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Consolidated-Tomoka Land Co. Reports Third Quarter 2016 Earnings of $1.44 Per Share

October 19, 2016 4:47 PM

DAYTONA BEACH, Fla.--(BUSINESS WIRE)-- Consolidated-Tomoka Land Co. (NYSE MKT: CTO) (the “Company”) today announced its operating results and earnings for the quarter and nine months ended September 30, 2016.

OPERATING RESULTS

Operating results for the quarter ended September 30, 2016 (as compared to the same period in 2015):

Increase (Decrease)
Operating Segment

Revenue forthe Quarter($000’s)

vs Same Period in2015($000’s)

vs SamePeriod in 2015(%)

Income Properties $ 6,022 $ 987 19.6 %
Interest Income from Commercial Loan Investments 534 (12 ) -2.3 %
Real Estate Operations 4,644 2,895 165.6 %
Golf Operations 1,001 52 5.5 %
Agriculture & Other Income 10 (9 ) -46.7 %
Total Revenues $ 12,211 $ 3,913 47.2 %

Operating results for the nine months ended September 30, 2016 (as compared to the same period in 2015):

Increase (Decrease)
Operating Segment

Revenue forthe Nine Months($000’s)

vs Same Period in2015($000’s)

vs SamePeriod in 2015(%)

Income Properties $ 18,484 $ 5,057 37.7 %
Interest Income from Commercial Loan Investments 2,050 233 12.9 %
Real Estate Operations 18,979 15,003 377.3 %
Golf Operations 3,878 (57 ) -1.5 %
Agriculture & Other Income 48 (11 ) -18.8 %
Total Revenues $ 43,439 $ 20,225 87.1 %

OTHER HIGHLIGHTS

Other highlights for the quarter ended September 30, 2016 include the following:

Income Property Portfolio Update

Portfolio Summary

The Company’s income property portfolio consisted of the following as of September 30, 2016:

Property Type # of Properties

AnnualizedRevenue($000’s)

Avg YearsRemainingon Lease

Single-Tenant 21 $ 13,100 9.7
Multi-Tenant 8 5,700 5.4
Total / Wtd. Avg. 29 $ 18,800 8.7

As reported in a press release dated October 17, 2016, the Company completed the acquisition of a multi-tenant office property in Santa Clara, California for approximately $30 million. Including this acquisition, the Company, year-to-date, has completed the acquisition of nine income properties for an aggregate purchase price of approximately $79.8 million at a weighted average cap rate of approximately 6.14%.

During the quarter, the Company completed the disposition of one single-tenant income property and a portfolio of 14 single-tenant income properties. In aggregate, the sales price for these dispositions totaled approximately $54.6 million, with a gain of approximately $11.5 million reflecting a blended exit cap rate of approximately 5.00%. A portion of the proceeds from these sales was utilized in connection with the income property acquisitions during the quarter, and the remaining proceeds are expected to be used for future acquisitions as part of one or more Section 1031 like-kind exchange transactions. Year-to-date, the Company has completed the disposition of 19 income properties with an aggregate sales price of approximately $74.3 million and net gains of approximately $11.7 million.

Real Estate Operations Update

Land Sales

As reported in a press release dated October 14, 2016, the Company sold approximately 17 acres of land at a sales price of approximately $3.0 million, or approximately $174,000 per acre, resulting in an estimated gain at closing of approximately $2.7 million, or approximately $0.29 per share after tax. The land is located on the west side of Interstate 95 on Tomoka Farms Road just south of the soon to open CarMax dealership.

During the quarter ended September 30, 2016, the Company recognized a total gain of approximately $2.9 million based on percentage-of-completion accounting for the land sales transactions closed in the fourth quarter of 2015 and in the first quarter of 2016 in the area referred to as the Tomoka Town Center (the “Town Center”). The revenue recognized and resulting gain relates to the progress in completing the infrastructure improvements at the Town Center, currently estimated at approximately 95% complete, which improvements are expected to be completed before the end of November 2016.

The Town Center percentage-of-completion summary is as follows:

Purchaser

RevenueRecognized inQ3 2016(1)

GainRecognized inQ3 2016(2)

RevenueRecognizedYTDQ3 2016(1)

Gain RecognizedYTD Q3 2016(2)

DeferredRevenue as ofSeptember 30,2016(3)

Tanger Outlet $ 1,553,551 $ 1,250,016 $ 6,682,681 $ 5,356,247 $ 393,546
Sam's Club 796,397 655,273 3,423,880 2,807,171 130,463
NADG - First Parcel 989,346 698,832 4,258,592 2,989,057 283,751
NADG - Outparcel 314,462 264,409 2,089,796 1,811,018 109,802
Total Town Center Sales $ 3,653,756 $ 2,868,530 $ 16,454,949 $ 12,963,493 $ 917,562

(1) The revenue recognized in each quarter consists of revenue from a portion of the sales price that was previously deferred and revenue from expected reimbursements, as the infrastructure work is completed.

(2) The gain recognized in each quarter consists of revenue less the allocated cost basis of the infrastructure costs, as the infrastructure work is completed.

(3) The total revenue remaining to be recognized for the above land transactions includes the above approximately $918,000 of deferred revenue plus an estimated approximately $191,000 of revenue related to the reimbursement of the infrastructure costs to be incurred through completion of the work, less the estimated remaining cost basis of approximately $241,000.

Land Pipeline Update

As of October 14, 2016, the Company’s pipeline of potential land sales transactions included the following eight definitive purchase and sale agreements with seven different buyers, representing approximately 39% of our land holdings:

Contract (or Buyer)/Parcel Acres

ContractAmount($000's)

Price Per Acre($ Rounded 000’s)

EstimatedTiming

1 Commercial/Retail 4 $ 1,175 $ 294,000 ‘18
2 Mixed-Use Retail 22 5,574 253,000 ‘17
3 Mixed-Use Retail (NADG) 82 20,187 248,000 ’17 - ‘18
4 Commercial/Retail 6 1,470 245,000 ‘17
5 AR Residential (Minto) 1,581 28,651 18,000 ’16 – ‘17
6 AR Residential (Minto) 1,686 31,360 19,000 ’18 – ’19
7 SF Residential (ICI) 600 9,000 15,000 ’16 – ‘17
8 SF Residential 73 1,050 14,000 ‘17
Totals 4,054 $ 98,467 $ 24,000

As noted above, all of these agreements contemplate closing dates ranging from the fourth quarter of 2016 through fiscal year 2018, and the Company expects some of the transactions to close in 2016, although the buyers are not contractually obligated to close until after 2016. Each of the transactions are in varying stages of due diligence by the various buyers including, in some instances, having made submissions to the planning and development departments of the City of Daytona Beach, and other permitting activities with other applicable governmental authorities. In addition to other customary closing conditions, the majority of these transactions are conditioned upon the receipt of approvals or permits from those various governmental authorities, as well as other matters that are beyond our control. If such approvals are not obtained, the prospective buyers may have the ability to terminate their respective agreements prior to closing. As a result, there can be no assurances regarding the likelihood or timing of any one of these potential land transactions being completed or the final terms thereof, including the sales price.

Minto Communities

One of the definitive sales contracts is with an affiliate of Minto Communities for Minto’s development of Oasis Daytona, a 3,400-unit master planned age-restricted resort-style community on a 1,586-acre parcel (the “Minto Parcel”) of the Company’s land holdings west of Interstate 95 (the “First Minto Transaction”). The First Minto Transaction was originally executed in May 2014. On September 27, 2016, the Company sold approximately 4.5 acres (the “Sales Center Site”) included in the Minto Parcel to Minto for a purchase price of approximately $205,000, or approximately $46,000 per acre. Minto has begun construction on the Sales Center Site to build the sales center for Oasis Daytona. In addition, during the quarter, the Company agreed to a price reduction of $1.0 million for the remaining 1,581 acres in the First Minto Transaction to reflect the estimated costs Minto will incur in connection with the wetlands restoration program the Company agreed to in its settlement with governmental environmental agencies regarding the Company’s agricultural activities prior to 2012. The First Minto Transaction provides for recourse seller financing, which if Minto elects to utilize will require the Company to monetize the seller financing note within 180 days of closing to effectuate a 1031 exchange transaction for the total amount of the land transaction proceeds.

Subsurface Interests Update

Sale of Portfolio of Subsurface Interests

On April 13, 2016, the Company entered into a purchase and sale agreement with an affiliate of Land Venture Partners, LLC (“LVP”) for the sale of its approximately 500,000 acres of subsurface interests (the “Interests”), including the royalty interests in two operating oil wells in Lee County, Florida and its interests in the oil exploration lease with Kerogen Florida Energy Company LP, for a sales price of approximately $24 million (the “Subsurface Sale”). The Subsurface Sale agreement was subsequently amended to allow for certain portions of the Interests to be excluded from the Subsurface Sale and retained by the Company, with a corresponding reduction in transaction price. The agreement currently contemplates a closing of the Subsurface Sale prior to year-end 2016.

Subsequent to September 30, 2016, LVP provided the Company with a proposal to significantly reduce the Interests covered by the Subsurface Sale. The Company is currently reviewing LVP’s submission and intends to formalize a response in the near term.

Financial Results

Revenue

Total revenue for the quarter ended September 30, 2016 increased to approximately $12.2 million, as compared to approximately $8.3 million during the same period in 2015. This increase was primarily the result of the following:

Total revenue for the nine months ended September 30, 2016 increased approximately $20.2 million to approximately $43.4 million, as compared to approximately $23.2 million during the same period in 2015. This increase was primarily the result of the following:

Net Income

Net income for the quarter ended September 30, 2016 was approximately $8.2 million, compared to approximately $2.1 million in the same period in 2015. Net income per share for the quarter ended September 30, 2016 was $1.44 per share, as compared to $0.36 per share during the same period in 2015, an increase of $1.08 per share.

Our results in the third quarter of 2016 reflected the following:

Net income for the nine months ended September 30, 2016 was approximately $11.2 million, compared to approximately $2.7 million in the same period in 2015. Net income per share for the nine months ended September 30, 2016 was $1.96 per share, as compared to $0.46 per share during the same period in 2015, an increase of $1.50 per share.

Our results in the nine months ended September 30, 2016 reflected the following:

Review of 2016 Guidance

The following summary provides a review of the Company’s guidance for the year ending December 31, 2016 compared to the operating results and leverage through the nine months ended September 30, 2016 and the investment and disposition activity and land transactions through the date of this earnings release:

2016 Guidance YTD Q3 2016
Reported Earnings Per Share (1) $2.75-$3.00/share $1.96/share
Acquisition of Income-Producing Assets $70mm - $85mm $79.8mm
Target Investment Yields (Initial Yield – Unlevered) 6% - 8% 6.14%
Disposition of Non-Core Income Properties (2) $15.0mm - $25mm $22.7mm
Target Disposition Yields (2) 7% - 10% 8.2%
Land Transactions (Sales Value) $25mm - $35mm $5.4mm
Leverage Target (as % of Total Enterprise Value) <40% 29.7%

(1) Earnings per share guidance provided in February 2016 excluded the gain on the disposition of the Portfolio Sale which equaled $1.20 per share, therefore, for comparison to the Company’s earnings per share guidance, the earnings per share would equal $0.76 per share

(2) Excludes Portfolio Sale

Governance and Compensation Policy Actions

During the quarter ended September 30, 2016, as part of its initiatives regarding governance and compensation policies, the Company’s Board of Directors completed the following actions:

i. require the Company’s chief executive officer to own Company stock in an amount equal to at least six times his or her base salary;

ii. prohibit directors and executive officers of the Company from pledging the shares of Company stock they own or having margin loans secured by the shares of Company stock they own; and

iii. require directors of the Company to own Company stock in an amount equal to five times their annual cash retainer.

i. added a minimum holding period requirement for net equity grants until applicable stock ownership requirements are satisfied;

ii. expressly prohibited the Company from exchanging underwater incentive stock options for cash; and

iii. expanded the Company’s claw-back provisions to cover all incentive compensation, including cash.

On October 19, 2016, A. Chester Skinner, III notified the Company of his intention not to stand for re-election to the Board of Directors when his current term expires at the Company’s 2017 annual meeting of shareholders. Mr. Skinner currently serves on the Audit Committee and the Governance Committee of the Board. Mr. Skinner’s decision not to stand for re-election did not relate to any disagreement with the Company. Mr. Skinner will remain a member of the Company’s Board of Directors until the Company’s 2017 annual meeting of shareholders.

The Board approved a quarterly dividend of $0.04 for shareholders of record on November 10, 2016, to be paid on November 30, 2016.

CEO and CFO Comments on Operating Results

Mark E. Patten, senior vice president and chief financial officer, stated, “We’re pleased with our strong results for the quarter and our liquidity position at quarter end, with more than $9 million in cash, approximately $3.1 million in restricted cash available to reinvest, and the borrowing capacity available under our credit facility which equals nearly $59 million as of quarter end.” Mr. Patten continued, “While we remain optimistic in our ability to achieve our full year 2016 guidance for earnings, that objective reflects the level of closed land sales in our guidance.”

John P. Albright, president and chief executive officer, stated, “We are pleased with the pace of execution of our business plan, however, our major land transactions we anticipate closing before the end of the year are almost entirely dependent on the permitting process, whose timing is out of the control of the Company and our buyers.”

About Consolidated-Tomoka Land Co.

Consolidated-Tomoka Land Co. is a Florida-based publicly traded real estate company, which owns a portfolio of income investments in diversified markets in the United States including over 1.6 million square feet of income properties, as well as approximately 10,500 acres of land in the Daytona Beach area. Visit our website at www.ctlc.com.

We encourage you to review our most recent investor presentation, which has been updated for the results for the year ended December 31, 2015, available on 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. Words such as “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. Although forward-looking statements are made based upon management’s expectations and beliefs concerning future Company actions and developments and their potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Such factors may include uncertainties associated with the closing of pending transactions, the completion of 1031 transactions, and the permitting processes for certain land transactions, as well as the uncertainties and risk factors discussed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 as filed with the Securities and Exchange Commission. 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.

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED BALANCE SHEETS

(Unaudited)September 30,2016 December 31, 2015
ASSETS
Property, Plant, and Equipment:
Income Properties, Land, Buildings, and Improvements $ 241,841,215 $ 268,970,875
Golf Buildings, Improvements, and Equipment 3,450,342 3,432,681
Other Furnishings and Equipment 1,062,472 1,044,139
Construction in Progress 2,519,706 50,610
Total Property, Plant, and Equipment 248,873,735 273,498,305
Less, Accumulated Depreciation and Amortization (15,016,672 ) (16,242,277 )
Property, Plant, and Equipment—Net 233,857,063 257,256,028
Land and Development Costs ($11,613,782 and $11,329,574 Related to
Consolidated VIE as of September 30, 2016 and December 31, 2015,
respectively) 58,460,992 53,406,020
Intangible Lease Assets—Net 31,002,084 20,087,151
Assets Held for Sale
Impact Fee and Mitigation Credits 4,062,228 4,554,227
Commercial Loan Investments 23,960,467 38,331,956
Cash and Cash Equivalents 9,041,486 4,060,677
Restricted Cash 6,643,732 14,060,523
Investment Securities 5,703,767
Refundable Income Taxes 1,931,359 858,471
Other Assets 8,584,059 6,034,824
Total Assets $ 377,543,470 $ 404,353,644
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Accounts Payable $ 1,761,159 $ 1,934,417
Accrued and Other Liabilities 8,117,733 8,867,919
Deferred Revenue 3,031,700 14,724,610
Intangible Lease Liabilities - Net 30,919,973 31,979,559
Accrued Stock-Based Compensation 52,154 135,554
Deferred Income Taxes—Net 48,835,542 39,526,406
Long-Term Debt 135,553,756 166,796,853
Total Liabilities 228,272,017 263,965,318
Commitments and Contingencies
Shareholders’ Equity:
Consolidated-Tomoka Land Co. Shareholders' Equity:
Common Stock – 25,000,000 shares authorized; $1 par value, 6,018,816
shares issued and 5,745,514 shares outstanding at September 30,
2016; 6,068,310 shares issued and 5,908,437 shares outstanding at
December 31, 2015 5,911,812 5,901,510
Treasury Stock – 273,302 shares at September 30, 2016; 159,873 shares
at December 31, 2015 (13,350,705 ) (7,866,410 )
Additional Paid-In Capital 20,118,710 16,991,257
Retained Earnings 131,144,058 120,444,002
Accumulated Other Comprehensive Loss (225,240 ) (688,971 )
Total Consolidated-Tomoka Land Co. Shareholders' Equity 143,598,635 134,781,388
Noncontrolling Interest in Consolidated VIE 5,672,818 5,606,938
Total Shareholders’ Equity 149,271,453 140,388,326
Total Liabilities and Shareholders’ Equity $ 377,543,470 $ 404,353,644

CONSOLIDATED-TOMOKA LAND CO.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

Three Months Ended Nine Months Ended
September 30, September 30, September 30, September 30,
2016 2015 2016 2015
Revenues
Income Properties $ 6,021,331 $ 5,034,090 $ 18,483,654 $ 13,426,817
Interest Income from Commercial Loan Investments 534,212 546,640 2,050,507 1,816,834
Real Estate Operations 4,643,646 1,748,398 18,979,164 3,976,340
Golf Operations 1,001,368 949,083 3,877,923 3,935,076
Agriculture and Other Income 10,388 19,504 48,070 59,181
Total Revenues 12,210,945 8,297,715 43,439,318 23,214,248
Direct Cost of Revenues
Income Properties (1,430,642 ) (997,760 ) (3,811,389 ) (2,321,493 )
Real Estate Operations (1,257,183 ) (316,613 ) (4,638,865 ) (1,221,189 )
Golf Operations (1,302,920 ) (1,355,469 ) (4,154,684 ) (4,201,313 )
Agriculture and Other Income (52,894 ) (51,484 ) (153,599 ) (149,830 )
Total Direct Cost of Revenues (4,043,639 ) (2,721,326 ) (12,758,537 ) (7,893,825 )
General and Administrative Expenses (1,821,827 ) (2,778,960 ) (8,518,410 ) (6,123,603 )
Impairment Charges (2,180,730 ) (510,041 )
Depreciation and Amortization (1,945,460 ) (1,417,129 ) (5,818,386 ) (3,644,620 )
Gain on Disposition of Assets 11,479,490 3,763,140 12,842,438 3,781,329
Total Operating Expenses 3,668,564 (3,154,275 ) (16,433,625 ) (14,390,760 )
Operating Income 15,879,509 5,143,440 27,005,693 8,823,488
Investment Income (Loss) 2,531 170,466 (561,162 ) 395,743
Interest Expense (2,454,390 ) (1,892,145 ) (6,700,593 ) (4,847,081 )
Income Before Income Tax Expense 13,427,650 3,421,761 19,743,938 4,372,150
Income Tax Expense (5,281,646 ) (1,349,480 ) (8,624,727 ) (1,721,896 )
Net Income 8,146,004 2,072,281 11,119,211 2,650,254
Less: Net Loss (Income) Attributable to
Noncontrolling Interest in Consolidated VIE 15,010 7,590 36,964 7,590
Net Income Attributable to Consolidated-
Tomoka Land Co. $ 8,161,014 $ 2,079,871 $ 11,156,175 $ 2,657,844

Per Share Information:

Basic

Net Income Attributable to Consolidated-

Tomoka Land Co.

$ 1.44 $ 0.36 $ 1.96 $ 0.46

Diluted

Net Income Attributable to Consolidated-
Tomoka Land Co. $ 1.44 $ 0.36 $ 1.95 $ 0.45
Dividends Declared and Paid $ 0.04 $ $ 0.08 $ 0.04

Consolidated-Tomoka Land Co.

Mark E. Patten, 386-944-5643, Facsimile: 386-274-1223

Sr. Vice President and CFO

[email protected]

Source: Consolidated-Tomoka Land Co.

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