SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
July 15, 2005
Date of Report
(Date of earliest
event reported)
CONSOLIDATED-TOMOKA LAND CO.
(exact name of registrant as specified in its charter)
FLORIDA 0-5556 59-0483700
(State or other (IRS Employer
jurisdiction Identification
of incorporation) (Commission File Number) Number)
1530 Cornerstone Boulevard, Suite 100
Daytona Beach, Florida 32117
(Address of principal executive offices) (Zip Code)
(386)274-2202
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
PAGE>
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FORM 8-K, July 15, 2005
CONSOLIDATED-TOMOKA LAND CO.
COMMISSION FILE NO. 0-5556
EMPLOYER ID NO. 59-0483700
Item 2.02. Results of Operations and Financial Condition.
On July 15, 2005, Consolidated-Tomoka Land Co., a Florida
Corporation, issued a press release relating to the Company's
earnings for the three months and six months ended June 30, 2005. A
copy of the press release is furnished as an exhibit to this report.
Item 9.01. Financial Statements and Exhibits
The following exhibit is furnished herewith pursuant to Item 2.02 of
this Report and shall not be deemed to be "filed" for any purpose,
including for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that
section.
( c ) Exhibits.
99.1 Press Release issued July 15, 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
CONSOLIDATED-TOMOKA LAND CO.
Date: July 15, 2005 By:/S/Bruce W. Teeters
----------------------
Bruce W. Teeters, Senior
Vice President - Finance
and Treasurer
Chief Financial Officer
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EXHIBIT 99.1
PRESS RELEASE
For Immediate Release
Date: July 15, 2005
Contact: Bruce W. Teeters, Sr. Vice President
Phone: (386) 274-2202
Facsimile: (386) 274-1223
CONSOLIDATED TOMOKA ANNOUNCES SECOND QUARTER EARNINGS
DAYTONA BEACH FLORIDA - Consolidated-Tomoka Land Co. (AMEX-CTO)
today reported net income of $851,126 or $.15 per share for the
quarter ended June 30, 2005, compared with net income of $491,033 or
$.08 per share for 2004's same period. Earnings before depreciation,
amortization and deferred taxes (EBDDT) totaled a negative $.20 per
share in 2005's second quarter, compared with $.26 per share in 2004.
For the six months ended June 30, 2005, net income totaled $1.76 per
share and EBDDT totaled $2.36 per share. The comparable numbers for
the first six months of 2004 were net income of $.06 per share and
EBDDT of $.21 per share.
EBDDT is being provided to reflect the impact of the Company's
business strategy of investing in income properties utilizing tax
deferred exchanges. This strategy generates significant amounts of
depreciation and deferred taxes. The Company believes EBDDT is
useful, along with net income, to understanding the Company's
operating results.
William H. McMunn, president and chief executive officer, stated,
"Second quarter operating results reflect higher land sales and income
property profits compared with 2004's same period. Five free-standing
income properties, four in the second quarter, were acquired in the
first half of 2005. Profit improvements were offset by increased
stock option expense accruals resulting from the rise in the
Company's stock price. Management is currently concentrating on
closing a backlog of pending contracts for the balance of the year."
Consolidated-Tomoka Land Co. is a Florida-based Company primarily
engaged in converting Company owned timber lands into a portfolio of
income properties strategically located throughout the Southeast, and
development, management and sale of targeted real estate properties.
Visit our website at www.consolidatedtomoka.com
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EARNINGS NEWS RELEASE
QUARTER ENDED
----------------------------
JUNE 30, JUNE 30,
2005 2004
------------ -----------
REVENUES $6,375,624 $4,574,201
NET INCOME $ 851,126 $ 491,033
EARNINGS PER SHARE:
BASIC $0.15 $0.08
DILUTED $0.14 $0.08
EARNINGS NEWS RELEASE
SIX MONTHS ENDED
----------------------------
JUNE 30, JUNE 30,
2005 2004
------------ -----------
REVENUES $29,705,617 $8,150,346
NET INCOME $ 9,933,559 $ 359,994
EARNINGS PER SHARE:
BASIC $1.76 $0.06
DILUTED $1.73 $0.06
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RECONCILIATION OF NET INCOME TO EARNINGS BEFORE
DEPRECIATION, AMORTIZATION, AND DEFERRED TAXES
QUARTER ENDED
--------------------------
June 30, June 30,
2005 2004
----------- ------------
Net Income $ 851,126 $ $491,033
Add Back:
Depreciation and Amortization 425,342 330,488
Deferred Taxes (2,383,638) 627,622
--------- --------
Earnings (Loss)Before Depreciation,
Amortization, and Deferred Taxes $(1,107,170) $1,449,143
========== =========
EBDDT Per Share ($0.20) $0.26
===== =====
RECONCILIATION OF NET INCOME TO EARNINGS BEFORE
DEPRECIATION, AMORTIZATION, AND DEFERRED TAXES
SIX MONTHS ENDED
--------------------------
June 30, June 30,
2005 2004
----------- ------------
Net Income $ 9,933,559 $ 359,994
Add Back:
Depreciation and Amortization 825,073 615,947
Deferred Taxes 2,614,851 207,332
--------- --------
Earnings Before Depreciation,
Amortization, and Deferred Taxes $13,373,483 $1,183,273
========== =========
EBDDT Per Share $2.36 $0.21
===== =====
EBDDT - Earnings Before Depreciation, Amortization, and Deferred
Taxes. EBDDT is not a measure of operating results or cash flows from
operating activities as defined by accounting principles generally
accepted in the United States of America. Further, EBDDT is not
necessarily indicative of cash availability to fund cash needs and
should not be considered as an alternative to cash flow as a measure
of liquidity. The Company believes, however, that EBDDT provides
relevant information about operations and is useful, along with net
income, for an understanding of the Company's operating results.
EBDDT is calculated by adding depreciation, amortization, and deferred
income taxes to net income as they represent non-cash charges.
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CONSOLIDATED-TOMOKA LAND CO.
CONSOLIDATED BALANCE SHEET
UNAUDITED
JUNE 30, DECEMBER 31,
2005 2004
------------ -----------
ASSETS
Cash $ 1,208,825 $ 273,911
Restricted Cash 5,630,699 27,717,882
Investment Securities 16,730,505 3,642,785
Notes Receivable 2,763,279 4,425,252
Real Estate held for Development and Sale 9,833,866 9,821,988
Intangible Assets 4,247,293 2,726,763
Other Assets 2,274,911 2,034,530
---------- ----------
$ 42,689,378 $50,643,111
---------- ----------
Property, Plant and Equipment:
Land, Timber and Subsurface Interests $ 2,101,209 $ 2,091,080
Golf Buildings, Improvements and Equipment 11,369,717 11,345,915
Income Properties Land, Buildings and Improvements 84,283,743 58,703,711
Other Furnishings and Equipment 1,415,279 1,228,400
---------- ----------
Total Property, Plant and Equipment 99,169,948 73,369,106
Less Accumulated Depreciation and Amortization (5,504,352) (4,791,243)
---------- ----------
Net - Property, Plant and Equipment 93,665,596 68,577,863
---------- ----------
TOTAL ASSETS $136,354,974 $119,220,974
=========== ===========
LIABILITIES
Accounts Payable $ 77,008 $ 405,609
Accrued Liabilities 6,446,748 3,895,125
Income Taxes Payable 1,629,659 658,040
Deferred Income Taxes 28,549,326 25,934,475
Notes Payable 8,609,293 8,716,976
---------- ----------
TOTAL LIABILITIES $ 45,312,034 $ 39,610,225
---------- ----------
SHAREHOLDERS' EQUITY
Common Stock 5,667,796 5,641,722
Additional Paid in Capital 4,421,269 2,176,184
Retained Earnings 81,457,902 72,316,660
Accumulated Other Comprehensive Loss ( 504,027) ( 523,817)
---------- ----------
TOTAL SHAREHOLDERS' EQUITY 91,042,940 79,610,749
---------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $136,354,974 $119,220,974
=========== ===========
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"Safe Harbor"
Certain statements contained in this press release (other than the
statements of historical fact are forward-looking statements. The
words "believe," "estimate," "expect," "intend," "anticipate,"
"will," "could," "may," "should," "plan,""potential," "predict,"
"forecast,"and similar expressions and variations thereof identify
certain of such forward-looking statements, which speak only as of the
dates on which they were made. Forward-looking statements are made
based upon management's expectations and beliefs concerning future
developments and their potential effect upon the Company. There can
be no assurance that future developments will be in accordance with
management's expectations or that the effect of future developments on
the Company will be those anticipated by management.
The Company wishes to caution readers that the assumptions which
form the basis for forward-looking statements with respect to or that
may impact earnings for the year ended December 31, 2005, and
thereafter include many factors that are beyond the Company's ability
to control or estimate precisely. These risks and uncertainties
include, but are not limited to, the market demand of the Company's
real estate parcels, income properties, timber and other products; the
impact of competitive real estate; changes in pricing by the Company
or its competitors; the costs and other effects of complying with
environmental and other regulatory requirements; losses due to natural
disasters; and changes in national, regional or local economic and
political conditions, such as inflation, deflation, or fluctuation in
interest rates.
While the Company periodically reassesses material trends and
uncertainties affecting its results of operations and financial
condition, the Company does not intend to review or revise any
particular forward-looking statement referenced herein in light of
future events.
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