Florida

(State or other jurisdiction of incorporation)

001‑11350

(Commission File Number)

59‑0483700

(IRS Employer Identification No.)

1140 N. Williamson Blvd.,

Suite 140

Daytona Beach, Florida

(Address of principal executive offices)

32114

(Zip Code)

Title of each class:

Trading Symbol

Name of each exchange on which registered:

COMMON STOCK, $1.00 PAR VALUE PER SHARE

CTO

NYSE American

Company Name

Date: April 29, 2020

By:

/s/ Mark E. Patten

Mark E. Patten,

Senior Vice President and Chief Financial Officer

Contact:

Mark E. Patten, Sr. Vice President and CFO

mpatten@ctlc.com

Phone:

(386) 944-5643

Facsimile:

(386) 274-1223

FOR

IMMEDIATE

RELEASE

CONSOLIDATED-TOMOKA LAND CO. REPORTS FIRST QUARTER 2020 RESULTS OF INCREASED REVENUE TO $12.8 MILLION AND A

NET LOSS OF $2.60 PER SHARE, INCLUDING A $2.19 PER SHARE UNREALIZED LOSS ON MARK TO MARKET OF PINE SHARES

·

Cash Flow and Liquidity Update

Liquidity
Position

Estimated Annualized 2020
Cash Flows  (2)

Cash at March 31, 2020

$18.6 million

Cash from CVS Property Sale (1)

$14.7 million

Net Operating Cash Flows

≈$25 million

Total

$33.3 million

Net Operating Cash/Share

>$5.25/share

⁽¹⁾

Includes approximately $10.5 million of unrestricted cash and approximately $4.2 million of 1031 restricted cash generated from sale of property leased to CVS in Dallas, Texas on April 24, 2020.

⁽²⁾

Estimated cash flow and per share amounts exclude payment of future dividends and additional impact of COVID-19 Pandemic. 

·

Income Property Acquisitions 

·

Investment in Alpine

·

Share Repurchase Program

·

Convertible Notes

·

Covid-19 Update

Property Type

# of Properties

Square Feet

Wtd. Average Years
Remaining on Lease

Single-Tenant (1)

29

14.1

Multi-Tenant

  7

 5.3

Total / Wtd. Avg.

36

 9.8

⁽¹⁾

One of the twenty-nine single-tenant properties is a ground lease with The Carpenter Hotel which includes two tenant repurchase options. Pursuant to FASB ASC Topic 842, Leases, the $16.25 million investment has been recorded in the accompanying consolidated balance sheet as of March 31, 2020 as a commercial loan investment.

Component of Long-Term Debt

Principal

Interest Rate

Maturity Date

Revolving Credit Facility (1)

$100.00 million

0.7325% + 1.35% – 1.95%         

May 2023

Revolving Credit Facility

$98.85 million

30-day LIBOR + 1.35% – 1.95%         

May 2023

Mortgage Note Payable (2)

$23.71 million

April 2021

Mortgage Note Payable

$30.00 million

October 2034

2025 Convertible Senior Notes

$70.00 million

April 2025

Total Debt/Weighted-Average Rate

$322.56 million

⁽¹⁾

Effective March 19, 2020, the Company utilized an interest rate swap to achieve a  fixed interest rate of 0.7325% plus the applicable spread on $100 million of the outstanding principal balance

⁽²⁾

Utilized interest rate swap to achieve fixed interest rate of 3.17%

Increase (Decrease)

Operating Segment

Revenue for
the Quarter
($000's)

vs Same
Period in 2019
($000's)

vs Same
Period in 2019
(%)

Income Properties

$

$

Management Fee Income

Interest Income from Commercial Loan Investments

Real Estate Operations

-66%

Total Revenue

$

$

Increase (Decrease)

For the Quarter

vs Same
Period in 2019

vs Same
Period in 2019
(%)

Total Revenue ($ 000’s)

$

$

Operating Income ($ 000’s)

$

$

-97%

Income (Loss) from Continuing Operations Per Share (basic)

$

$

-360%

Income (Loss) from Discontinued Operations Per Share (basic)

$

—

$

-100%

Net Income (Loss) Per Share (basic)

$

$

-315%

(Increase) Decrease

General and Administrative Expenses

G&A Expense
for the Quarter
($000's)

vs Same
Period in 2019
($000's)

vs Same
Period in 2019
(%)

Recurring General and Administrative Expenses

$

$

-35%

Non-Cash Stock Compensation

-1%

Total General and Administrative Expenses

$

$

-24%

YTD 2020 Actual

Guidance for FY 2020

Acquisition of Income-Producing Assets  

$137.2mm

$ 160mm - $210mm

Target Investment Yields (Initial Yield – Unlevered)

6.25% - 7.25%

Disposition of Income-Producing Assets (Sales Value)  (1)

$15.2mm

$40mm - $60mm

Target Disposition Yields  (1)

6.50% - 7.50%

Leverage Target (as % of Total Enterprise Value)

40% - 50%

⁽¹⁾

Represents the sale of the Company’s CVS ground lease subsequent to March 31, 2020, as described below.

·

On April 24, 2020, the Company sold its CVS ground lease located in downtown Dallas, Texas, for a sales price of $15.2 million, reflecting an exit cap rate of 4.50%. The Company’s estimated gain on the sale is approximately $0.8 million, or $0.13 per share after tax.

·

Paid First Quarter 2020 Dividend of $0.25 per share to stockholders of record on February 24, 2020.

·

As of April 27, 2020, the Company repurchased 88,565 shares for approximately $4.1 million with an average purchase price of $46.29 per share, under the new $10 million buyback program.

·

Based on April 2020 contractual base rent, of the Company’s portfolio,  62% have remained open since the onset,  of the COVID-19 Pandemic, with 27% operating on a limited basis.

·

The Company was contacted by certain of its tenants who are seeking rent relief through possible deferrals or other potential modifications of lease terms, beginning with the April 2020 rent. The rent payable for April 2020 from the Company’s tenants seeking rent relief represents approximately 37% of April 2020 contractual base rent.  We expect that our rent collections will be below our tenants’ contractual rent obligations for so long as governmental orders require non-essential businesses to remain closed and residents to stay at home, which will adversely impact our results of operations. The extent of such impact will depend on future developments, which are highly uncertain and cannot be predicted. April collections and rent relief requests to-date may not be indicative of collections or

requests in any future period. Depending upon the duration of tenant closures and the overall economic downturn resulting from the COVID-19 Pandemic, we may find deferred rents difficult to collect.

·

The Company believes certain of the programs available under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) may provide tenants with the ability to obtain proceeds from loans provided by the Federal government which could provide liquidity that would allow the tenant to pay its near-term rent. However, no assurances can be given that the tenants will seek to access or will receive funds from these programs or will be able to use the proceeds to pay their rent in the near-term or otherwise.

·

Given uncertainty surrounding the depth, duration, and geographic impact of the COVID-19 Pandemic, as a precautionary measure intended to support the Company’s liquidity, the Company, in March 2020, drew $20 million of available capacity on its $200 million credit facility. As a result, the Company, as of March 31, 2020, has approximately $19 million in cash on hand with approximately $199 million outstanding on the credit facility.

·

The total borrowing capacity on the Credit Facility, based on the assets currently in the borrowing base, is approximately $200 million, and as such the Company has $1 million of capacity from which to draw. Pursuant to the terms of the Credit Facility, any property in the borrowing base with a tenant that is more than 60 days past due on its contractual rent obligations would be automatically removed from the borrowing base and the Company’s borrowing capacity would be reduced. The Company believes that certain modifications, including a deferral of current rent that is paid later in 2020, do not meet with the past due terms of the Credit Facility and thus any of the Company’s applicable properties would not be required to be removed from the borrowing base. 

·

As a result of the outbreak of the COVID-19 Pandemic, the federal government and the state of Florida issued orders encouraging everyone to remain in their residence and not go into work. In response to these orders and in the best interest of our employees and directors, we have implemented significant preventative measures to ensure the health and safety of our employees and Board of Directors (the “Board”), including: i) conducting all meetings of our Board and Committees of the Board telephonically or via a visual conferencing service, permitting our employees to work from home at their election, enforcement of appropriate social distancing practices in our office, encouraging our employees to wash their hands often and providing hand sanitizer throughout our office, requiring employees who do not feel well in any capacity to stay at home, and requiring all third-party delivery services (e.g. mail, food delivery, etc.) to complete their service outside the front door of our offices. These preventative measures, including the transition to a remote workforce, have not had any material adverse impact on our financial reporting systems, internal controls over financial reporting or disclosure controls and procedures. At this time, we have not laid off, furloughed, or terminated any employee in response to the COVID-19 Pandemic. The Compensation Committee of our Board may reevaluate the performance goals and other aspects of the compensation arrangements of our executive officers later in 2020 as more information about the effects of the COVID-19 Pandemic become known.

Teleconference: USA (Toll Free)

1-888-317-6003

International:

1-412-317-6061

Canada (Toll Free):

1-866-284-3684

(Unaudited)
March 31,
2020

December 31,
2019

ASSETS

Property, Plant, and Equipment:

Income Properties, Land, Buildings, and Improvements

$

$

Other Furnishings and Equipment

Construction in Progress

Total Property, Plant, and Equipment

Less, Accumulated Depreciation and Amortization

Property, Plant, and Equipment—Net

Land and Development Costs

Intangible Lease Assets—Net

Assets Held for Sale

Investment in Joint Ventures

Investment in Alpine Income Property Trust, Inc.

Mitigation Credits

Commercial Loan Investments

Cash and Cash Equivalents

Restricted Cash

Other Assets

Total Assets

$

$

LIABILITIES AND SHAREHOLDERS’ EQUITY

Liabilities:

Accounts Payable

$

$

Accrued and Other Liabilities

Deferred Revenue

Intangible Lease Liabilities—Net

Liabilities Held for Sale

Income Taxes Payable

Deferred Income Taxes—Net

Long-Term Debt

Total Liabilities

Commitments and Contingencies

Shareholders’ Equity:

Common Stock – 25,000,000 shares authorized; $1 par value, 6,105,763 shares issued and 4,716,106 shares outstanding at March 31, 2020; 6,076,813 shares issued and 4,770,454 shares outstanding at December 31, 2019

Treasury Stock – 1,389,657 shares at March 31, 2020 and 1,306,359 shares at December 31, 2019

Additional Paid-In Capital

Retained Earnings

Accumulated Other Comprehensive Income (Loss)

Total Shareholders’ Equity

Total Liabilities and Shareholders’ Equity

$

$

Three Months Ended

March 31,

March 31,

2020

2019

Revenues

Income Properties

$

$

Management Fee Income

—

Interest Income from Commercial Loan Investments

—

Real Estate Operations

Total Revenues

Direct Cost of Revenues

Income Properties

Real Estate Operations

Total Direct Cost of Revenues

General and Administrative Expenses

Impairment Charges

—

Depreciation and Amortization

Total Operating Expenses

Gain on Disposition of Assets

—

Gain on Extinguishment of Debt

—

Other Gains and Income

Total Operating Income

Investment and Other Income (Loss)

Interest Expense

Income (Loss) from Continuing Operations Before Income Tax Expense

Income Tax Benefit (Expense) from Continuing Operations

Income (Loss) from Continuing Operations

Income from Discontinued Operations (Net of Income Tax)

—

Net Income (Loss)

$

$

Per Share Information:

Basic

Net Income (Loss) from Continuing Operations

$

$

Net Income from Discontinued Operations (Net of Income Tax)

—

Basic Net Income (Loss) per Share

$

$

Diluted

Net Income (Loss) from Continuing Operations

$

$

Net Income from Discontinued Operations (Net of Income Tax)

—

Diluted Net Income (Loss) per Share

$

$

Weighted Average Number of Common Shares: 

Basic

Diluted