value of any adverse decision, if any, cannot be estimated at this time. Proceedings Incidental to Business From time to time, the Company is involved in other proceedings incidental to its business, including actions relating to employee claims, real estate disputes, contractor disputes and grievance hearings before labor regulatory agencies. The outcome of these other proceedings is not predictable. However, based on current circumstances, the Company believes that the ultimate resolution of these other proceedings will not have a material adverse effect on the Company's financial position, results of operations or cash flows either individually or in the aggregate. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLANS | RETIREMENT PLANS The Company sponsors a defined benefit retirement plan, or Benefit Plan, that covers eligible employees hired prior to February 1, 2007. The benefits are based on years of service and the employee’s five-year final average salary. The accounting for the defined benefit plan requires the use of assumptions and estimates in order to calculate periodic benefit cost and the value of the plan's assets and benefit obligation. These assumptions include discount rates, investment returns, and projected salary increases, amongst others. The discount rates used in valuing the plan's benefits obligations were determined with reference to high quality corporate and government bonds that are appropriately matched to the duration of the plan's obligation. Contributions are intended to provide for benefits attributable to service both to date and expected to be provided in the future. The Company funds the plan in accordance with the Employee Retirement Income Security Act of 1974, or ERISA. The Company in April 2017 froze the Benefit Plan as it relates to future benefit accruals for participants. The following table sets forth changes in the plan's net benefit obligation and accumulated benefit information as of December 31: ($ in thousands) 2023 2022 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 8,487 $ 11,310 Interest cost 416 312 Actuarial (gain)/loss assumption changes 168 (2,780) Benefits paid (303) (355) Benefit obligation and accumulated benefit obligation at end of year $ 8,768 $ 8,487 Change in Plan Assets Fair value of plan assets at beginning of year $ 8,449 $ 11,125 Actual return on plan assets 752 (2,486) Employer contribution 165 165 Benefits/expenses paid (303) (355) Fair value of plan assets at end of year $ 9,063 $ 8,449 Funded status - asset (liability) $ 295 $ (38) Amounts recorded in equity Net actuarial loss $ 2,355 $ 2,588 Total amount recorded $ 2,355 $ 2,588 Amount recorded, net of taxes $ 1,696 $ 1,864 Other changes in plan assets and benefit obligations recognized in other comprehensive income include the following as of December 31: ($ in thousands) 2023 2022 Net (gain) loss $ (166) $ 259 Recognition of net actuarial loss (67) (47) Total changes (233) 212 Changes, net of taxes $ (168) $ 154 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Expected return on plan assets $ 448 Interest cost (416) Amortization of net gain/(loss) (57) Net periodic pension benefit/(cost) $ (25) At December 31, 2023, the Company had a long-term pension asset. At December 31, 2022, the Company had a long-term pension liability. For 2024, the Company is estimating that contributions to the pension plan will be approximately $165,000. Based on actuarial estimates, it is expected that annual benefit payments from the pension trust will be as follows: 2024 2025 2026 2027 2028 Thereafter $ 374 $ 472 $ 503 $ 501 $ 495 $ 2,851 The Benefit Plan’s current investment policy has an investment strategy in which the primary focus is to minimize the volatility of the funding ratio. This objective will result in a prescribed asset mix between "return seeking" assets (e.g. stocks) and a bond portfolio (e.g., long duration bonds) according to a pre-determined customized investment strategy based on the Plan's Funded Status as the primary input. This path will be used as a reference point as to the mix of assets, which by design will de-emphasize the return seeking portion as funded status improves. At December 31, 2023, the investment mix was approximately 99% debt and 1% money market funds. At December 31, 2022, the investment mix was approximately 21% equity, 78% debt and 1% money market funds. Equity investments consist of a combination of individual equity securities plus value funds, growth funds, large cap funds and international stock funds. Debt investments consist of U.S. Treasury securities and investment grade corporate debt. The weighted-average discount rate used in determining the periodic pension cost is 4.85% in 2023 and 5.00% in 2022. The expected long-term rate of return on plan assets is 5.00% in 2023 and 5.00% in 2022. The long-term rate of return on plan assets is based on the historical returns within the plan and expectations for future returns. See the following table for fair value hierarchy by investment type at December 31: ($ in thousands) Fair Value Hierarchy 2023 2022 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 91 $ 113 Collective Funds Level 2 8,972 8,336 Fair value of plan assets $ 9,063 $ 8,449 Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Cost components: Interest cost $ (416) $ (312) $ (291) Expected return on plan assets 418 553 752 Net amortization and deferral (67) (47) (74) Total net periodic pension earnings/(cost) $ (65) $ 194 $ 387 The Company has a Supplemental Executive Retirement Plan, or SERP, to restore to executives designated by the Compensation Committee of the Board of Directors the full benefits under the pension plan that would otherwise be restricted by certain limitations now imposed under the Internal Revenue Code. The SERP is currently unfunded. The Company in April 2017 froze the SERP plan as it relates to the accrual of additional benefits. The following SERP benefit information is as of December 31: ($ in thousands) 2023 2022 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 6,186 $ 7,847 Interest cost 290 182 Actuarial gain/assumption changes 168 (1,315) Benefits paid (520) (528) Benefit obligation and accumulated benefit obligation at end of year 6,124 6,186 Funded status - liability $ (6,124) $ (6,186) ($ in thousands) 2023 2022 Amounts recorded in stockholders’ equity Net actuarial loss $ 1,390 $ 1,263 Total amount recorded $ 1,390 $ 1,263 Amount recorded, net of taxes $ 1,001 $ 910 Other changes in benefit obligations recognized in other comprehensive income for 2023 and 2022 included the following components: ($ in thousands) 2023 2022 Net loss (gain) $ 167 $ (1,315) Recognition of net actuarial loss (40) (115) Total changes $ 127 $ (1,430) Changes, net of taxes $ 91 $ (1,029) The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Interest cost $ (276) Amortization of net gain (54) Net periodic pension earnings/(cost) $ (330) Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2024 2025 2026 2027 2028 Thereafter $ 498 $ 573 $ 565 $ 555 $ 544 $ 2,500 The weighted-average discount rate used in determining the actuarial present value of projected benefits obligation was 4.70% for 2023 and 4.90% for 2022. Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Cost components: Interest cost $ (291) $ (182) $ (163) Net amortization and other (40) (114) (125) Total net periodic pension cost $ (331) $ (296) $ (288) |
REPORTING SEGMENTS AND RELATED
REPORTING SEGMENTS AND RELATED INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
REPORTING SEGMENTS AND RELATED INFORMATION | REPORTING SEGMENTS AND RELATED INFORMATION The Company currently operates five reporting segments: commercial/industrial real estate development, resort/residential real estate development, mineral resources, farming, and ranch operations. For further details of the revenue components within each reporting segment, see Results of Operations by Segment in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations". Information pertaining to operating results of the Company's reporting segments are as follows for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Revenues Real estate—commercial/industrial $ 11,758 $ 40,515 $ 19,476 Mineral resources 14,524 21,595 20,987 Farming 13,950 13,001 11,039 Ranch operations 4,507 4,106 4,111 Segment revenues 44,739 79,217 55,613 Equity in unconsolidated joint ventures, net 6,868 7,752 9,202 Investment income 2,557 634 57 Total revenues and other income 54,164 87,603 64,872 Segment Profits (Losses) Real estate—commercial/industrial 3,705 24,159 7,523 Real estate—resort/residential (1,528) (1,629) (1,723) Mineral resources 5,839 8,626 7,428 Farming (1,307) (6,810) (3,077) Ranch operations (536) (918) (568) Segment profits (1) 6,173 23,428 9,583 Equity in earnings of unconsolidated joint ventures, net 6,868 7,752 9,202 Investment income 2,557 634 57 Other (expense) income (138) 1,088 164 Corporate expenses (9,872) (9,699) (9,843) Income from operations before income taxes $ 5,588 $ 23,203 $ 9,163 (1) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. Real Estate - Commercial/Industrial Commercial revenue consists of land and building leases to tenants at the Company's commercial retail and industrial developments, base and percentage rents from the PEF power plant lease, communication tower rents, land sales, and payments from easement leases. In 2023, the Company did not have any land sales. In 2022, this operating segment had the following land sales: • The first sale comprised of a 27.88-acre land parcel contributed with a fair value of $8,501,000 to TRC-MRC 5, LLC. The Company recognized revenues of $5,489,000 and deferred profit of $3,012,000 after applying the five-step revenue recognition model in accordance with ASC Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. • 58.0 acres of industrial land located at TRCC East to Nestlé for $22,000,000. The Company recognized land sales revenue of $19,627,000 and deferred revenues of $2,373,000 attributable to a performance obligation within the contract after applying the five-step revenue recognition model in accordance with ASC Topic 606 - Revenue From Contracts With Customers. • 12.3 acres of industrial land located at TRCC West to a third party for $4,680,000. In 2021, the Company sold 17.1 acres of land to a third party for $4,655,000. The Company recognized land sales revenue of $4,355,000 and deferred $300,000 attributable to a performance obligation within the contract after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 - Revenue From Contracts With Customers. The following table summarizes revenues, expenses and operating income from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Commercial revenues $ 11,758 $ 40,515 $ 19,476 Equity in earnings of unconsolidated joint ventures 6,868 7,752 9,202 Commercial revenues and equity in earnings of unconsolidated joint ventures $ 18,626 $ 48,267 $ 28,678 Commercial expenses 8,053 16,356 11,953 Operating results from commercial and unconsolidated joint ventures $ 10,573 $ 31,911 $ 16,725 Real Estate - Resort/Residential The resort/residential real estate development segment is actively involved in the land entitlement and development process internally and through joint venture entities. The segment produced losses of $1,528,000, $1,629,000, and $1,723,000 during the years ended December 31, 2023, 2022, and 2021, respectively. Mineral Resources The mineral resources segment receives oil and mineral royalties from the exploration and development companies that extract or mine the natural resources from the Company's land along with revenue from water sales. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Mineral resources revenues $ 14,524 $ 21,595 $ 20,987 Mineral resources expenses 8,685 12,969 13,559 Operating results from mineral resources $ 5,839 $ 8,626 $ 7,428 Farming The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Farming revenues $ 13,950 $ 13,001 $ 11,039 Farming expenses 15,257 19,811 14,116 Operating results from farming $ (1,307) $ (6,810) $ (3,077) Ranch Operations Ranch operations consists of game management revenues and ancillary land uses, such as grazing leases and filming. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Ranch operations revenues $ 4,507 $ 4,106 $ 4,111 Ranch operations expenses 5,043 5,024 4,679 Operating results from ranch operations $ (536) $ (918) $ (568) Information pertaining to assets of the Company’s reporting segments is as follows for each of the years ended December 31: ($ in thousands) Identifiable Depreciation and Amortization Capital 2023 Real estate - commercial/industrial $ 73,105 $ 468 $ 7,815 Real estate - resort/residential 321,216 42 7,888 Mineral resources 52,068 1,374 — Farming 52,094 2,097 4,870 Ranch operations 2,072 390 464 Corporate 76,968 435 291 Total $ 577,523 $ 4,806 $ 21,328 2022 Real estate - commercial/industrial $ 74,292 $ 455 $ 8,933 Real estate - resort/residential 312,956 30 7,253 Mineral resources 48,780 1,366 — Farming 45,814 1,937 5,915 Ranch operations 1,945 439 305 Corporate 83,004 401 196 Total $ 566,791 $ 4,628 $ 22,602 2021 Real estate - commercial/industrial $ 82,397 $ 463 $ 4,906 Real estate - resort/residential 305,818 31 8,064 Mineral resources 52,440 1,368 — Farming 47,160 1,789 7,416 Ranch operations 2,079 455 306 Corporate 56,142 488 187 Total $ 546,036 $ 4,594 $ 20,879 |
INVESTMENT IN UNCONSOLIDATED AN
INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES | 12 Months Ended |
Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES | INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES The Company maintains investments in joint ventures. The Company accounts for its investments in unconsolidated joint ventures using the equity method of accounting, unless the venture is a variable interest entity, or VIE, and meets the requirements for consolidation. The Company’s investment in its unconsolidated joint ventures at December 31, 2023 was $33,648,000. The equity in the income of the unconsolidated joint ventures was $6,868,000 for the twelve months ended December 31, 2023. The unconsolidated joint ventures have not been consolidated as of December 31, 2023, because the Company does not control the investments. The Company’s current joint ventures are as follows: • Petro Travel Plaza Holdings LLC – TA/Petro is an unconsolidated joint venture with TravelCenters of America Inc. for the development and management of travel plazas and convenience stores. The Company has 50% voting rights and shares 60% of profit and losses in this joint venture. It houses multiple commercial eating establishments, as well as diesel and gasoline operations in TRCC. The Company does not control the investment due to it having only 50% voting rights, and because the partner in the joint venture is the managing partner and performs all of the day-to-day operations and has significant decision-making authority regarding key business components, such as fuel inventory and pricing at the facility. At December 31, 2023, the Company had an equity investment balance of $19,370,000 in this joint venture. • Majestic Realty Co. – Majestic Realty Co., or Majestic, is a privately-held developer and owner of master planned business parks in the United States. The Company partnered with Majestic to form five active 50/50 joint ventures to acquire, develop, manage, and operate industrial real estate at TRCC. The partners have equal voting rights and equally share in the profit and loss of the joint venture. The Company and Majestic guarantee the performance of all outstanding debt. At December 31, 2023, the Company's investment in these joint ventures was $4,335,000. ◦ On March 29, 2022, TRC-MRC 5 LLC was formed to pursue the development, construction, lease-up, and management of an approximately 446,400 square foot industrial building located within TRCC-East. The construction was financed by a $49,226,000 construction loan that had an outstanding balance of $35,138,000 as of December 31, 2023. The construction loan is individually and collectively guaranteed by the Company and Majestic. In December 2022, the Company contributed land with a fair value of $8,501,000 to TRC-MRC5, LLC. The total cost of the land was $2,477,000. The Company recognized profit of $3,012,000 and deferred profit of $3,012,000 after applying the five-step revenue recognition model in accordance with ASC Topic 606 - Revenue From Contracts With Customers and ASC Topic 323, Investments - Equity Method and Joint Ventures. The construction of the building was completed in the fourth quarter of 2023. The joint venture has leased 100% of the rentable space. ◦ On March 25, 2021, TRC-MRC 4 LLC was formed to pursue the development, construction, lease-up, and management of a 629,274 square foot industrial building located within TRCC-East. The construction of the building was completed in 2022, and the joint venture has leased 100% of the rentable space. The joint venture refinanced its construction loan in March 2023 with a promissory note. The note matures on March 1, 2033, and had an outstanding balance of $61,776,000 as of December 31, 2023. In June 2021, the Company contributed land with a fair value of $8,464,000 to TRC-MRC 4, LLC. The total cost of the land was $2,895,000. The Company recognized profit of $2,785,000 and deferred profit of $2,785,000. Since its inception, the Company has received excess distributions resulting in a deficit balance in its investment of $6,082,000. In accordance with the applicable accounting guidance, the Company reclassified excess distributions to Other Liabilities within the Consolidated Balance Sheets. The Company expects to continue to record equity in earnings as a debit to the investment account and if it were to become positive, the Company would reclassify the liability to an asset. If it becomes obvious that any excess distribution may not be returned (upon joint venture liquidation or otherwise), the Company will immediately recognize the liability as income. ◦ In November 2018, TRC-MRC 3, LLC was formed to pursue the development, construction, leasing, and management of a 579,040 square foot industrial building on the Company's property at TRCC-East. TRC-MRC 3, LLC qualified as a VIE from inception, but the Company is not the primary beneficiary therefore does not consolidate TRC-MRC 3, LLC in its financial statements. The construction of the building was completed in 2019, and the joint venture has leased 100% of the rentable space to two tenants. In March 2019, the joint venture entered into a promissory note, with a financial institution to finance the construction of the building. The note matures on May 1, 2030 and had an outstanding principal balance of $33,627,000 as of December 31, 2023. On April 1, 2019, the Company contributed land with a fair value of $5,854,000 to TRC-MRC 3, LLC in accordance with the limited liability agreement. The Company's investment in this joint venture was $141,000 as of December 31, 2023. ◦ In August 2016, the Company partnered with Majestic to form TRC-MRC 2, LLC to acquire, lease, and maintain a fully occupied warehouse at TRCC-West. The partnership acquired the 651,909 square foot building for $24,773,000 and was largely financed through a promissory note. The promissory note was refinanced on June 1, 2018 with a $25,240,000 promissory note. The note matures on July 1, 2028, and has an outstanding principal balance of $21,939,000 as of December 31, 2023. Since inception, the Company has received excess distributions resulting in a deficit balance of $1,562,000. In accordance with the applicable accounting guidance, the Company reclassified excess distributions to Other Liabilities within the Consolidated Balance Sheets. The Company will continue to record its equity in the net income as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on the consolidated balance sheet. If it becomes obvious that any excess distribution may not be returned (upon joint venture liquidation or otherwise), the Company will recognize any balance classified as a liability as income. ◦ In September 2016, TRC-MRC 1, LLC was formed to develop and operate an approximately 480,480 square foot industrial building at TRCC-East. The joint venture completed construction in 2017. Since inception of the joint venture, the Company has received excess distributions resulting in a deficit balance of $1,431,000. In accordance with the applicable accounting guidance, the Company reclassified excess distributions to Other Liabilities within the Consolidated Balance Sheets. The Company will continue to record its equity in the net income as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on the consolidated balance sheet. If it becomes obvious that any excess distribution may not be returned (upon joint venture liquidation or otherwise), the Company will recognize any balance classified as a liability as income. The joint venture refinanced its construction loan in December 2018 with a mortgage loan. The original principal balance of the mortgage loan was $25,030,000, of which $22,144,000 was outstanding at December 31, 2023. • TRCC/Rock Outlet Center LLC – This joint venture was formed in 2013 with Rockefeller Group Development Corporation, or Rockefeller. to develop, own, and manage a net leasable 326,000 square foot outlet center on land at TRCC-East. At December 31, 2023, the Company’s equity investment balance in this joint venture was $9,943,000. The Company controls 50% of the voting interests of TRCC/Rock Outlet Center LLC; thus, it does not control by voting interest alone. The Company is the named managing member. The managing member's responsibilities relate to the routine day-to-day activities of TRCC/Rock Outlet Center LLC. However, all operating decisions during the development period and ongoing operations, including the setting and monitoring of the budget, leasing, marketing, financing and selection of the contractor for any construction, are jointly made by both members of the joint venture. Therefore, the Company concluded that both members have significant participating rights that are sufficient to overcome the presumption of the Company controlling the joint venture through it being named the managing member. Therefore, the investment in TRCC/Rock Outlet Center LLC is being accounted for under the equity method. On August 16, 2023, the TRCC/Rock Outlet Center LLC joint venture successfully extended the maturity date of its term note with a financial institution to June 30, 2025. In connection with the loan extension, the joint venture also reduced the outstanding amount by $6,000,000. As of December 31, 2023, the outstanding balance of the term note was $20,850,000. The Company and Rockefeller guarantee the performance of the debt. • Centennial Founders, LLC – CFL is a joint venture with TRI Pointe Homes to pursue the entitlement and development of land that the Company owns in Los Angeles County. At December 31, 2023, the Company owned 93.46% of CFL. The Company’s investment balance in each of its unconsolidated joint ventures differs from its capital accounts in the respective joint ventures. The variance represents the difference between the cost basis of assets contributed by the Company and the agreed upon fair value of those assets. Condensed balance sheet information and statement of operations of the Company’s unconsolidated joint ventures are as follows: Balance Sheet Information as of December 31: Joint Venture TRC Assets Borrowings Equity (Deficit) Investment In 2023 2022 2023 2022 2023 2022 2023 2022 Petro Travel Plaza Holdings LLC $ 72,633 $ 84,225 $ (12,556) $ (13,318) $ 52,950 $ 63,069 $ 19,370 $ 25,441 TRCC/Rock Outlet Center, LLC 58,040 59,196 (20,850) (27,707) 35,535 30,684 9,943 7,279 TRC-MRC 1, LLC 25,224 24,085 (22,144) (22,787) 1,684 1,042 — — TRC-MRC 2, LLC 18,882 18,398 (21,939) (22,612) (2,597) (3,939) — — TRC-MRC 3, LLC 35,467 36,608 (33,627) (34,494) 2,087 2,690 141 386 TRC-MRC 4, LLC 49,964 50,497 (61,776) (40,130) (12,192) 8,974 — 4,485 TRC-MRC 5, LLC 49,687 8,602 (35,138) — 8,390 — 4,194 4,300 Total $ 309,897 $ 281,611 $ (208,030) $ (161,048) $ 85,857 $ 102,520 $ 33,648 $ 41,891 Centennial Founders, LLC $ 104,979 $ 102,984 $ — $ — $ 104,753 $ 102,689 Consolidated Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings (Loss) Equity in Earnings (Loss) 2023 2022 2021 2023 2022 2021 2023 2022 2021 Petro Travel Plaza Holdings LLC $ 162,614 $ 182,335 $ 137,090 $ 10,481 $ 14,210 $ 8,262 $ 6,288 $ 8,526 $ 4,957 18-19 West, LLC — — 15,472 — (63) 10,411 — (31) 5,206 TRCC/Rock Outlet Center, LLC 1 6,391 6,065 5,642 (3,571) (3,139) (2,885) (1,786) (1,569) (1,443) TRC-MRC 1, LLC 4,346 3,269 3,237 1,192 43 (15) 596 21 (7) TRC-MRC 2, LLC 5,860 4,085 4,024 2,772 1,384 1,268 1,386 692 634 TRC-MRC 3 LLC 4,323 4,125 3,729 645 594 (288) 323 297 (144) TRC-MRC 4, LLC 7,281 595 — 332 (367) (1) 166 (184) (1) TRC-MRC 5, LLC — — — (210) — — (105) — — $ 190,815 $ 200,474 $ 169,194 $ 11,641 $ 12,662 $ 16,752 $ 6,868 $ 7,752 $ 9,202 Centennial Founders, LLC $ 267 $ 594 $ 409 $ (6) $ 28 $ (80) Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.3 million, $1.2 million and $1.2 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS TCWD is a not-for-profit governmental entity, organized on December 28, 1965, pursuant to Division 13 of the Water Code, State of California. TCWD is a landowner voting district, which requires an elector, or voter, to be an owner of land located within the district. TCWD was organized to provide the water needs for future municipal and industrial development. The Company is the largest landowner and taxpayer within TCWD. The Company has a water service contract with TCWD that entitles it to receive all of TCWD’s State Water Project entitlement and all of TCWD’s banked water. TCWD is also entitled to make assessments of all taxpayers within the district, to the extent funds are required to cover expenses and to charge water users within the district for the use of water. From time to time, the Company transacts with TCWD in the ordinary course of business. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, and the accounts of all subsidiaries and investments in which a controlling interest is held by the Company. All intercompany transactions have been eliminated in consolidation. The Company has evaluated subsequent events through the date of issuance of the consolidated financial statements. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The carrying amount for cash equivalents approximates fair value. |
Marketable Securities | Marketable Securities The Company considers those investments not qualifying as cash equivalents, but which are readily marketable, to be marketable securities. The Company's investment portfolio is comprised of fixed income debt securities, which are classified as current assets on the consolidated balance sheets. The Company classifies all marketable securities as available-for-sale. These are stated at fair value with the unrealized gains (losses), net of tax, reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of changes in equity. |
Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures For joint ventures that the Company does not control, but over which it exercises significant influence, the Company uses the equity method of accounting. The Company's judgment with regard to its level of influence or control of an entity involves consideration of various factors, including the form of its ownership interest; its representation in the entity's governance; its ability to participate in policy-making decisions; and the rights of other investors to participate in the decision-making process, to replace the Company as manager, and/or to liquidate the venture. These ventures are recorded at cost and adjusted for equity in earnings (losses), contributions and distributions. Any difference between the carrying amount of these investments on the Company’s balance sheet and the underlying equity in net assets on the joint venture’s balance sheet is adjusted as the related underlying assets are depreciated, amortized, or sold. When the Company contributes land to a joint venture, it records the investment in the venture at fair value, regardless of whether the other investors in the venture contribute cash or property. The Company generally allocates income and loss from an unconsolidated joint venture based on the venture's distribution priorities, which may be different from its stated ownership percentage. The Company evaluates the recoverability of its investments in unconsolidated joint ventures in accordance with accounting standards for equity investments by first reviewing each investment for any indicators of impairment. If indicators are present, the Company estimates the fair value of the investment. If the carrying value of the investment is greater than the estimated fair value, management makes an assessment of whether the impairment is “temporary” or “other-than-temporary.” In making this assessment, management considers the following: (1) the length of time and the extent to which fair value has been less than cost, (2) the financial condition and near-term prospects of the entity, and (3) the Company’s intent and ability to retain its interest long enough for a recovery in market value. If management concludes that the impairment is "other than temporary," the Company reduces the investment to its estimated fair value. |
Fair Values of Financial Instruments | Fair Values of Financial Instruments The Company follows the Financial Accounting Standards Board's authoritative guidance for fair value measurements of certain financial instruments. The guidance defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Fair value is defined as the exchange (exit) price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This guidance establishes a three-level hierarchy for fair value measurements based upon the inputs to the valuation of an asset or liability. Observable inputs are those which can be easily seen by market participants, while unobservable inputs are generally developed internally, utilizing management’s estimates and assumptions: • Level 1 – Valuation is based on quoted prices in active markets for identical assets and liabilities. • Level 2 – Valuation is determined from quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar instruments in markets that are not active, or by model-based techniques in which all significant inputs are observable in the market. • Level 3 – Valuation is derived from model-based techniques in which at least one significant input is unobservable and based on the Company's own estimates about the assumptions that market participants would use to value the asset or liability. |
Interest Rate Swap Agreements | Interest Rate Swap Agreements On June 30, 2022, the Company entered into a variable rate term note, or New Term Note, with Bank of America, N.A. and on the same day, the Company entered into a new interest rate swap agreement to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the New Term Note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated its interest rate swap agreement with Bank of America, N.A., and received a $3,715,000 cash termination fee from Bank of America, N.A. See Note 8 (Line of Credit and Long-Term Debt) and Note 10 (Interest Rate Swap) of the Notes to Consolidated Financial Statements for further detail regarding this interest rate swap related to the Company's Credit Facility. The Company believes it is prudent at times to limit the variability of floating-rate interest payments and in the past has entered into interest rate swaps to manage those fluctuations. The Company recognizes interest rate swap agreements as either an asset or liability on the balance sheet at fair value. The accounting for changes in fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the hedging instrument, based on the hedged exposure, as a fair value hedge, a cash flow hedge, or a hedge of a net investment in a foreign operation. The interest rate swap agreement was considered a cash flow hedge because it was designed to match the terms of the Term Loan with Bank of America, N.A., as a hedge of the exposure to variability in expected future cash flows. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the earnings effect of the hedged transactions in a cash flow hedge. This interest rate swap agreement will be evaluated based on whether it is deemed highly effective in reducing exposure to variable interest rates. The Company formally documents all relationships between interest rate swap agreements and hedged items, including the method for evaluating effectiveness and the risk strategy. The Company makes an assessment at the inception of each interest rate swap agreement and on a quarterly basis to determine whether these instruments are highly effective in offsetting changes in cash flows associated with the hedged items. If swaps qualify as highly effective, the changes in the fair values of the derivatives used as hedges would be reflected in accumulated other comprehensive income, or AOCI. Amounts classified in AOCI will be reclassified into earnings in the period during which the hedged transactions affect earnings. If swaps do not qualify as highly effective, the changes in fair values of derivatives used as hedges would be reflected in earnings. The fair value of each interest rate swap agreement is determined using widely accepted valuation techniques, including discounted cash flow analyses on the expected cash flows of each derivative. These analyses reflect the contractual terms of the derivatives, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities (also referred to as “significant other observable inputs”). The fair value of interest rate swap agreements is determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value calculation also includes an amount for risk of non-performance using “significant unobservable inputs,” such as estimates of current credit spreads to evaluate the likelihood of default, which the Company has determined to be insignificant to the overall fair value of its interest rate swap agreement. |
Variable Interest Entity | Variable Interest Entity The Company evaluates all of its interests in VIEs for consolidation. When the Company's interests are determined to be variable interests, the Company assesses whether the Company is deemed to be the primary beneficiary of the VIE. The primary beneficiary of a VIE is required to consolidate the VIE. A primary beneficiary is defined as the party that has both (i) the power to direct the activities of the VIE that most significantly impact its economic performance, and (ii) the obligation to absorb losses and the right to receive benefits from the VIE, which could potentially be significant. The Company considers its variable interests as well as any variable interests of related parties in making this determination. Where both of these factors are present, the Company is deemed to be the primary beneficiary and consolidates the VIE. Where either one of these factors is not present, the Company is not the primary beneficiary and does not consolidate the VIE. To assess whether the Company has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, the Company considers all facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes first, identifying the activities that most significantly impact the VIE’s economic performance; and second, identifying which party, if any, has power over those activities. In general, the parties that make the most significant decisions affecting the VIE or have the right to unilaterally remove those decision makers are deemed to have the power to direct the activities of a VIE. To assess whether the Company has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, the Company considers all economic interests, including debt and equity investments, servicing fees, and other arrangements deemed to be variable interests in the VIE. This assessment requires that the Company apply judgment in determining whether these interests, in the aggregate, are considered potentially significant to the VIE. Factors considered in assessing significance include: the design of the VIE, including its capitalization structure; subordination of interests; payment priority; relative share of interests held across various classes within the VIE’s capital structure; and the reasons why the interests are held by the Company. |
Credit Risk | Credit Risk The Company grants credit in the course of operations to co-ops, wineries, nut marketing companies, and lessees of the Company’s facilities. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. Commercial revenues are derived primarily from lease rental payments and operating expense reimbursements. If client tenants fail to make rental payments under their lease, the Company's financial condition, and cash flows could be adversely affected. The Company assesses the risk of loss on accounts receivable and adjusts the allowance for doubtful accounts based on this risk assessment. We do so by applying historical loss rates to our accounts receivable aging schedule to estimate expected credit losses. We further adjusted expected credit losses for specifically identified and forecasted credit losses. Accounts are written off when they are deemed to be no longer collectible. During the years ended December 31, 2023, 2022, and 2021, the Pastoria Energy Facility, L.L.C., or PEF power plant lease generated approximately 11%, 6%, and 8% of total revenues, respectively. The Company had no other customers accounting for 5% or more of total revenues from operations. The Company maintains its cash and cash equivalents in federally insured financial institutions. The account balances at these institutions periodically exceed FDIC insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant. |
Farm Inventories | Farm Inventories Costs of bringing crops to harvest are inventoried when incurred. Such costs are expensed when the crops are sold. Expenses are computed and recognized on an average cost per pound or per ton basis, as appropriate. Costs incurred during the current year related to the next year’s crop are inventoried and carried in inventory until the matching crop is harvested and sold. Farm inventories held for sale are valued at the lower of cost (first-in, first-out method) or market. |
Property and Equipment | Property and Equipment |
Long-Term Water Assets | Long-Term Water Assets Long-term purchased water contracts are in place with the Tulare Lake Basin Water Storage District and the Dudley-Ridge Water Storage District. These contracts provide the Company with the right to receive water over the term of the contracts that expire in 2035. The Company also purchased a contract that allows and requires it to purchase 6,693 acre-feet of water each year from the Nickel Family LLC. The initial term of this contract runs through 2044. The purchase price of these contracts is being amortized under the straight-line basis over their contractual lives. Water contracts with the Wheeler Ridge Maricopa Water Storage District and the Tejon-Castac Water District are also in place, but were entered into with each district at inception and not purchased later from third parties, and therefore do not have a related financial value on the books of the Company. As a result, there is no amortization expense related to these contracts. |
Vineyards and Orchards | Vineyards and Orchards Costs of planting and developing vineyards and orchards are capitalized until the crops become commercially productive. Interest costs and depreciation of irrigation systems and trellis installations during the development stage are also capitalized. Revenues from crops earned during the development stage are netted against development costs. Depreciation commences when the crops become commercially productive. |
Common Stock Options and Grants | Common Stock Options and Grants The Company accounts for stock incentive plans using the fair value method of accounting. The estimated fair value of the restricted stock grants and restricted stock units are expensed over the expected vesting period. For performance-based grants the Company makes estimates of the probable number of shares that will actually be granted based upon estimated ranges of success in meeting defined performance measures. An estimate for share forfeitures, based on historical forfeitures, are recorded on all grants. Periodically, the Company updates its estimates and reflects any changes to the estimate in the consolidated statements of operations. |
Long-Lived Assets | Long-Lived Assets On a quarterly basis, the Company reviews current activities and changes in the business conditions of all of its operating properties prior to and subsequent to the end of each quarter to determine the existence of any triggering events requiring an impairment analysis. If triggering events are identified, the Company reviews an estimate of the future undiscounted cash flows for the properties, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Long-lived assets to be held and used, including rental properties, construction in progress, or CIP, real estate held for development and intangibles, are individually evaluated for impairment when conditions exist that may indicate that the carrying amount of a long-lived asset may not be recoverable. The carrying amount of a long-lived asset to be held and used is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Impairment indicators or triggering events for long-lived assets to be held and used, including rental properties, CIP, real estate held for development, and intangibles, are assessed by project and include significant fluctuations in estimated net operating income, occupancy changes, significant near-term lease expirations, current and historical operating and/or cash flow losses, rental rates, and other market factors. The Company assesses the expected undiscounted cash flows based upon numerous factors, including, but not limited to, available market information, current and historical operating results, known trends, current market/economic conditions that may affect the property, and assumptions about the use of the asset, including, if necessary, a probability-weighted approach if multiple outcomes are under consideration. Upon determination that an impairment has occurred, a write-down is recognized to reduce the carrying amount to its estimated fair value. |
Revenue Recognition | Revenue Recognition The Company’s revenue is primarily derived from lease revenue from its rental portfolio, royalty revenue from mineral leases, sales of farm crops, sales of water, and land sales. The Company recognizes revenue by following the five-step model under ASC 606 to achieve the core principle that an entity recognizes revenue to depict the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The five-step model requires that the Company (i) identifies the contract with the customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocates the transaction price to the respective performance obligations in the contract, and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Sales of Real Estate The Company allocates the transaction price, on land sales with multiple performance obligations, to the performance obligations in proportion to their standalone selling prices (i.e., on a relative standalone selling price basis) and not total costs. Sales of Easements From time to time the Company sells easements over its land, and the easements are either in the form of rights of access granted for such things as utility corridors or are in the form of conservation easements that generally require the Company to divest its rights to commercially develop a portion of its land, but do not result in a change in ownership of the land or restrict the Company from continuing other revenue generating activities on the land. The Company recognizes easement sales revenue by following the five-step model under ASC 606. Allocation of Costs Related to Land Sales and Leases When the Company sells land within one of its real estate developments and has not completed all infrastructure development related to the total project, the Company estimates, at the time of sale, future costs of the development to determine the appropriate costs of sales for the sold land and the timing of recognition of the sale. In the calculation of cost of sales or allocations to leased land, the Company uses estimates and forecasts to determine total costs at completion of the development project. These estimates of final development costs can change as conditions in the market change and costs of construction change. Royalty Income Royalty revenues are contractually defined as to the percentage of royalty and are tied to production and market prices. The Company’s royalty arrangements generally require payment on a monthly basis with the payment based on the previous month’s activity. The Company accrues monthly royalty revenues based upon estimates and adjusts to actual as the Company receives payments. Rental Income Rental income from leases is recognized on a straight-line basis over the respective lease terms. The Company classifies amounts currently recognized as income, and amounts expected to be received in later years, as deferred rent in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Amounts received currently, but recognized as income in future years, are classified in accrued liabilities and other, and deferred income in the accompanying consolidated balance sheets. The Company commences recognition of rental income at the date the property is ready for its intended use, and the client tenant takes possession of, or controls the physical use of, the property. During the term of each lease, the Company monitors the credit quality of its tenants by (i) reviewing the credit rating of tenants that are rated by a nationally recognized credit rating agency, (ii) reviewing financial statements of the tenants that are publicly available or that are required to be delivered to the Company pursuant to the applicable lease, (iii) monitoring news reports regarding its tenants and their respective businesses, and (iv) monitoring the timeliness of lease payments. For operating leases in which collectability of rental income is not considered probable, rental income is recognized on a cash basis and allowances are taken for those balances that we have reason to believe may be uncollectible in the period it is determined not to be probable of collection. |
Environmental Expenditures | Environmental Expenditures |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statement dates and the reported amounts of revenue and expenses during the reporting period. Due to uncertainties inherent in the estimation process, it is reasonably possible that actual results could differ from these estimates. |
New Accounting Pronouncements Effective in Future Periods | New Accounting Pronouncements Effective in Future Periods Business Combinations - Joint Venture Formations In August 2023, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, No. 2023-05, "Business Combinations - Joint Venture Formations." This ASU addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture's separate financial statements. The pronouncement requires a joint venture to initially measure contributions at fair value upon formation, which is more relevant than the carrying amounts of the contributed net assets and would reduce equity method basis differences. The ASU is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. This pronouncement is not expected to have a material effect on our consolidated financial statements. Segment Reporting In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting - Improvements to Reportable Segment Disclosures". This ASU requires quarterly disclosure of segment expenses if they are (i) significant to the segment, (ii) regularly provided to the chief operating decision maker (“CODM”), and (iii) included in each reported measure of a segment’s profit or loss. In addition, this ASU requires an annual disclosure of the CODM’s title and a description of how the CODM uses the segment’s profit/loss measure to assess segment performance and to allocate resources. This ASU will be effective for the Company's annual report on Form 10-K beginning with the year ended December 31, 2024, and for subsequent quarterly and annual reports. The Company is currently in the process of evaluating the impact of this ASU on Company's consolidated financial statements and footnote disclosures. Income taxes In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic740) - Improvements to Income Tax Disclosures". This ASU requires public business entities to disclose a tabular rate reconciliation of both percentages and reporting currency amounts on an annual basis. The ASU also requires disclosure of information on amount of income taxes paid disaggregated by federal, state and foreign taxes. This ASU is effective for annual periods beginning after December 15, 2024. The pronouncement is not expected to have a material effect on our consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment and their Respective Useful Lives | The Company's property and equipment and their respective estimated useful lives are as follow: ($ in thousands) Useful Life December 31, 2023 December 31, 2022 Vineyards and orchards 20 $ 68,274 $ 66,016 Machinery, furniture fixtures and other equipment 3 - 10 21,668 20,895 Buildings and improvements 10 - 27.5 9,185 8,946 Land and land improvements 15 7,835 7,835 Development in process 5,079 4,942 $ 112,041 $ 108,634 Less: accumulated depreciation (58,056) (55,654) $ 53,985 $ 52,980 |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Weighted Average Number of Shares Outstanding | Twelve Months Ended December 31, 2023 2022 2021 Weighted average number of shares outstanding: Common stock 26,706,824 26,478,171 26,343,352 Common stock equivalents: stock options, grants — 174,748 70,662 Diluted shares outstanding 26,706,824 26,652,919 26,414,014 |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities | The following is a summary of available-for-sale securities at December 31: ($ in thousands) 2023 2022 Marketable Securities: Fair Value Hierarchy Cost Estimated Fair Value Cost Estimated Fair Value Certificates of deposit with unrecognized losses for less than 12 months $ 174 $ 174 $ — $ — with unrecognized gains 385 385 — — Total Certificates of deposit Level 1 559 559 — — U.S. Treasury and agency notes with unrecognized losses for less than 12 months 13,797 13,787 13,916 13,832 with unrecognized losses for more than 12 months — — 500 499 with unrecognized gains 2,374 2,374 1,250 1,251 Total U.S. Treasury and agency notes Level 2 16,171 16,161 15,666 15,582 Corporate notes with unrecognized losses for less than 12 months 15,598 15,587 17,236 17,112 with unrecognized losses for more than 12 months — — 251 250 with unrecognized gains 249 249 499 500 Total Corporate notes Level 2 15,847 15,836 17,986 17,862 $ 32,577 $ 32,556 $ 33,652 $ 33,444 |
Schedule of Maturities, at Par, of Marketable Securities by Year | The following tables summarize the maturities, at par, of marketable securities by year ($ in thousands): December 31, 2023 2024 Total Certificates of deposit $ 560 $ 560 U.S. Treasury and agency notes $ 16,212 $ 16,212 Corporate notes 15,880 15,880 $ 32,652 $ 32,652 December 31, 2022 2023 2024 Total U.S. Treasury and agency notes 15,225 500 15,725 Corporate notes 17,470 500 17,970 $ 32,695 $ 1,000 $ 33,695 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventories | Inventories consisted of the following at December 31: ($ in thousands) 2023 2022 Farming inventories $ 3,265 $ 3,078 Other 228 291 $ 3,493 $ 3,369 |
REAL ESTATE (Tables)
REAL ESTATE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Schedule of Real Estate | Real estate consisted of the following as of December 31: ($ in thousands) 2023 2022 Real estate development Mountain Village $ 155,168 $ 153,156 Centennial 119,788 115,221 Grapevine 40,716 39,273 Tejon Ranch Commerce Center 21,585 13,643 Real estate development 337,257 321,293 Real estate and improvements - held for lease, net Tejon Ranch Commerce Center 20,606 20,590 Real estate and improvements - held for lease, net 20,606 20,590 Less accumulated depreciation (3,997) (3,650) Real estate and improvements - held for lease, net $ 16,609 $ 16,940 |
LONG-TERM WATER ASSETS (Tables)
LONG-TERM WATER ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Water Revenues and Cost of Sales | Water revenues and cost of sales were as follows as of December 31: ($ in thousands) 2023 2022 2021 Acre-Feet Sold 5,145 10,400 13,651 Revenues $ 8,033 $ 14,658 $ 15,523 Cost of sales 5,220 9,549 10,669 Profit $ 2,813 $ 5,109 $ 4,854 |
Schedule of Tangible Water Assets | Costs assigned to water assets held for future use were as follows ($ in thousands): December 31, 2023 December 31, 2022 Banked water and water for future delivery $ 31,002 $ 23,855 Transferable water 756 1,455 Total water held for future use at cost $ 31,758 $ 25,310 |
Schedule of Finite-Lived Intangible Assets | The Company's carrying amounts of its purchased water contracts were as follows ($ in thousands): December 31, 2023 December 31, 2022 Costs Accumulated Depreciation Costs Accumulated Depreciation Dudley-Ridge water rights $ 11,581 $ (6,272) $ 11,581 $ (5,790) Nickel water rights 18,740 (6,532) 18,740 (5,890) Tulare Lake Basin water rights 6,479 (3,624) 6,479 (3,386) $ 36,800 $ (16,428) $ 36,800 $ (15,066) Net cost of purchased water contracts 20,372 21,735 Total cost water held for future use 31,758 25,310 Net investments in water assets $ 52,130 $ 47,045 |
Schedule of Components of Water Assets | Total water resources, including both recurring and one-time usage are: (in acre feet, unaudited) December 31, 2023 December 31, 2022 Water held for future use TCWD - Banked water owned by the Company 65,005 52,554 Company water bank 54,728 50,349 Transferable water 1,000 2,548 Recharged project water 6,590 — Total water held for future use 127,323 105,451 Purchased water contracts Water Contracts (Dudley-Ridge, Nickel and Tulare) 10,137 10,137 WRMWSD - Contracts with Company 15,547 15,547 TCWD - Contracts with Company 5,749 5,749 Total purchased water contracts 31,433 31,433 Total water held for future use and purchased water contracts 158,756 136,884 |
ACCRUED LIABILITIES AND OTHER (
ACCRUED LIABILITIES AND OTHER (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities and Other | Accrued liabilities and other consisted of the following as of December 31: ($ in thousands) 2023 2022 Accrued vacation $ 657 $ 735 Accrued paid personal leave 309 348 Accrued bonus 1,962 2,280 Other 286 239 $ 3,214 $ 3,602 |
LINE OF CREDIT AND LONG-TERM _2
LINE OF CREDIT AND LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Long-term Debt | Debt consisted of the following as of December 31: ($ in thousands) 2023 2022 Revolving line-of-credit $ 47,942 $ — Notes payable — 50,154 Total short-term and long-term debt 47,942 50,154 Less: current maturities of long-term debt and deferred loan costs 1 — (1,993) Long-term debt, less current portion $ 47,942 $ 48,161 1 The deferred loan costs for revolving line-of-credit as of December 31, 2023 were recorded under the caption Other Assets on the Consolidated Balance Sheets. |
Schedule of Outstanding Indebtedness and Respective Principal Maturities | The following table summarizes debt maturities, outstanding indebtedness, and respective principal maturities as of December 31, 2023: ($ in thousands) Stated Rate Effective Rate Maturity 2024 2025 2026 2027 2028 Thereafter Total Revolving line-of-credit 1 S+2.25% 7.59% 1/1/2029 — — — — — 47,942 47,942 $ — $ — $ — $ — $ — $ 47,942 $ 47,942 1 The effective interest rate on this line of credit is SOFR plus a margin of 2.25%, and the rate was 7.59% as of December 31, 2023. |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Liabilities | Other liabilities consist of the following as of December 31: ($ in thousands) 2023 2022 Pension liability (See Note 15) 1 $ — $ 38 Supplemental executive retirement plan liability (See Note 15) 6,124 6,186 Excess joint venture distributions and other (See Note 17) 9,083 4,156 $ 15,207 $ 10,380 1 The Company's defined benefit retirement plan had an asset balance of $295,000 as of December 31, 2023 and was recorded under the caption Other Assets on the Consolidated Balance Sheets. |
INTEREST RATE SWAP (Tables)
INTEREST RATE SWAP (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | The Company had the following outstanding interest rate swap agreement designated as an interest rate cash flow hedge as of ($ in thousands): December 31, 2022 Effective Date Maturity Date Fair Value Hierarchy Weighted Average Interest Pay Rate Fair Value Notional Amount June 30, 2022 June 28, 2032 Level 2 4.62% $1,430 $48,462 |
STOCK COMPENSATION - RESTRICT_2
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Performance Share Grants with Performance Conditions | The following is a summary of the Company's performance share grants with performance conditions as of the year ended December 31, 2023: Performance Share Grants with Performance Conditions Target performance 191,849 Maximum performance 265,234 |
Schedule of Stock Grant Activity | The following is a summary of the Company’s stock grant activity, both time and performance unit grants, assuming target achievement for outstanding performance grants for the following twelve-month periods ended: December 31, 2023 December 31, 2022 December 31, 2021 Stock Grants Outstanding Beginning of the Year at Target Achievement 234,899 683,645 840,307 New Stock Grants/Additional shares due to achievement in excess of target 321,026 180,034 63,622 Vested Grants (260,070) (384,112) (196,328) Expired/Forfeited Grants (47,087) (244,668) (23,956) Stock Grants Outstanding End of Period at Target Achievement 248,768 234,899 683,645 |
Schedule of Assumptions Used to Determine The Price of Market-Based Performance Condition Grants | The following is a summary of the assumptions used to determine the fair value of the Company's market-based Performance Condition Grants outstanding for the year ended December 31, 2023: ($ in thousands except for share prices) Grant date 12/11/2020 03/18/2021 12/16/2021 03/17/2022 12/14/2022 06/16/2023 06/16/2023 Vesting end 12/31/2023 03/18/2024 12/16/2024 03/17/2025 12/14/2025 12/31/2023 12/31/2025 Share price at target achievement $17.07 $20.02 $21.58 $20.43 $21.99 $19.24 $20.72 Expected volatility 29.25% 30.30% 31.29% 31.54% 32.14% 27.09% 26.58% Risk-free interest rate 0.19% 0.33% 0.92% 2.13% 3.84% 5.2% 4.38% Simulated Monte Carlo share price $15.59 $18.82 $21.48 $21.75 $26.00 $13.18 $20.24 Shares granted 3,628 10,905 3,536 13,338 4,613 33,035 28,545 Total fair value of award $57 $205 $76 $290 $120 $435 $578 |
Schedule of Stock Compensation Costs for Employee and NDSI Plans | The following table summarizes stock compensation costs for the Company's 1998 Stock Incentive Plan, or the Employee 1998 Plan, and NDSI Plan for the following periods: Employee 1998 Plan ($ in thousands): December 31, 2023 December 31, 2022 December 31, 2021 Expensed $ 2,731 $ 2,281 $ 3,742 Capitalized 482 335 460 3,213 2,616 4,202 NDSI Plan 521 596 529 $ 3,734 $ 3,212 $ 4,731 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Provision (Benefit) for Income Taxes | The provision for income taxes consists of the following at December 31: ($ in thousands) 2023 2022 2021 Total provision (benefit): $ 2,323 $ 7,393 $ 3,821 Federal: Current 1,371 3,330 1,960 Deferred 353 1,718 620 1,724 5,048 2,580 State: Current 584 2,044 937 Deferred 15 301 304 599 2,345 1,241 $ 2,323 $ 7,393 $ 3,821 |
Schedule of Reconciliation of Income Tax Expense from Statutory Federal Income Tax Rate | A reconciliation of the provision for income taxes, with the amount computed by applying the statutory Federal income tax rate of 21% in 2023, 2022 and 2021, is as follows for the years ended December 31: ($ in thousands) 2023 2022 2021 Income tax at statutory rate $ 1,195 $ 4,869 $ 1,924 State income taxes, net of Federal benefit 578 1,851 802 Excess stock compensation (benefit) expense (501) (147) 34 Non-deductible compensation 1,302 1,008 539 Oil and mineral depletion (130) (147) (108) Permanent differences 9 10 26 Stock compensation true-up — — 641 Other (130) (51) (37) Provision for income taxes $ 2,323 $ 7,393 $ 3,821 Effective tax rate 41.6 % 31.9 % 41.7 % |
Schedule of Components of Net Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities were as follows at December 31: ($ in thousands) 2023 2022 Deferred income tax assets: Accrued expenses $ 293 $ 333 Deferred revenues 563 447 Capitalization of costs 1,218 1,280 Pension adjustment 1,921 1,940 Stock grant expense 1,048 1,364 State deferred taxes 355 555 Book deferred gains 2,127 2,127 Joint venture allocations 552 566 Provision for additional capitalized costs 699 699 Interest rate swap 1,444 335 Other 81 136 Total deferred income tax assets $ 10,301 $ 9,782 Deferred income tax liabilities: Deferred gains $ 1,753 $ 1,753 Depreciation 4,766 4,492 Cost of sales allocations 872 872 Joint venture allocations 7,272 6,900 Capitalized stock compensation 1,202 1,058 Straight line rent 296 348 Prepaid expenses 369 318 State deferred taxes 96 96 Interest rate swap 1,444 762 Other 500 363 Total deferred income tax liabilities $ 18,570 $ 16,962 Net deferred income tax (liability) $ (8,269) $ (7,180) Allowance for deferred tax assets — — Net deferred taxes $ (8,269) $ (7,180) |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Income from Commercial Rents Included in Real Estate Revenue | The following is a summary of income from commercial rents included in commercial/industrial real estate revenues ($ in thousands) 2023 2022 2021 Base rent $ 7,419 $ 6,893 $ 6,672 Percentage rent $ 1,080 $ 918 $ 705 |
Schedule of Future Minimum Rental Income | Future minimum rental income on commercial, communication and right-of-way non-cancelable leases as of December 31, 2023 ($ in thousands): 2024 2025 2026 2027 2028 Thereafter $ 7,193 $ 6,477 $ 5,874 $ 5,645 $ 5,297 $ 5,966 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Changes in Benefit Obligations and Plan Assets | The following table sets forth changes in the plan's net benefit obligation and accumulated benefit information as of December 31: ($ in thousands) 2023 2022 Change in benefit obligation - Pension Benefit obligation at beginning of year $ 8,487 $ 11,310 Interest cost 416 312 Actuarial (gain)/loss assumption changes 168 (2,780) Benefits paid (303) (355) Benefit obligation and accumulated benefit obligation at end of year $ 8,768 $ 8,487 Change in Plan Assets Fair value of plan assets at beginning of year $ 8,449 $ 11,125 Actual return on plan assets 752 (2,486) Employer contribution 165 165 Benefits/expenses paid (303) (355) Fair value of plan assets at end of year $ 9,063 $ 8,449 Funded status - asset (liability) $ 295 $ (38) Amounts recorded in equity Net actuarial loss $ 2,355 $ 2,588 Total amount recorded $ 2,355 $ 2,588 Amount recorded, net of taxes $ 1,696 $ 1,864 The following SERP benefit information is as of December 31: ($ in thousands) 2023 2022 Change in benefit obligation - SERP Benefit obligation at beginning of year $ 6,186 $ 7,847 Interest cost 290 182 Actuarial gain/assumption changes 168 (1,315) Benefits paid (520) (528) Benefit obligation and accumulated benefit obligation at end of year 6,124 6,186 Funded status - liability $ (6,124) $ (6,186) ($ in thousands) 2023 2022 Amounts recorded in stockholders’ equity Net actuarial loss $ 1,390 $ 1,263 Total amount recorded $ 1,390 $ 1,263 Amount recorded, net of taxes $ 1,001 $ 910 |
Schedule of Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income | Other changes in plan assets and benefit obligations recognized in other comprehensive income include the following as of December 31: ($ in thousands) 2023 2022 Net (gain) loss $ (166) $ 259 Recognition of net actuarial loss (67) (47) Total changes (233) 212 Changes, net of taxes $ (168) $ 154 The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year: Expected return on plan assets $ 448 Interest cost (416) Amortization of net gain/(loss) (57) Net periodic pension benefit/(cost) $ (25) Other changes in benefit obligations recognized in other comprehensive income for 2023 and 2022 included the following components: ($ in thousands) 2023 2022 Net loss (gain) $ 167 $ (1,315) Recognition of net actuarial loss (40) (115) Total changes $ 127 $ (1,430) Changes, net of taxes $ 91 $ (1,029) The Company expects to recognize the following amounts as a component of net periodic pension costs during the next fiscal year ($ in thousands): Interest cost $ (276) Amortization of net gain (54) Net periodic pension earnings/(cost) $ (330) |
Schedule of Expected Annual Benefit Payments | Based on actuarial estimates, it is expected that annual benefit payments from the pension trust will be as follows: 2024 2025 2026 2027 2028 Thereafter $ 374 $ 472 $ 503 $ 501 $ 495 $ 2,851 Based on actuarial estimates, it is expected that annual SERP benefit payments will be as follows ($ in thousands): 2024 2025 2026 2027 2028 Thereafter $ 498 $ 573 $ 565 $ 555 $ 544 $ 2,500 |
Schedule of Fair Value of Plan Assets by Investment Type | See the following table for fair value hierarchy by investment type at December 31: ($ in thousands) Fair Value Hierarchy 2023 2022 Pension Plan Assets: Cash and Cash Equivalents Level 1 $ 91 $ 113 Collective Funds Level 2 8,972 8,336 Fair value of plan assets $ 9,063 $ 8,449 |
Schedule of Components of Net Periodic Pension Cost | Total pension and retirement expense was as follows for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Cost components: Interest cost $ (416) $ (312) $ (291) Expected return on plan assets 418 553 752 Net amortization and deferral (67) (47) (74) Total net periodic pension earnings/(cost) $ (65) $ 194 $ 387 ($ in thousands) 2023 2022 2021 Cost components: Interest cost $ (291) $ (182) $ (163) Net amortization and other (40) (114) (125) Total net periodic pension cost $ (331) $ (296) $ (288) |
REPORTING SEGMENTS AND RELATE_2
REPORTING SEGMENTS AND RELATED INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Reconciliation of Revenues, Segment Profits (Losses) and Net Income (Loss) | Information pertaining to operating results of the Company's reporting segments are as follows for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Revenues Real estate—commercial/industrial $ 11,758 $ 40,515 $ 19,476 Mineral resources 14,524 21,595 20,987 Farming 13,950 13,001 11,039 Ranch operations 4,507 4,106 4,111 Segment revenues 44,739 79,217 55,613 Equity in unconsolidated joint ventures, net 6,868 7,752 9,202 Investment income 2,557 634 57 Total revenues and other income 54,164 87,603 64,872 Segment Profits (Losses) Real estate—commercial/industrial 3,705 24,159 7,523 Real estate—resort/residential (1,528) (1,629) (1,723) Mineral resources 5,839 8,626 7,428 Farming (1,307) (6,810) (3,077) Ranch operations (536) (918) (568) Segment profits (1) 6,173 23,428 9,583 Equity in earnings of unconsolidated joint ventures, net 6,868 7,752 9,202 Investment income 2,557 634 57 Other (expense) income (138) 1,088 164 Corporate expenses (9,872) (9,699) (9,843) Income from operations before income taxes $ 5,588 $ 23,203 $ 9,163 (1) Segment profits are revenues less operating expenses, excluding investment income and expense, corporate expenses, equity in earnings of unconsolidated joint ventures, and income taxes. |
Schedule of Components of Segment Revenues | The following table summarizes revenues, expenses and operating income from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Commercial revenues $ 11,758 $ 40,515 $ 19,476 Equity in earnings of unconsolidated joint ventures 6,868 7,752 9,202 Commercial revenues and equity in earnings of unconsolidated joint ventures $ 18,626 $ 48,267 $ 28,678 Commercial expenses 8,053 16,356 11,953 Operating results from commercial and unconsolidated joint ventures $ 10,573 $ 31,911 $ 16,725 ($ in thousands) 2023 2022 2021 Mineral resources revenues $ 14,524 $ 21,595 $ 20,987 Mineral resources expenses 8,685 12,969 13,559 Operating results from mineral resources $ 5,839 $ 8,626 $ 7,428 The farming segment produces revenues from the sale of wine grapes, almonds, pistachios and hay. The following table summarizes revenues, expenses and operating results from this segment for each of the years ended December 31: ($ in thousands) 2023 2022 2021 Farming revenues $ 13,950 $ 13,001 $ 11,039 Farming expenses 15,257 19,811 14,116 Operating results from farming $ (1,307) $ (6,810) $ (3,077) ($ in thousands) 2023 2022 2021 Ranch operations revenues $ 4,507 $ 4,106 $ 4,111 Ranch operations expenses 5,043 5,024 4,679 Operating results from ranch operations $ (536) $ (918) $ (568) |
Schedule of Information Pertaining to Assets of Segments | Information pertaining to assets of the Company’s reporting segments is as follows for each of the years ended December 31: ($ in thousands) Identifiable Depreciation and Amortization Capital 2023 Real estate - commercial/industrial $ 73,105 $ 468 $ 7,815 Real estate - resort/residential 321,216 42 7,888 Mineral resources 52,068 1,374 — Farming 52,094 2,097 4,870 Ranch operations 2,072 390 464 Corporate 76,968 435 291 Total $ 577,523 $ 4,806 $ 21,328 2022 Real estate - commercial/industrial $ 74,292 $ 455 $ 8,933 Real estate - resort/residential 312,956 30 7,253 Mineral resources 48,780 1,366 — Farming 45,814 1,937 5,915 Ranch operations 1,945 439 305 Corporate 83,004 401 196 Total $ 566,791 $ 4,628 $ 22,602 2021 Real estate - commercial/industrial $ 82,397 $ 463 $ 4,906 Real estate - resort/residential 305,818 31 8,064 Mineral resources 52,440 1,368 — Farming 47,160 1,789 7,416 Ranch operations 2,079 455 306 Corporate 56,142 488 187 Total $ 546,036 $ 4,594 $ 20,879 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Condensed Statements of Operations and Balance Sheet Information of Consolidated and Unconsolidated Joint Ventures | Condensed balance sheet information and statement of operations of the Company’s unconsolidated joint ventures are as follows: Balance Sheet Information as of December 31: Joint Venture TRC Assets Borrowings Equity (Deficit) Investment In 2023 2022 2023 2022 2023 2022 2023 2022 Petro Travel Plaza Holdings LLC $ 72,633 $ 84,225 $ (12,556) $ (13,318) $ 52,950 $ 63,069 $ 19,370 $ 25,441 TRCC/Rock Outlet Center, LLC 58,040 59,196 (20,850) (27,707) 35,535 30,684 9,943 7,279 TRC-MRC 1, LLC 25,224 24,085 (22,144) (22,787) 1,684 1,042 — — TRC-MRC 2, LLC 18,882 18,398 (21,939) (22,612) (2,597) (3,939) — — TRC-MRC 3, LLC 35,467 36,608 (33,627) (34,494) 2,087 2,690 141 386 TRC-MRC 4, LLC 49,964 50,497 (61,776) (40,130) (12,192) 8,974 — 4,485 TRC-MRC 5, LLC 49,687 8,602 (35,138) — 8,390 — 4,194 4,300 Total $ 309,897 $ 281,611 $ (208,030) $ (161,048) $ 85,857 $ 102,520 $ 33,648 $ 41,891 Centennial Founders, LLC $ 104,979 $ 102,984 $ — $ — $ 104,753 $ 102,689 Consolidated Condensed Statement of Operations Information as of December 31: Joint Venture TRC Revenues Earnings (Loss) Equity in Earnings (Loss) 2023 2022 2021 2023 2022 2021 2023 2022 2021 Petro Travel Plaza Holdings LLC $ 162,614 $ 182,335 $ 137,090 $ 10,481 $ 14,210 $ 8,262 $ 6,288 $ 8,526 $ 4,957 18-19 West, LLC — — 15,472 — (63) 10,411 — (31) 5,206 TRCC/Rock Outlet Center, LLC 1 6,391 6,065 5,642 (3,571) (3,139) (2,885) (1,786) (1,569) (1,443) TRC-MRC 1, LLC 4,346 3,269 3,237 1,192 43 (15) 596 21 (7) TRC-MRC 2, LLC 5,860 4,085 4,024 2,772 1,384 1,268 1,386 692 634 TRC-MRC 3 LLC 4,323 4,125 3,729 645 594 (288) 323 297 (144) TRC-MRC 4, LLC 7,281 595 — 332 (367) (1) 166 (184) (1) TRC-MRC 5, LLC — — — (210) — — (105) — — $ 190,815 $ 200,474 $ 169,194 $ 11,641 $ 12,662 $ 16,752 $ 6,868 $ 7,752 $ 9,202 Centennial Founders, LLC $ 267 $ 594 $ 409 $ (6) $ 28 $ (80) Consolidated (1) Revenues for TRCC/Rock Outlet Center are presented net of non-cash tenant allowance amortization of $1.3 million, $1.2 million and $1.2 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - The Company (Details) a in Thousands | 12 Months Ended | |||
Dec. 31, 2023 a segment mi | Dec. 31, 2023 venture | Dec. 31, 2023 entity | Dec. 31, 2022 entity | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Business segments | segment | 5 | |||
Area of land | a | 270 | |||
Number of joint ventures | 8 | 2 | 2 | |
Los Angeles, California | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Distance from city | 60 | |||
Bakersfield, California | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Distance from city | 15 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Interest Rate Swap Agreement and Credit Risk (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Oct. 23, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Concentration Risk [Line Items] | |||||
Proceeds from derivative instrument | [1] | $ 3,715 | $ 0 | $ 0 | |
Customer Concentration Risk | Revenue | Pastoria Energy Facility, LLC | |||||
Concentration Risk [Line Items] | |||||
Percentage of revenue | 11% | 6% | 8% | ||
Interest Rate Swap | |||||
Concentration Risk [Line Items] | |||||
Proceeds from derivative instrument | $ 3,715 | ||||
[1] The Company had an interest rate swap agreement with Bank of America, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the term note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated the interest rate swap, and received a $3,715,000 cash termination fee from Bank of America, N.A. |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) $ in Thousands | Dec. 31, 2023 USD ($) acre ft | Dec. 31, 2022 USD ($) | Dec. 31, 2013 acre ft |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 112,041 | $ 108,634 | |
Less: accumulated depreciation | (58,056) | (55,654) | |
Property and equipment, net | $ 53,985 | 52,980 | |
DMB Pacific LLC | Transferable water | |||
Property, Plant and Equipment [Line Items] | |||
Long-term water assets (Volume) | acre ft | 6,693 | 6,693 | |
Vineyards and orchards | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 20 years | ||
Property and equipment, gross | $ 68,274 | 66,016 | |
Machinery, furniture fixtures and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 21,668 | 20,895 | |
Machinery, furniture fixtures and other equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 3 years | ||
Machinery, furniture fixtures and other equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | ||
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 9,185 | 8,946 | |
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 10 years | ||
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 27 years 6 months | ||
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment useful life | 15 years | ||
Property and equipment, gross | $ 7,835 | 7,835 | |
Development in process | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 5,079 | $ 4,942 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Vineyards and Orchards (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Farming revenue adjustments for differences between original estimates and actual revenues received | $ 873 | $ 365 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Environmental Expenditures (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Liabilities for environmental costs | $ 0 | $ 0 |
EQUITY (Details)
EQUITY (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | |||
Common stock (in shares) | 26,706,824 | 26,478,171 | 26,343,352 |
Common stock equivalents-stock options, grants (in shares) | 0 | 174,748 | 70,662 |
Diluted shares outstanding (in shares) | 26,706,824 | 26,652,919 | 26,414,014 |
EQUITY - Additional Information
EQUITY - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2023 shares | |
Restricted Stock | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Restricted stock excluded from calculation of dilutive net income per share | 5,351 |
MARKETABLE SECURITIES - Summary
MARKETABLE SECURITIES - Summary of Available-for-sale Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Cost | ||
Debt Securities, Available-for-sale [Line Items] | ||
Cost | $ 32,577 | $ 33,652 |
Estimated Fair Value | ||
Debt Securities, Available-for-sale [Line Items] | ||
Estimated Fair Value | 32,556 | 33,444 |
Certificates of deposit | Level 1 | Cost | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 174 | 0 |
Marketable securities with unrecognized gains | 385 | 0 |
Cost | 559 | 0 |
Certificates of deposit | Level 1 | Estimated Fair Value | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 174 | 0 |
Marketable securities with unrecognized gains | 385 | 0 |
Estimated Fair Value | 559 | 0 |
U.S. Treasury and agency notes | Level 2 | Cost | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 13,797 | 13,916 |
Marketable securities with unrecognized losses for more than 12 months | 0 | 500 |
Marketable securities with unrecognized gains | 2,374 | 1,250 |
Cost | 16,171 | 15,666 |
U.S. Treasury and agency notes | Level 2 | Estimated Fair Value | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 13,787 | 13,832 |
Marketable securities with unrecognized losses for more than 12 months | 0 | 499 |
Marketable securities with unrecognized gains | 2,374 | 1,251 |
Estimated Fair Value | 16,161 | 15,582 |
Corporate notes | Level 2 | Cost | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 15,598 | 17,236 |
Marketable securities with unrecognized losses for more than 12 months | 0 | 251 |
Marketable securities with unrecognized gains | 249 | 499 |
Cost | 15,847 | 17,986 |
Corporate notes | Level 2 | Estimated Fair Value | ||
Debt Securities, Available-for-sale [Line Items] | ||
Marketable securities with unrecognized losses for less than 12 months | 15,587 | 17,112 |
Marketable securities with unrecognized losses for more than 12 months | 0 | 250 |
Marketable securities with unrecognized gains | 249 | 500 |
Estimated Fair Value | $ 15,836 | $ 17,862 |
MARKETABLE SECURITIES - Additio
MARKETABLE SECURITIES - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Fair market value of investment securities exceeds cost basis | $ 21 |
Gross unrealized holding losses | 21 |
Securities, available-for-sale, decrease in market value | 187 |
Estimated tax of change in value of available-for-sale securities | 52 |
Accrued investment receivable | $ 279 |
MARKETABLE SECURITIES - Availab
MARKETABLE SECURITIES - Available-for-sale Securities by Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Summary of maturities, at par, of marketable securities | ||
Year one | $ 32,652 | $ 32,695 |
Year two | 1,000 | |
Total | 32,652 | 33,695 |
Certificates of deposit | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 560 | |
Total | 560 | |
U.S. Treasury and agency notes | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 16,212 | 15,225 |
Year two | 500 | |
Total | 16,212 | 15,725 |
Corporate notes | ||
Summary of maturities, at par, of marketable securities | ||
Year one | 15,880 | 17,470 |
Year two | 500 | |
Total | $ 15,880 | $ 17,970 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventories consist of: | ||
Farming inventories | $ 3,265 | $ 3,078 |
Other | 228 | 291 |
Inventories | $ 3,493 | $ 3,369 |
REAL ESTATE (Details)
REAL ESTATE (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Real estate development | $ 337,257 | $ 321,293 |
Tejon Ranch Commerce Center | 20,606 | 20,590 |
Less accumulated depreciation | (3,997) | (3,650) |
Real estate and improvements - held for lease, net | 16,609 | 16,940 |
Mountain Village | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 155,168 | 153,156 |
Centennial | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 119,788 | 115,221 |
Grapevine | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 40,716 | 39,273 |
Tejon Ranch Commerce Center | ||
Property, Plant and Equipment [Line Items] | ||
Real estate development | 21,585 | 13,643 |
Tejon Ranch Commerce Center | $ 20,606 | $ 20,590 |
LONG-TERM WATER ASSETS - Additi
LONG-TERM WATER ASSETS - Additional Information (Details) | 12 Months Ended | |
Dec. 31, 2023 option $ / acre ft acre ft | Dec. 31, 2013 acre ft | |
Long Lived Assets Held For Sale [Line Items] | ||
Contract renewal optional term | 35 years | |
SWP Contracts | ||
Long Lived Assets Held For Sale [Line Items] | ||
AVEK water for future delivery (in acre-feet) | 3,444 | |
DMB Pacific LLC | ||
Long Lived Assets Held For Sale [Line Items] | ||
Contract renewal optional term | 35 years | |
Consumer price per acre (per acre-foot) | $ / acre ft | 928 | |
DMB Pacific LLC | Maximum | ||
Long Lived Assets Held For Sale [Line Items] | ||
Annual fee increase, percent | 3% | |
DMB Pacific LLC | Transferable water | ||
Long Lived Assets Held For Sale [Line Items] | ||
Long-term water assets (Volume) (in acre-feet) | 6,693 | 6,693 |
PEF | Transferable water | Ranchcorp | ||
Long Lived Assets Held For Sale [Line Items] | ||
Consumer price per acre (per acre-foot) | $ / acre ft | 1,261 | |
Annual fee increase, percent | 3% | |
Number of option to extend additional years | option | 3 | |
Option to extend term | 5 years | |
Annual option payment, percent | 30% | |
PEF | Transferable water | Maximum | Ranchcorp | ||
Long Lived Assets Held For Sale [Line Items] | ||
Water assets, volume available for purchase from 2017-2030 (up to) (in acre-feet) | 3,500 |
LONG-TERM WATER ASSETS - Revenu
LONG-TERM WATER ASSETS - Revenues and Cost of Sales (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) acre ft | Dec. 31, 2022 USD ($) acre ft | Dec. 31, 2021 USD ($) acre ft | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Acre-Feet Sold | acre ft | 5,145 | 10,400 | 13,651 |
Revenues | $ 8,033 | $ 14,658 | $ 15,523 |
Cost of sales | 5,220 | 9,549 | 10,669 |
Profit | $ 2,813 | $ 5,109 | $ 4,854 |
LONG-TERM WATER ASSETS - Tangib
LONG-TERM WATER ASSETS - Tangible Water Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | $ 31,758 | $ 25,310 |
Banked water and water for future delivery | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | 31,002 | 23,855 |
Transferable water | ||
Long Lived Assets Held For Sale [Line Items] | ||
Total water held for future use at cost | $ 756 | $ 1,455 |
LONG-TERM WATER ASSETS - Intang
LONG-TERM WATER ASSETS - Intangible Water Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Costs | $ 36,800 | $ 36,800 |
Accumulated Depreciation | (16,428) | (15,066) |
Net cost of purchased water contracts | 20,372 | 21,735 |
Total cost water held for future use | 31,758 | 25,310 |
Net investments in water assets | 52,130 | 47,045 |
Contract-based Intangible Assets | Dudley-Ridge water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 11,581 | 11,581 |
Accumulated Depreciation | (6,272) | (5,790) |
Contract-based Intangible Assets | Nickel water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 18,740 | 18,740 |
Accumulated Depreciation | (6,532) | (5,890) |
Contract-based Intangible Assets | Tulare Lake Basin water rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Costs | 6,479 | 6,479 |
Accumulated Depreciation | $ (3,624) | $ (3,386) |
LONG-TERM WATER ASSETS - Volume
LONG-TERM WATER ASSETS - Volume of Water Assets (Details) - acre ft | Dec. 31, 2023 | Dec. 31, 2022 |
Water held for future use | ||
Total water held for future use | 127,323 | 105,451 |
Purchased water contracts | 10,137 | 10,137 |
Total purchased water contracts | 31,433 | 31,433 |
Total water held for future use and purchased water contracts | 158,756 | 136,884 |
Tejon-Castac Water District | ||
Water held for future use | ||
Total water held for future use | 65,005 | 52,554 |
Purchased water contracts | 5,749 | 5,749 |
AVEK | ||
Water held for future use | ||
Transferable water | 1,000 | 2,548 |
Company water bank | 54,728 | 50,349 |
Recharged project water | 6,590 | 0 |
Wheeler Ridge Maricopa Water Storage District | ||
Water held for future use | ||
Purchased water contracts | 15,547 | 15,547 |
ACCRUED LIABILITIES AND OTHER_2
ACCRUED LIABILITIES AND OTHER (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued vacation | $ 657 | $ 735 |
Accrued paid personal leave | 309 | 348 |
Accrued bonus | 1,962 | 2,280 |
Other | 286 | 239 |
Total | $ 3,214 | $ 3,602 |
LINE OF CREDIT AND LONG-TERM _3
LINE OF CREDIT AND LONG-TERM DEBT - Components of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Long-term Debt, Current and Noncurrent [Abstract] | ||
Revolving line-of-credit | $ 47,942 | $ 0 |
Notes payable | 0 | 50,154 |
Total short-term and long-term debt | 47,942 | 50,154 |
Less: current maturities of long-term debt and deferred loan costs | 0 | (1,993) |
Long-term debt, less current portion | $ 47,942 | $ 48,161 |
LINE OF CREDIT AND LONG-TERM _4
LINE OF CREDIT AND LONG-TERM DEBT - Additional Information (Details) - USD ($) | Nov. 17, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 |
Line of Credit Facility [Line Items] | ||||
RLC outstanding balance | $ 47,942,000 | $ 0 | ||
Long-term debt | 47,942,000 | |||
Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | 40,607,000 | |||
RLC outstanding balance | 47,942,000 | |||
Long-term debt | $ 47,942,000 | |||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | ||||
Line of Credit Facility [Line Items] | ||||
Stated Rate | 2.25% | |||
Revolving Credit Facility | RCL | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility | $ 160,000,000 | |||
Debt pay off | $ 47,078,564 | |||
Term Notes | ||||
Line of Credit Facility [Line Items] | ||||
Stated Rate | 4.62% | |||
Long-term debt | $ 48,462,000 | |||
Term Notes | Secured Overnight Financing Rate (SOFR) | ||||
Line of Credit Facility [Line Items] | ||||
Stated Rate | 0.0155% | |||
Term Notes | New Term Note | Bank of America, N.A. | ||||
Line of Credit Facility [Line Items] | ||||
Face amount | $ 49,080,000 |
LINE OF CREDIT AND LONG-TERM _5
LINE OF CREDIT AND LONG-TERM DEBT - Outstanding Indebtedness and Respective Principal Maturities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Maturities of Long-term Debt [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 0 |
Thereafter | 47,942 |
Total | $ 47,942 |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Effective Rate | 7.59% |
Maturities of Long-term Debt [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 0 |
Thereafter | 47,942 |
Total | $ 47,942 |
Revolving Credit Facility | Fixed Term SOFR | |
Debt Instrument [Line Items] | |
Stated Rate | 2.25% |
OTHER LIABILITIES (Details)
OTHER LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Liabilities [Abstract] | ||
Excess joint venture distributions and other (See Note 17) | $ 9,083 | $ 4,156 |
Other liabilities | 15,207 | 10,380 |
Pension Liability | ||
Other Liabilities [Abstract] | ||
Pension and supplemental executive retirement plan liability | 0 | 38 |
SERP liability adjustments | ||
Other Liabilities [Abstract] | ||
Pension and supplemental executive retirement plan liability | $ 6,124 | $ 6,186 |
INTEREST RATE SWAP - Schedule o
INTEREST RATE SWAP - Schedule of Interest Rate Derivatives (Details) - Interest Rate Swap - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 0 | |
Level 2 | Other Noncurrent Assets | ||
Derivatives, Fair Value [Line Items] | ||
Weighted Average Interest Pay Rate | 4.62% | |
Fair Value | $ 1,430 | |
Notional Amount | $ 48,462 |
INTEREST RATE SWAP (Details)
INTEREST RATE SWAP (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Oct. 23, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Derivatives, Fair Value [Line Items] | |||||
Proceeds from derivative instrument | [1] | $ 3,715 | $ 0 | $ 0 | |
Interest Rate Swap | |||||
Derivatives, Fair Value [Line Items] | |||||
Proceeds from derivative instrument | $ 3,715 | ||||
Notional Amount | $ 0 | ||||
[1] The Company had an interest rate swap agreement with Bank of America, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to SOFR under the term note. The hedging relationship qualified as an effective cash flow hedge and was recorded at fair value. On October 23, 2023, the Company terminated the interest rate swap, and received a $3,715,000 cash termination fee from Bank of America, N.A. |
STOCK COMPENSATION - RESTRICT_3
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) award | |
Share-Based Payment Arrangement [Abstract] | |
Number of types of stock grant awards | award | 3 |
Compensation cost not yet recognized | $ | $ 2,864,000 |
Weighted-average recognition period of compensation cost | 23 months |
STOCK COMPENSATION - RESTRICT_4
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS - Performance Share Grants (Details) - Performance Share Grants | 12 Months Ended |
Dec. 31, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Target performance (in shares) | 191,849 |
Maximum performance (in shares) | 265,234 |
STOCK COMPENSATION - RESTRICT_5
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS - Stock Grant Activity (Details) - Performance Share Grants - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Summary of stock grant activity: | |||
Stock grants outstanding beginning of the year at target achievement (in shares) | 234,899 | 683,645 | 840,307 |
New stock grants/additional shares due to achievement in excess of target (in shares) | 321,026 | 180,034 | 63,622 |
Vested grants (in shares) | (260,070) | (384,112) | (196,328) |
Expired/forfeited grants (in shares) | (47,087) | (244,668) | (23,956) |
Stock grants outstanding at target achievement (in shares) | 248,768 | 234,899 | 683,645 |
STOCK COMPENSATION - RESTRICT_6
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS - Assumptions (Details) - Performance Share Grants - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares granted (in shares) | 321,026 | 180,034 | 63,622 |
December 11,2020 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 17.07 | ||
Expected volatility | 29.25% | ||
Risk-free interest rate | 0.19% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 15.59 | ||
Shares granted (in shares) | 3,628 | ||
Total fair value of award | $ 57 | ||
March 18, 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 20.02 | ||
Expected volatility | 30.30% | ||
Risk-free interest rate | 0.33% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 18.82 | ||
Shares granted (in shares) | 10,905 | ||
Total fair value of award | $ 205 | ||
December 16, 2021 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 21.58 | ||
Expected volatility | 31.29% | ||
Risk-free interest rate | 0.92% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 21.48 | ||
Shares granted (in shares) | 3,536 | ||
Total fair value of award | $ 76 | ||
March 17 2022 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 20.43 | ||
Expected volatility | 31.54% | ||
Risk-free interest rate | 2.13% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 21.75 | ||
Shares granted (in shares) | 13,338 | ||
Total fair value of award | $ 290 | ||
December 14 2022 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 21.99 | ||
Expected volatility | 32.14% | ||
Risk-free interest rate | 3.84% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 26 | ||
Shares granted (in shares) | 4,613 | ||
Total fair value of award | $ 120 | ||
June 16 2023, 1 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 19.24 | ||
Expected volatility | 27.09% | ||
Risk-free interest rate | 5.20% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 13.18 | ||
Shares granted (in shares) | 33,035 | ||
Total fair value of award | $ 435 | ||
June 16 2023, 2 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price at target achievement (in dollars per share) | $ 20.72 | ||
Expected volatility | 26.58% | ||
Risk-free interest rate | 4.38% | ||
Simulated Monte Carlo share price (in dollars per share) | $ 20.24 | ||
Shares granted (in shares) | 28,545 | ||
Total fair value of award | $ 578 |
STOCK COMPENSATION - RESTRICT_7
STOCK COMPENSATION - RESTRICTED STOCK AND PERFORMANCE SHARE GRANTS - Compensation Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation costs | $ 3,734 | $ 3,212 | $ 4,731 |
1998 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expensed | 2,731 | 2,281 | 3,742 |
Capitalized | 482 | 335 | 460 |
Stock compensation costs | 3,213 | 2,616 | 4,202 |
NDSI Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expensed | $ 521 | $ 596 | $ 529 |
INCOME TAXES - Components of Pr
INCOME TAXES - Components of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Federal: | |||
Current | $ 1,371 | $ 3,330 | $ 1,960 |
Deferred | 353 | 1,718 | 620 |
Federal | 1,724 | 5,048 | 2,580 |
State: | |||
Current | 584 | 2,044 | 937 |
Deferred | 15 | 301 | 304 |
State | 599 | 2,345 | 1,241 |
Provision for income taxes | $ 2,323 | $ 7,393 | $ 3,821 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Expense from Statutory Federal Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Difference between total income tax expense and the amount computed by applying the statutory Federal income tax rate to income before taxes: | |||
Income tax at statutory rate | $ 1,195 | $ 4,869 | $ 1,924 |
State income taxes, net of Federal benefit | 578 | 1,851 | 802 |
Excess stock compensation (benefit) expense | (501) | (147) | 34 |
Non-deductible compensation | 1,302 | 1,008 | 539 |
Oil and mineral depletion | (130) | (147) | (108) |
Permanent differences | 9 | 10 | 26 |
Stock compensation true-up | 0 | 0 | 641 |
Other | (130) | (51) | (37) |
Provision for income taxes | $ 2,323 | $ 7,393 | $ 3,821 |
Effective tax rate | 41.60% | 31.90% | 41.70% |
INCOME TAXES - Components of Ne
INCOME TAXES - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred income tax assets: | ||
Accrued expenses | $ 293 | $ 333 |
Deferred revenues | 563 | 447 |
Capitalization of costs | 1,218 | 1,280 |
Pension adjustment | 1,921 | 1,940 |
Stock grant expense | 1,048 | 1,364 |
State deferred taxes | 355 | 555 |
Book deferred gains | 2,127 | 2,127 |
Joint venture allocations | 552 | 566 |
Provision for additional capitalized costs | 699 | 699 |
Interest rate swap | 1,444 | 335 |
Other | 81 | 136 |
Total deferred income tax assets | 10,301 | 9,782 |
Deferred income tax liabilities: | ||
Deferred gains | 1,753 | 1,753 |
Depreciation | 4,766 | 4,492 |
Cost of sales allocations | 872 | 872 |
Joint venture allocations | 7,272 | 6,900 |
Capitalized stock compensation | 1,202 | 1,058 |
Straight line rent | 296 | 348 |
Prepaid expenses | 369 | 318 |
State deferred taxes | 96 | 96 |
Interest rate swap | 1,444 | 762 |
Other | 500 | 363 |
Total deferred income tax liabilities | 18,570 | 16,962 |
Net deferred income tax (liability) | (8,269) | (7,180) |
Allowance for deferred tax assets | 0 | 0 |
Net deferred taxes | $ (8,269) | $ (7,180) |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Income tax payments | $ 2,564 | $ 8,237 |
Federal tax refunds received | $ 0 | $ 1,410 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Summary of income from commercial rents included in real estate revenue: | |||
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Total revenues | ||
Base rent | $ 7,419 | $ 6,893 | $ 6,672 |
Percentage rent | 1,080 | $ 918 | $ 705 |
Future minimum rental income on commercial, communication and right-of-way leases: | |||
2024 | 7,193 | ||
2025 | 6,477 | ||
2026 | 5,874 | ||
2027 | 5,645 | ||
2028 | 5,297 | ||
Thereafter | $ 5,966 | ||
Maximum | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Commercial lease agreements, contract terms | 30 years |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Dec. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) a facility acre ft | Dec. 31, 2022 USD ($) | Dec. 31, 2013 acre ft | |
Commitment and Contingencies Disclosure [Line Items] | |||||
Amount paid for water contracts | $ 10,704,000 | ||||
Contract renewal optional term | 35 years | ||||
Contractual obligation for future water payments | $ 287,986,000 | ||||
Measurement period from entitlement achievement date | 5 years | ||||
Number of community facility districts | facility | 2 | ||||
Bond debt sold by TRPFFA | $ 47,942,000 | $ 0 | |||
Letter of credit period | 2 years | ||||
Letter of credit renewal period | 2 years | ||||
Special taxes paid | $ 2,775,000 | ||||
Forecast | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Amount paid for water contracts | $ 13,107,000 | ||||
West CFD | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Acres of land related to land liens | a | 420 | ||||
Bond debt sold by TRPFFA | $ 19,540,000 | ||||
Additional bond debt authorized to be sold in future | 0 | ||||
Additional reimbursement funds | $ 0 | ||||
East CFD | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Acres of land related to land liens | a | 1,931 | ||||
Bond debt sold by TRPFFA | $ 72,055,000 | ||||
Additional bond debt authorized to be sold in future | 44,035,000 | ||||
Additional improvement costs | 9,763,557 | ||||
Standby Letter of Credit | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Letters of credit outstanding amount | 3,358,000 | ||||
Annual cost related to letter of credit | $ 67,000 | ||||
DMB Pacific LLC | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Contract renewal optional term | 35 years | ||||
DMB Pacific LLC | Transferable Water | |||||
Commitment and Contingencies Disclosure [Line Items] | |||||
Long-term water assets (Volume) | acre ft | 6,693 | 6,693 |
RETIREMENT PLANS - Additional I
RETIREMENT PLANS - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Average service period | 5 years | |
Estimated contribution to the pension plan | $ 165 | |
Assumptions used in determining periodic pension cost: | ||
Rate of increase in periodic pension costs | 4.85% | 5% |
Expected long-term rate of return on plan assets | 5% | 5% |
Pension Plan | Equities | ||
Current investment policy targets: | ||
Current investment mix | 21% | |
Pension Plan | Debt | ||
Current investment policy targets: | ||
Current investment mix | 99% | 78% |
Pension Plan | Money Market Funds | ||
Current investment policy targets: | ||
Current investment mix | 1% | 1% |
SERP liability adjustments | ||
Assumptions used in determining actuarial present value of projected benefits obligation: | ||
Weighted-average discount rate | 4.70% | 4.90% |
RETIREMENT PLANS - Change in Be
RETIREMENT PLANS - Change in Benefit Obligations and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension Plan | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | $ 8,487 | $ 11,310 | |
Interest cost | 416 | 312 | $ 291 |
Actuarial (gain)/loss assumption changes | 168 | (2,780) | |
Benefits paid | (303) | (355) | |
Benefit obligation and accumulated benefit obligation at end of year | 8,768 | 8,487 | 11,310 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 8,449 | 11,125 | |
Actual return on plan assets | 752 | (2,486) | |
Employer contribution | 165 | 165 | |
Benefits/expenses paid | (303) | (355) | |
Fair value of plan assets at end of year | 9,063 | 8,449 | 11,125 |
Funded status - asset (liability) | 295 | (38) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial loss | 2,355 | 2,588 | |
Total amount recorded | 2,355 | 2,588 | |
Amount recorded, net of taxes | 1,696 | 1,864 | |
SERP liability adjustments | |||
Change in benefit obligation - Pension | |||
Benefit obligation at beginning of year | 6,186 | 7,847 | |
Interest cost | 290 | 182 | 163 |
Actuarial (gain)/loss assumption changes | (168) | 1,315 | |
Benefits paid | (520) | (528) | |
Benefit obligation and accumulated benefit obligation at end of year | 6,124 | 6,186 | $ 7,847 |
Change in Plan Assets | |||
Funded status - asset (liability) | (6,124) | (6,186) | |
Amounts recorded in stockholders’ equity | |||
Net actuarial loss | 1,390 | 1,263 | |
Total amount recorded | 1,390 | 1,263 | |
Amount recorded, net of taxes | $ 1,001 | $ 910 |
RETIREMENT PLANS - Changes in P
RETIREMENT PLANS - Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pension Plan | ||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | ||
Net (gain) loss | $ (166) | $ 259 |
Recognition of net actuarial loss | (67) | (47) |
Total changes | (233) | 212 |
Changes, net of taxes | (168) | 154 |
SERP liability adjustments | ||
Other changes in plan assets and benefit obligations recognized in other comprehensive income: | ||
Net (gain) loss | 167 | (1,315) |
Recognition of net actuarial loss | (40) | (115) |
Total changes | 127 | (1,430) |
Changes, net of taxes | $ 91 | $ (1,029) |
RETIREMENT PLANS - Amounts Expe
RETIREMENT PLANS - Amounts Expected to be Recognized as Components of Net Periodic Pension Costs (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Net periodic pension benefit/(cost) | $ (330) |
Pension Plan | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Expected return on plan assets | 448 |
Interest cost | (416) |
Amortization of net gain/(loss) | (57) |
Net periodic pension benefit/(cost) | (25) |
SERP liability adjustments | |
Amounts expected to be recognized as component of net periodic pension costs during the next fiscal year: | |
Interest cost | (276) |
Amortization of net gain/(loss) | $ (54) |
RETIREMENT PLANS - Expected Ann
RETIREMENT PLANS - Expected Annual Benefit Payments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Pension Plan | |
Expected annual benefit payments based on actuarial estimates: | |
2024 | $ 374 |
2025 | 472 |
2026 | 503 |
2027 | 501 |
2028 | 495 |
Thereafter | 2,851 |
SERP liability adjustments | |
Expected annual benefit payments based on actuarial estimates: | |
2024 | 498 |
2025 | 573 |
2026 | 565 |
2027 | 555 |
2028 | 544 |
Thereafter | $ 2,500 |
RETIREMENT PLANS - Fair Value o
RETIREMENT PLANS - Fair Value of Plan Assets by Investment Type (Details) - Pension Plan - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 9,063 | $ 8,449 | $ 11,125 |
Cash and Cash Equivalents | Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 91 | 113 | |
Collective Funds | Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 8,972 | $ 8,336 |
RETIREMENT PLANS - Net Periodic
RETIREMENT PLANS - Net Periodic Pension Cost - Pension Plan (Details) - Pension Plan - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cost components: | |||
Interest cost | $ (416) | $ (312) | $ (291) |
Expected return on plan assets | 418 | 553 | 752 |
Net amortization and deferral | (67) | (47) | (74) |
Total net periodic pension earnings/(cost) | $ (65) | $ 194 | $ 387 |
RETIREMENT PLANS - Net Period_2
RETIREMENT PLANS - Net Periodic Pension Cost - SERP (Details) - SERP liability adjustments - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $ (290) | $ (182) | $ (163) |
Net amortization and other | (40) | (114) | (125) |
Total net periodic pension earnings/(cost) | $ (331) | $ (296) | $ (288) |
REPORTING SEGMENTS AND RELATE_3
REPORTING SEGMENTS AND RELATED INFORMATION - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Mar. 29, 2022 USD ($) | Dec. 31, 2022 USD ($) a | Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) a | Dec. 31, 2021 USD ($) a | |
Segment Reporting Information [Line Items] | |||||
Business segments | segment | 5 | ||||
Contribution to unconsolidated joint venture | $ 0 | $ 8,501 | $ 8,464 | ||
Costs and expenses | 48,438 | 65,488 | 55,873 | ||
TRC-MRC 5, LLC | |||||
Segment Reporting Information [Line Items] | |||||
Earnings (Loss) | $ 3,012 | $ (210) | $ 0 | $ 0 | |
TRC-MRC 5, LLC | |||||
Segment Reporting Information [Line Items] | |||||
Contribution to unconsolidated joint venture | $ 8,501 | ||||
Deferred gain on sale | $ 3,012 | ||||
TRCC-East | Major Multinational Corporation | |||||
Segment Reporting Information [Line Items] | |||||
Area of land sold (in acres) | a | 58 | ||||
Profit from land sales | $ 22,000 | ||||
Total revenues | 19,627 | ||||
TRCC-East | Major Multinational Corporation | Industrial Land | |||||
Segment Reporting Information [Line Items] | |||||
Deferred revenue | $ 2,373 | $ 2,373 | |||
TRCC West | Third Party | |||||
Segment Reporting Information [Line Items] | |||||
Area of land sold (in acres) | a | 12.3 | ||||
Profit from land sales | $ 4,680 | ||||
Real Estate - commercial/industrial | TRC-MRC 5, LLC | |||||
Segment Reporting Information [Line Items] | |||||
Earnings (Loss) | $ 5,489 | ||||
Real Estate - commercial/industrial | Third Party | |||||
Segment Reporting Information [Line Items] | |||||
Area of land sold (in acres) | a | 17.1 | ||||
Profit from land sales | $ 4,655 | ||||
Total revenues | 4,355 | ||||
Deferred revenue | $ 300 | ||||
Real Estate - commercial/industrial | TRC-MRC 5, LLC | |||||
Segment Reporting Information [Line Items] | |||||
Area of real estate property (in acres) | a | 27.88 | 27.88 | |||
Contribution to unconsolidated joint venture | $ 8,501 | ||||
Deferred gain on sale | $ 3,012 |
REPORTING SEGMENTS AND RELATE_4
REPORTING SEGMENTS AND RELATED INFORMATION - Reconciliation of Revenues, Segment Profits (Losses) and Net Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Equity in unconsolidated joint ventures, net | $ 6,868 | $ 7,752 | $ 9,202 |
Investment income | 2,557 | 634 | 57 |
Total revenues and other income | 54,164 | 87,603 | 64,872 |
Segment Profits (Losses) | |||
Other (loss) income | (138) | 1,088 | 164 |
Corporate expenses | (48,438) | (65,488) | (55,873) |
Income before income taxes | 5,588 | 23,203 | 9,163 |
Operating Segments | |||
Revenues | |||
Total revenues | 44,739 | 79,217 | 55,613 |
Segment Profits (Losses) | |||
Segment profits | 6,173 | 23,428 | 9,583 |
Operating Segments | Real Estate - commercial/industrial | |||
Revenues | |||
Total revenues | 11,758 | 40,515 | 19,476 |
Equity in unconsolidated joint ventures, net | 6,868 | 7,752 | 9,202 |
Segment Profits (Losses) | |||
Segment profits | 3,705 | 24,159 | 7,523 |
Corporate expenses | (8,053) | (16,356) | (11,953) |
Operating Segments | Real Estate - resort/residential | |||
Segment Profits (Losses) | |||
Segment profits | (1,528) | (1,629) | (1,723) |
Corporate expenses | (1,528) | (1,629) | (1,723) |
Operating Segments | Mineral resources | |||
Revenues | |||
Total revenues | 14,524 | 21,595 | 20,987 |
Segment Profits (Losses) | |||
Segment profits | 5,839 | 8,626 | 7,428 |
Corporate expenses | (8,685) | (12,969) | (13,559) |
Operating Segments | Farming | |||
Revenues | |||
Total revenues | 13,950 | 13,001 | 11,039 |
Segment Profits (Losses) | |||
Segment profits | (1,307) | (6,810) | (3,077) |
Corporate expenses | (15,257) | (19,811) | (14,116) |
Operating Segments | Ranch operations | |||
Revenues | |||
Total revenues | 4,507 | 4,106 | 4,111 |
Segment Profits (Losses) | |||
Segment profits | (536) | (918) | (568) |
Corporate expenses | (5,043) | (5,024) | (4,679) |
Corporate expenses | |||
Segment Profits (Losses) | |||
Corporate expenses | $ (9,872) | $ (9,699) | $ (9,843) |
REPORTING SEGMENTS AND RELATE_5
REPORTING SEGMENTS AND RELATED INFORMATION - Revenue Components of Real Estate Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Equity in earnings of unconsolidated joint ventures | $ 6,868 | $ 7,752 | $ 9,202 |
Commercial expenses | 48,438 | 65,488 | 55,873 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 44,739 | 79,217 | 55,613 |
Real Estate - commercial/industrial | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 11,758 | 40,515 | 19,476 |
Equity in earnings of unconsolidated joint ventures | 6,868 | 7,752 | 9,202 |
Commercial revenues and equity in earnings of unconsolidated joint ventures | 18,626 | 48,267 | 28,678 |
Commercial expenses | 8,053 | 16,356 | 11,953 |
Operating results from commercial and unconsolidated joint ventures | $ 10,573 | $ 31,911 | $ 16,725 |
REPORTING SEGMENTS AND RELATE_6
REPORTING SEGMENTS AND RELATED INFORMATION - Revenue Components of Mineral Resources Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 48,438 | $ 65,488 | $ 55,873 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Segment profits | 6,173 | 23,428 | 9,583 |
Mineral resources | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 14,524 | 21,595 | 20,987 |
Total expenses | 8,685 | 12,969 | 13,559 |
Segment profits | $ 5,839 | $ 8,626 | $ 7,428 |
REPORTING SEGMENTS AND RELATE_7
REPORTING SEGMENTS AND RELATED INFORMATION - Revenue Components of Farming Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 48,438 | $ 65,488 | $ 55,873 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Segment profits | 6,173 | 23,428 | 9,583 |
Farming | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 13,950 | 13,001 | 11,039 |
Total expenses | 15,257 | 19,811 | 14,116 |
Segment profits | $ (1,307) | $ (6,810) | $ (3,077) |
REPORTING SEGMENTS AND RELATE_8
REPORTING SEGMENTS AND RELATED INFORMATION - Revenue Components of Ranch Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Total expenses | $ 48,438 | $ 65,488 | $ 55,873 |
Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Segment profits | 6,173 | 23,428 | 9,583 |
Ranch operations | Operating Segments | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 4,507 | 4,106 | 4,111 |
Total expenses | 5,043 | 5,024 | 4,679 |
Segment profits | $ (536) | $ (918) | $ (568) |
REPORTING SEGMENTS AND RELATE_9
REPORTING SEGMENTS AND RELATED INFORMATION - Information Pertaining to Assets of Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Information pretaining to assets of the business segments | |||
Identifiable Assets | $ 577,523 | $ 566,791 | $ 546,036 |
Depreciation and Amortization | 4,806 | 4,628 | 4,594 |
Capital Expenditures | 21,328 | 22,602 | 20,879 |
Operating Segments | Real Estate - commercial/industrial | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 73,105 | 74,292 | 82,397 |
Depreciation and Amortization | 468 | 455 | 463 |
Capital Expenditures | 7,815 | 8,933 | 4,906 |
Operating Segments | Real Estate - resort/residential | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 321,216 | 312,956 | 305,818 |
Depreciation and Amortization | 42 | 30 | 31 |
Capital Expenditures | 7,888 | 7,253 | 8,064 |
Operating Segments | Mineral resources | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 52,068 | 48,780 | 52,440 |
Depreciation and Amortization | 1,374 | 1,366 | 1,368 |
Capital Expenditures | 0 | 0 | 0 |
Operating Segments | Farming | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 52,094 | 45,814 | 47,160 |
Depreciation and Amortization | 2,097 | 1,937 | 1,789 |
Capital Expenditures | 4,870 | 5,915 | 7,416 |
Operating Segments | Ranch operations | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 2,072 | 1,945 | 2,079 |
Depreciation and Amortization | 390 | 439 | 455 |
Capital Expenditures | 464 | 305 | 306 |
Corporate expenses | |||
Information pretaining to assets of the business segments | |||
Identifiable Assets | 76,968 | 83,004 | 56,142 |
Depreciation and Amortization | 435 | 401 | 488 |
Capital Expenditures | $ 291 | $ 196 | $ 187 |
INVESTMENT IN UNCONSOLIDATED _3
INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Mar. 29, 2022 USD ($) ft² | Mar. 25, 2021 USD ($) ft² | Apr. 01, 2019 USD ($) | Dec. 31, 2022 USD ($) | Jun. 30, 2021 USD ($) | Nov. 30, 2018 ft² | Sep. 30, 2016 ft² | Aug. 31, 2016 USD ($) ft² | Dec. 31, 2019 tenant | Dec. 31, 2023 USD ($) venture | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2014 ft² | Jun. 01, 2018 USD ($) | Jun. 30, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Investments in unconsolidated joint ventures | $ 41,891 | $ 33,648 | $ 41,891 | ||||||||||||
Equity in unconsolidated joint ventures, net | 6,868 | 7,752 | $ 9,202 | ||||||||||||
Contribution of property | 0 | 8,501 | 8,464 | ||||||||||||
Real estate development | 321,293 | 337,257 | 321,293 | ||||||||||||
Equity method investment | 41,891 | $ 33,648 | 41,891 | ||||||||||||
TRC-MRC 4, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Excess distributions resulting in deficit balance | $ 6,082 | ||||||||||||||
Centennial Founders, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Consolidated joint venture, ownership interest | 93.46% | ||||||||||||||
TRC-MRC 5, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | $ 3,012 | $ (210) | 0 | 0 | |||||||||||
Borrowings | 0 | (35,138) | 0 | ||||||||||||
TRC-MRC 4, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | 332 | (367) | (1) | ||||||||||||
Borrowings | (40,130) | (61,776) | (40,130) | ||||||||||||
TRC-MRC 2, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | 2,772 | 1,384 | 1,268 | ||||||||||||
Borrowings | (22,612) | (21,939) | (22,612) | ||||||||||||
TRC-MRC 1, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | 1,192 | 43 | (15) | ||||||||||||
Borrowings | (22,787) | (22,144) | (22,787) | ||||||||||||
Total | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | 11,641 | 12,662 | 16,752 | ||||||||||||
Borrowings | (161,048) | (208,030) | (161,048) | ||||||||||||
Total | TRCC/Rock Outlet Center, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Reduced outstanding amount | 6,000 | ||||||||||||||
TRCC/Rock Outlet Center, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Earnings (Loss) | (3,571) | (3,139) | $ (2,885) | ||||||||||||
Borrowings | (27,707) | $ (20,850) | (27,707) | ||||||||||||
Petro Travel Plaza Holdings LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Ownership percentage | 50% | ||||||||||||||
Right and share of profit and loss | 60% | ||||||||||||||
Investment in unconsolidated joint ventures | $ 19,370 | ||||||||||||||
Equity method investment | 25,441 | 19,370 | 25,441 | ||||||||||||
Majestic Realty Co. | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Investments in unconsolidated joint ventures | $ 24,773 | ||||||||||||||
Investment in unconsolidated joint ventures | $ 4,335 | ||||||||||||||
Number of joint venture contracts | venture | 5 | ||||||||||||||
Area of building owned and leased | ft² | 651,909 | ||||||||||||||
TRC-MRC 5, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Contribution of property | 8,501 | ||||||||||||||
Number of acres for development | ft² | 446,400 | ||||||||||||||
Construction loan | $ 49,226 | ||||||||||||||
Real estate development | 2,477 | 2,477 | |||||||||||||
Deferred gain on sale | $ 3,012 | ||||||||||||||
Percentage of rentable space occupied | 100% | ||||||||||||||
Equity method investment | 4,300 | 4,194 | 4,300 | ||||||||||||
TRCC-East | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Number of acres for development | ft² | 326,000 | ||||||||||||||
Area of building owned and leased | ft² | 480,480 | ||||||||||||||
Excess distributions resulting in deficit balance | 1,431 | ||||||||||||||
TRC-MRC 4, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Contribution of property | $ 8,464 | ||||||||||||||
Number of acres for development | ft² | 629,274 | ||||||||||||||
Real estate development | 2,895 | ||||||||||||||
Deferred gain on sale | $ 2,785 | $ 2,785 | |||||||||||||
Percentage of rentable space occupied | 100% | ||||||||||||||
Equity method investment | 4,485 | 0 | 4,485 | ||||||||||||
TRC-MRC 3, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Number of acres for development | ft² | 579,040 | ||||||||||||||
Percentage of rentable space occupied | 100% | ||||||||||||||
Number of tenants | tenant | 2 | ||||||||||||||
Equity method investment | 386 | 141 | 386 | ||||||||||||
TRC-MRC 3, LLC | Land | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Contribution of property | $ 5,854 | ||||||||||||||
TRC-MRC 2, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Equity method investment | 0 | 0 | 0 | ||||||||||||
Face amount | $ 25,240 | ||||||||||||||
Excess distributions resulting in deficit balance | 1,562 | ||||||||||||||
TRC-MRC 1, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Equity method investment | 0 | 0 | 0 | ||||||||||||
Borrowings under joint venture | 25,030 | ||||||||||||||
Rockefeller Joint Ventures | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Investment in unconsolidated joint ventures | 9,943 | ||||||||||||||
Five West Parcel, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Ownership percentage | 50% | ||||||||||||||
TRCC/Rock Outlet Center, LLC | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Equity method investment | $ 7,279 | $ 9,943 | $ 7,279 |
INVESTMENT IN UNCONSOLIDATED _4
INVESTMENT IN UNCONSOLIDATED AND CONSOLIDATED JOINT VENTURES - Condensed Statements of Operations and Balance Sheet Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Mar. 29, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Balance Sheet Information | |||||
Assets | $ 577,523 | $ 566,791 | $ 546,036 | ||
Equity (Deficit) | 483,096 | 477,594 | 456,511 | $ 445,331 | |
Investment In | 33,648 | 41,891 | |||
Equity in Earnings (Loss) | 6,868 | 7,752 | 9,202 | ||
Petro Travel Plaza Holdings LLC | |||||
Balance Sheet Information | |||||
Investment In | 19,370 | 25,441 | |||
Equity in Earnings (Loss) | 6,288 | 8,526 | 4,957 | ||
18-19 West, LLC | |||||
Balance Sheet Information | |||||
Equity in Earnings (Loss) | 0 | (31) | 5,206 | ||
TRCC/Rock Outlet Center, LLC | |||||
Balance Sheet Information | |||||
Investment In | 9,943 | 7,279 | |||
Equity in Earnings (Loss) | (1,786) | (1,569) | (1,443) | ||
Non-cash tenant allowance amortization | 1,300 | 1,200 | 1,200 | ||
TRC-MRC 1, LLC | |||||
Balance Sheet Information | |||||
Investment In | 0 | 0 | |||
Equity in Earnings (Loss) | 596 | 21 | (7) | ||
TRC-MRC 2, LLC | |||||
Balance Sheet Information | |||||
Investment In | 0 | 0 | |||
Equity in Earnings (Loss) | 1,386 | 692 | 634 | ||
TRC-MRC 3, LLC | |||||
Balance Sheet Information | |||||
Investment In | 141 | 386 | |||
Equity in Earnings (Loss) | 323 | 297 | (144) | ||
TRC-MRC 4, LLC | |||||
Balance Sheet Information | |||||
Investment In | 0 | 4,485 | |||
Equity in Earnings (Loss) | 166 | (184) | (1) | ||
TRC-MRC 5, LLC | |||||
Balance Sheet Information | |||||
Investment In | 4,194 | 4,300 | |||
Equity in Earnings (Loss) | (105) | 0 | 0 | ||
Petro Travel Plaza Holdings LLC | |||||
Balance Sheet Information | |||||
Assets | 72,633 | 84,225 | |||
Borrowings | (12,556) | (13,318) | |||
Equity (Deficit) | 52,950 | 63,069 | |||
Revenues | 162,614 | 182,335 | 137,090 | ||
Earnings (Loss) | 10,481 | 14,210 | 8,262 | ||
18-19 West, LLC | |||||
Balance Sheet Information | |||||
Revenues | 0 | 0 | 15,472 | ||
Earnings (Loss) | 0 | (63) | 10,411 | ||
TRCC/Rock Outlet Center, LLC | |||||
Balance Sheet Information | |||||
Assets | 58,040 | 59,196 | |||
Borrowings | (20,850) | (27,707) | |||
Equity (Deficit) | 35,535 | 30,684 | |||
Revenues | 6,391 | 6,065 | 5,642 | ||
Earnings (Loss) | (3,571) | (3,139) | (2,885) | ||
TRC-MRC 1, LLC | |||||
Balance Sheet Information | |||||
Assets | 25,224 | 24,085 | |||
Borrowings | (22,144) | (22,787) | |||
Equity (Deficit) | 1,684 | 1,042 | |||
Revenues | 4,346 | 3,269 | 3,237 | ||
Earnings (Loss) | 1,192 | 43 | (15) | ||
TRC-MRC 2, LLC | |||||
Balance Sheet Information | |||||
Assets | 18,882 | 18,398 | |||
Borrowings | (21,939) | (22,612) | |||
Equity (Deficit) | (2,597) | (3,939) | |||
Revenues | 5,860 | 4,085 | 4,024 | ||
Earnings (Loss) | 2,772 | 1,384 | 1,268 | ||
TRC-MRC 3, LLC | |||||
Balance Sheet Information | |||||
Assets | 35,467 | 36,608 | |||
Borrowings | (33,627) | (34,494) | |||
Equity (Deficit) | 2,087 | 2,690 | |||
Revenues | 4,323 | 4,125 | 3,729 | ||
Earnings (Loss) | 645 | 594 | (288) | ||
TRC-MRC 4, LLC | |||||
Balance Sheet Information | |||||
Assets | 49,964 | 50,497 | |||
Borrowings | (61,776) | (40,130) | |||
Equity (Deficit) | (12,192) | 8,974 | |||
Revenues | 7,281 | 595 | 0 | ||
Earnings (Loss) | 332 | (367) | (1) | ||
TRC-MRC 5, LLC | |||||
Balance Sheet Information | |||||
Assets | 49,687 | 8,602 | |||
Borrowings | (35,138) | 0 | |||
Equity (Deficit) | 8,390 | 0 | |||
Revenues | 0 | 0 | 0 | ||
Earnings (Loss) | $ 3,012 | (210) | 0 | 0 | |
Total | |||||
Balance Sheet Information | |||||
Assets | 309,897 | 281,611 | |||
Borrowings | (208,030) | (161,048) | |||
Equity (Deficit) | 85,857 | 102,520 | |||
Revenues | 190,815 | 200,474 | 169,194 | ||
Earnings (Loss) | 11,641 | 12,662 | 16,752 | ||
Centennial | |||||
Balance Sheet Information | |||||
Assets | 104,979 | 102,984 | |||
Borrowings | 0 | 0 | |||
Equity (Deficit) | 104,753 | 102,689 | |||
Revenues | 267 | 594 | 409 | ||
Earnings (Loss) | $ (6) | $ 28 | $ (80) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) a acre ft | Dec. 31, 2022 USD ($) acre ft | Dec. 31, 2019 director | |
Related Party Transaction [Line Items] | |||
Purchased water contracts | 10,137 | 10,137 | |
Wheeler Ridge Maricopa Water Storage District | |||
Related Party Transaction [Line Items] | |||
Purchased water contracts | 15,547 | 15,547 | |
Tejon-Castac Water District | |||
Related Party Transaction [Line Items] | |||
Purchased water contracts | 5,749 | 5,749 | |
SWP Contracts | Wheeler Ridge Maricopa Water Storage District | Executive Vice President and Chief Operating Officer | |||
Related Party Transaction [Line Items] | |||
Acres of land | a | 5,496 | ||
Number of directors | director | 9 | ||
Water contracts and related costs | $ | $ 4,492 | $ 5,992 |