UNITED
STATES
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
Date of
Report (Date of earliest event reported): April 16, 2009
Consolidated-Tomoka
Land Co.
(Exact
name of registrant as specified in its charter)
|
Florida
(State
or other jurisdiction of incorporation)
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0-5556
(Commission
File Number)
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59-0483700
(IRS
Employer Identification No.)
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|
|
1530
Cornerstone Boulevard, Suite 100
Daytona
Beach, Florida
(Address
of principal executive offices)
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32117
(Zip
Code)
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Registrant’s
telephone number, including area code: (386)
274-2202
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|||
|
Not
Applicable
(Former
name or former address, if changed since last report.)
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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:
[ ]
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,
April 16, 2009
CONSOLIDATED-TOMOKA
LAND CO.
COMMISSION
FILE NO. 0-5556
EMPLOYER
ID NO. 59-0483700
Item
2.02. Results of Operations and Financial Condition.
On April
16, 2009, Consolidated-Tomoka Land Co., a Florida Corporation,
issued a press release relating to the Company’s
earnings
for 2009's first quarter, ended March 31, 2009.
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.
( d )
Exhibits.
99.1 Press Release
issued April 16, 2009
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: April 16 2009 | /S/Bruce W. Teeters_ |
| Bruce W. Teeters, Senior Vice President - Finance and Treasurer | |
| Chief Financial Officer | |
0;
PRESS RELEASE
For Immediate Release
|
Date:
|
April
16, 2009
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|
Contact:
|
Bruce
W. Teeters, Sr. Vice President
|
|
Phone:
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(386)
274-2202
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Facsimile:
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(386)
274-1223
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CONSOLIDATED
TOMOKA ANNOUNCES FIRST QUARTER EARNINGS
DAYTONA BEACH, FLORIDA -
Consolidated-Tomoka Land Co. (NYSE Amex–CTO) today reported net income of
$322,206 or $.06 earnings per basic share and earnings before
depreciation, amortization and deferred taxes (EBDDT) of $858,325 or $.15 per
basic share for the quarter ended March 31, 2009. The comparable
numbers for the first quarter of 2008 were a net income of $156,124 or
$.03 earnings per basic share and EBDDT of $348,037 or $.06 per basic
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, “Our business plan was designed
to allow the Company to be profitable during slow economic
periods. The current economic environment for the real estate
industry and the economy as a whole has proven to be much more challenging than
anticipated. However, in these difficult times, with no land closings
in the first quarter of 2009, we were able to record positive operating
results. Our income property portfolio created by the conversion of
land sales utilizing tax-deferred exchanges provides stable revenues to produce
overall net income. Decreased stock option expenses also favorably
impacted first quarter earnings.”
Consolidated-Tomoka Land
Co. is a Florida-based company primarily engaged in converting Company owned
agricultural lands into a portfolio of net lease income properties strategically
located in the Southeast, maximizing shareholder value through the efficient
utilization of 1031 tax-deferred exchanges. The Company has low
long-term debt and generates over $9 million annually before tax cash flow from
its real estate portfolio. The Company also engages in selective
self-development of targeted income properties. The Company’s adopted strategy
is designed to provide the financial strength and cash flow to weather difficult
real estate cycles. Visit our website at
www.ctlc.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, 2009, 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; the impact of a
prolonged recession or further downturn in economic conditions; 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 first quarter financial results are preliminary
and are subject to change in connection with the Company’s preparation and
filing of its Form 10-Q for the quarter ended March 31, 2009. 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 quarter 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.
Important Additional
Information
The
Company has filed with the Securities and Exchange Commission ("SEC") and mailed
to its shareholders a definitive proxy statement dated April 8, 2009 in
connection with the solicitation of proxies for its 2009 annual meeting of
shareholders. Shareholders are strongly advised to read the Company's definitive
proxy statement and the accompanying WHITE proxy card because they contain
important information. Shareholders may obtain copies of the Company's
definitive proxy statement, any amendments or supplements to the proxy statement
and other documents filed by the Company with the SEC in connection with its
2009 annual meeting of shareholders free of charge at the SEC’s website at www.sec.gov, on the
Company's website at http://ctlc.com/2009_proxy.html
or by writing to our Corporate Secretary at Post Office Box 10809, Daytona
Beach, Florida, 32120-0809. In addition, copies of the proxy materials may be
requested by contacting our proxy solicitor, The Altman Group, toll-free at
(866) 620-1450 or by email at pcasey@altmangroup.com. The Company, its directors
and its executive officers may be deemed to be participants in the solicitation
of proxies from shareholders in connection with the Company’s 2009 annual
meeting of shareholders. Information concerning persons who may be considered
participants in the solicitation of the Company's shareholders under the rules
of the SEC is set forth in the Company's definitive proxy statement filed with
the SEC on April 8, 2009 and its Form 10-K for the fiscal year ended December
31, 2008, filed with the SEC on March 12, 2009.
| EARNINGS NEWS RELEASE | ||||||||
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QUARTER
ENDED
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||||||||
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MARCH
31,
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MARCH
31,
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|||||||
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2009
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2008
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REVENUES
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$ | 3,845,927 | $ | 3,938,496 | ||||
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NET
INCOME
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$ | 322,206 | $ | 156,124 | ||||
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BASIC
& DILUTED EARNINGS PER SHARE:
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NET
INCOME
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$ | 0.06 | $ | 0.03 | ||||
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RECONCILIATION
OF NET INCOME TO EARNINGS BEFORE
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||||||||
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DEPRECIATION, AMORTIZATION
AND DEFERRED TAXES
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QUARTER
ENDED
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||||||||
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MARCH
31,
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MARCH
31,
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|||||||
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2009
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2008
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NET
INCOME
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$ | 322,206 | $ | 156,124 | ||||
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ADD
BACK:
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DEPRECIATION
& AMORTIZATION
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682,887 | 624,930 | ||||||
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DEFERRED
TAXES
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(146,768 | ) | (433,017 | ) | ||||
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EARNINGS
BEFORE DEPRECIATION, AMORTIZATION
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AND
DEFERRED TAXES
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$ | 858,325 | $ | 348,037 | ||||
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BASIC
WEIGHTED AVERAGE SHARES OUTSTANDING
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5,726,509 | 5,726,182 | ||||||
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BASIC
EBDDT PER SHARE
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$ | 0.15 | $ | 0.06 | ||||
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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 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 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.
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EBDDT
IS CALCULATED BY ADDING DEPRECIATION, AMORTIZATION AND THE CHANGE IN
DEFERRED INCOME TAXES TO NET INCOME AS THEY REPRESENT NON-CASH
CHARGES.
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CONSOLIDATED
BALANCE SHEETS
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|||||||
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MARCH
31,
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DECEMBER
31,
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||||||
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2009
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2008
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ASSETS
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|||||||
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Cash
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263,798 | 388,787 | |||||
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Restricted
Cash
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-- | 462,765 | |||||
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Investment
Securities
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5,188,024 | 5,260,868 | |||||
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Notes
Receivable
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4,153,693 | 4,153,693 | |||||
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Land
and Development Costs
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19,935,142 | 18,973,138 | |||||
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Intangible
Assets
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4,904,527 | 5,009,819 | |||||
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Other
Assets
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5,940,359 | 6,048,126 | |||||
| $ | 40,385,543 | $ | 40,297,196 | ||||
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Property,
Plant & Equipment:
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Land,
Timber and Subsurface Interests
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12,942,267 | 12,643,391 | |||||
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Golf
Buildings, Improvements & Equipment
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11,771,488 | 11,750,711 | |||||
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Income
Properties Land, Buildings & Improvements
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116,519,767 | 116,517,534 | |||||
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Other
Building, Equipment and Land Improvements
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3,207,146 | 3,207,845 | |||||
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Construction
in Process
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2,040,788 | 1,217,549 | |||||
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Total
Property, Plant and Equipment
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146,481,456 | 145,337,030 | |||||
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Less,
Accumulated Depreciation and Amortization
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(13,062,833 | ) | (12,488,163 | ) | |||
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Net
- Property, Plant and Equipment
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$ | 133,418,623 | $ | 132,848,867 | |||
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TOTAL
ASSETS
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$ | 173,804,166 | $ | 173,146,063 | |||
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LIABILITIES
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|||||||
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Accounts
Payable
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524,335 | 706,095 | |||||
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Accrued
Liabilities
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7,277,623 | 7,204,749 | |||||
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Accrued
Stock Based Compensation
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821,461 | 1,190,725 | |||||
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Pension
Liability
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3,103,015 | 3,127,230 | |||||
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Income
Taxes Payable
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569,750 | 1,236,206 | |||||
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Deferred
Income Taxes
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33,169,668 | 33,316,436 | |||||
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Notes
Payable
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10,845,457 | 8,550,315 | |||||
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TOTAL
LIABILITIES
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$ | 56,311,309 | $ | 55,331,756 | |||
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SHAREHOLDERS'
EQUITY
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|||||||
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Common
Stock
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5,723,268 | 5,727,515 | |||||
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Additional
Paid in Capital
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5,131,246 | 5,217,955 | |||||
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Retained
Earnings
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109,305,516 | 109,556,103 | |||||
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Accumulated
Other Comprehensive Loss
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(2,667,173 | ) | (2,687,266 | ) | |||
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TOTAL
SHAREHOLDERS' EQUITY
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$ | 117,492,857 | $ | 117,814,307 | |||
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TOTAL
LIABILITIES AND
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|||||||
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SHAREHOLDERS'
EQUITY
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$ | 173,804,166 | $ | 173,146,063 | |||