SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
February
13, 2008
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)
FORM 8-K,
February 13, 2008
CONSOLIDATED-TOMOKA
LAND CO.
COMMISSION
FILE NO. 0-5556
EMPLOYER
ID NO. 59-0483700
Item
2.02. Results of Operations and Financial Condition.
On
February 13, 2008, Consolidated-Tomoka Land Co., a Florida Corporation,
issued a press release relating to the Company’s
earnings
for the quarter and year, ended December 31, 2007.
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 February 13, 2008
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:
February 13, 2008 /S/Bruce W.
Teeters_
Bruce
W. Teeters, Senior
Vice
President - Finance
and
Treasurer
Chief
Financial Officer
For
Immediate Release
| Date: | February 13, 2008 |
| Contact: | Bruce W. Teeters, Senior Vice President |
| Phone: | (386) 274-2202 |
| Facsimile: | (386) 274-1223 |
CONSOLIDATED
TOMOKA REPORTS 2007 EARNINGS
DAYTONA
BEACH, FLORIDA - Consolidated-Tomoka Land Co. (AMEX–CTO) today reported net
income of $13,532,838 or $2.37 basic earnings per share for the year ended
December 31, 2007, and earnings before depreciation, amortization, and deferred
taxes (EBDDT) of $19,390,631 or $3.39 basic per share for such
period. The comparable numbers for 2006 were net income of
$14,028,322 or $2.47 basic earnings per share and EBDDT of $21,626,683 or $3.80
basic per share. For the three months ended December 31, 2007, net
income totaled $10,898,146 or $1.91 basic earnings per share compared with net
income of $5,776,338 or $1.01 basic earnings per share for the same period in
2006.
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, “Our 2007 performance
was impressive when compared to that of many of our industry
peers. In 1999, we adopted a business plan that would continue to
create long-term value for our shareholders by minimizing debt, increasing our
land values, and accelerating our conversion of agricultural lands into a
portfolio of 1031 income-producing net-lease income properties. The successful
execution of our plan allows the Company to perform well during both good and
bad real estate markets. We believe that our prospects for 2008 and beyond
remain excellent despite the current condition of the real estate
market.”
Consolidated-Tomoka Land Co. is a Florida-based company
primarily engaged in converting Company owned agricultural lands into
a portfolio of income properties strategically located throughout the Southeast,
and the development, management, and sale of targeted real estate
properties. Visit our website at
www.consolidatedtomoka.com
“Safe
Harbor”
Certain
statements contained in this press release (other than statements of historical
fact) are
forward-looking
statements. The words “believe,” “estimate,” “expect,” “intend,”
“anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,”
“forecast,” “project,” 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, 2008, 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 strength of the
real estate market in the City of Daytona Beach in Volusia County, Florida; our
ability to successfully execute acquisition or development strategies; any loss
of key management personnel; changes in local, regional and national economic
conditions affecting the real estate development business and income properties;
the impact of environmental and land use regulations; the impact of competitive
real estate activity; variability in quarterly results due to the unpredictable
timing of land sales; the loss of any major income property tenants; and the
availability of capital. Additional information concerning these and
other factors that could cause actual results to differ materially from those
forward-looking statements is contained from time to time in the Company’s
Securities and Exchange Commission filings, including, but not limited to, the
Company’s Annual Report on Form 10-K. Copies of each filing may be obtained from
the Company or the SEC.
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.
Disclosures
in this press release regarding the Company’s current quarters financial results
are preliminary and are subject to change in connection with the Company’s
preparation and filing of its Form 10-K for the year ended December 31,
2007. The financial information in this release reflects the
Company’s preliminary results subject to completion of the quarterly review
process. The final results for the year may differ from the
preliminary results discussed above due to factors that include, but are not
limited to, risks associated with final review of the results and preparation of
financial statements.
This
release refers to certain non-GAAP financial measures. As required by
the SEC, the Company has provided a reconciliation of these measures to the most
directly comparable GAAP measures with this release. Non-GAAP
measures as the Company has calculated them may not be comparable to similarly
titled measures reported by other companies.
|
Earnings
News Release
|
||||||||
|
QUARTER
ENDED
|
||||||||
|
DECEMBER
31,
|
DECEMBER
31,
|
|||||||
|
2007
|
2006
|
|||||||
|
REVENUES
|
$ |
21,918,617
|
$ |
17,908,566
|
||||
|
NET
INCOME
|
$ |
10,898,146
|
$ |
5,776,338
|
||||
|
BASIC EARNINGS
PER SHARE:
|
||||||||
|
NET
INCOME
|
$ |
1.91
|
$ |
1.01
|
||||
|
DILUTED EARNINGS
PER SHARE:
|
||||||||
|
NET
INCOME
|
$ |
1.90
|
$ |
1.01
|
||||
|
YEAR
ENDED
|
||||||||||||
|
DECEMBER
31,
|
DECEMBER
31,
|
|||||||||||
|
2007
|
2006
|
|||||||||||
|
|
|
|||||||||||
|
REVENUES
|
$ |
43,076,024
|
$ |
43,589,253
|
||||||||
|
NET
INCOME BEFORE DISCONTINUED OPERATIONS AND
|
13,532,838
|
14,003,939
|
||||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
||||||||||||
|
DISCONTINUED
OPERATIONS (NET OF INCOME TAX)
|
--
|
240,476
|
||||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
||||||||||||
|
(NET
OF INCOME TAX)
|
--
|
(216,093 | ) | (1 | ) | |||||||
|
NET
INCOME
|
$ |
13,532,838
|
$ |
14,028,322
|
||||||||
|
BASIC
EARNINGS PER SHARE:
|
||||||||||||
|
NET
INCOME BEFORE DISCONTINUED OPERATIONS AND
|
||||||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
$ |
2.37
|
$ |
2.47
|
||||||||
|
DISCONTINUED
OPERATIONS (NET OF INCOME TAX)
|
--
|
$ |
0.04
|
|||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
||||||||||||
|
(NET
OF INCOME TAX)
|
--
|
(0.04 | ) | (1 | ) | |||||||
|
NET
INCOME
|
$ |
2.37
|
$ |
2.47
|
||||||||
|
DILUTED
EARNINGS PER SHARE:
|
||||||||||||
|
NET
INCOME BEFORE DISCONTINUED OPERATIONS AND
|
||||||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
$ |
2.36
|
$ |
2.46
|
||||||||
|
DISCONTINUED
OPERATIONS (NET OF INCOME TAX)
|
--
|
$ |
0.04
|
|||||||||
|
CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
|
||||||||||||
|
(NET
OF INCOME TAX)
|
--
|
(0.04 | ) | (1 | ) | |||||||
|
NET
INCOME
|
$ |
2.36
|
$ |
2.46
|
||||||||
|
(1) THE
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE REPRESENTS
THE
CHANGE
IN ACCOUNTING FOR STOCK OPTIONS WITH THE ADOPTION OF
FINANCIAL
ACCOUNTING
STANDARDS STATEMENT NO. 123 (REVISED 2004).
|
||||||||||||
|
RECONCILIATION
OF NET INCOME TO EARNINGS BEFORE
DEPRECIATION, AMORTIZATION
AND DEFERRED TAXES
|
|||||||||
|
QUARTER
ENDED
|
|||||||||
|
DECEMBER
31,
|
|
DECEMBER
31,
|
|||||||
|
2007
|
2006
(2)
|
||||||||
|
NET
INCOME
|
$ |
10,898,146
|
$ |
5,776,338
|
|||||
|
ADD
BACK:
|
|||||||||
|
DEPRECIATION
& AMORTIZATION
|
618,767
|
603,480
|
|||||||
|
DEFERRED
TAXES
|
2,754,421
|
1,978,679
|
|||||||
|
EARNINGS
BEFORE DEPRECIATION, AMORTIZATION
|
|||||||||
|
AND
DEFERRED TAXES
|
$ |
14,271,334
|
$ |
8,358,497
|
|||||
|
BASIC
WEIGHTED AVERAGE SHARES OUTSTANDING
|
5,720,219
|
5,691,192
|
|||||||
|
BASIC
EBDDT PER SHARE
|
$ |
2.49
|
$ |
1.47
|
|||||
|
|
|||||||||
|
YEAR
ENDED
|
|||||||||
|
DECEMBER
31,
|
|
DECEMBER
31,
|
|||||||
|
2007
|
2006
|
||||||||
|
NET
INCOME
|
$ |
13,532,838
|
$ |
14,028,322
|
|||||
|
ADD
BACK:
|
|||||||||
|
DEPRECIATION
& AMORTIZATION
|
2,466,981
|
2,265,848
|
|||||||
|
DEFERRED
TAXES
|
3,390,812
|
5,332,513
|
|||||||
|
EARNINGS
BEFORE DEPRECIATION, AMORTIZATION
|
|||||||||
|
AND
DEFERRED TAXES
|
$ |
19,390,631
|
$ |
21,626,683
|
|||||
|
BASIC
WEIGHTED AVERAGE SHARES OUTSTANDING
|
5,716,564
|
5,684,042
|
|||||||
|
BASIC
EBDDT PER SHARE
|
$ |
3.39
|
$ |
3.80
|
|||||
|
|
|||||||||
|
EBDDT
– EARNINGS BEFORE DEPRECIATION, AMORITIZATION, AND DEFERRED
TAXES. EBDDT IS NOT A MEASURE OF OPERATING RESULTS OR CASH FLOWS FROM
OPERATING ACTIVITIES AS DEFINED BY U.S. GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES. FURTHER, EBDDT IS NOT NECESSARILY INDICATIVE OF CASH
AVAILABILITY TO FUND CASH NEEDS AND SHOULD NOT BE CONSIDERED AS AN
ALTERNATIVE TO 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.
|
|||||||||
|
(2) THE
FOURTH QUARTER OF 2006 HAS BEEN ADJUSTED TO REFLECT THE QUARTERLY IMPACT,
IN EACH QUARTER OF
2006,
OF THE SAB 108 ADJUSTMENT MADE IN THE FOURTH QUARTER OF 2006. THE
ADJUSTMENT WAS CONSIDERED
IMMATERIAL
FOR EACH OF THE QUARTERS OF 2006
|
|||||||||
|
CONSOLIDATED
BALANCE SHEET
|
||||||||
|
DECEMBER
31,
|
DECEMBER
31,
|
|||||||
|
2007
|
2006
|
|||||||
|
ASSETS
|
||||||||
|
Cash
|
$ |
863,826
|
$ |
738,264
|
||||
|
Restricted
Cash
|
10,387,550
|
1,185,962
|
||||||
|
Investment
Securities
|
10,193,094
|
11,780,205
|
||||||
|
Notes
Receivable
|
5,164,421
|
700,000
|
||||||
|
Land
and Development Costs
|
15,654,456
|
15,058,340
|
||||||
|
Intangible
Assets
|
4,717,699
|
5,103,649
|
||||||
|
Other
Assets
|
7,899,810
|
5,569,605
|
||||||
|
54,880,856
|
40,136,025
|
|||||||
|
Property,
Plant & Equipment:
|
||||||||
|
Land,
Timber and Subsurface Interests
|
7,793,594
|
3,012,623
|
||||||
|
Golf
Buildings, Improvements & Equipment
|
11,713,046
|
11,442,492
|
||||||
|
Income
Properties Land, Buildings & Improvements
|
104,820,647
|
104,819,695
|
||||||
|
Other
Building, Equipment and Land Improvements
|
2,909,057
|
2,584,467
|
||||||
|
Total
Property, Plant and Equipment
|
127,236,344
|
121,859,277
|
||||||
|
Less,
Accumulated Depreciation and Amortization
|
(10,284,670 | ) | (8,221,138 | ) | ||||
|
Net
- Property, Plant and Equipment
|
116,951,674
|
113,638,139
|
||||||
|
TOTAL
ASSETS
|
$ |
171,832,530
|
$ |
153,774,164
|
||||
|
LIABILITIES
|
||||||||
|
Accounts
Payable
|
$ |
452,090
|
$ |
167,378
|
||||
|
Accrued
Liabilities
|
8,684,175
|
7,749,121
|
||||||
|
Accrued
Stock Based Compensation
|
3,277,821
|
5,743,773
|
||||||
|
Income
Taxes Payable
|
3,058,049
|
--
|
||||||
|
Deferred
Profit
|
--
|
563,467
|
||||||
|
Deferred
Income Taxes
|
32,882,399
|
29,491,587
|
||||||
|
Notes
Payable
|
6,807,388
|
7,061,531
|
||||||
|
TOTAL
LIABILITIES
|
55,161,922
|
50,776,857
|
||||||
|
SHAREHOLDERS'
EQUITY
|
||||||||
|
Common
Stock
|
5,725,806
|
5,693,007
|
||||||
|
Additional
Paid in Capital
|
5,130,574
|
2,630,748
|
||||||
|
Retained
Earnings
|
107,012,038
|
95,650,170
|
||||||
|
Accumulated
Other Comprehensive Loss
|
(1,197,810 | ) | (976,618 | ) | ||||
|
TOTAL
SHAREHOLDERS' EQUITY
|
116,670,608
|
102,997,307
|
||||||
|
TOTAL
LIABILITIES AND
|
||||||||
|
SHAREHOLDERS'
EQUITY
|
$ |
171,832,530
|
$ |
153,774,164
|
||||
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