§
|
Drive Shack – The Company continues to develop its first venue in Orlando, Florida, which is targeted to open in 1Q 2018.
|
o
|
The Company has announced other venues to date, which are in various stages of development, and continues to assess a national and global pipeline of locations.
|
§
|
American Golf – As of December 31, 2017, the Company owned, leased or managed 75 golf properties across 13 states.
|
o
|
On a same-store basis, excluding managed courses, the traditional golf business ended the fourth quarter with approximately 39,000 Players Club members for public properties, an increase of approximately 2,000 members over the end of the fourth quarter of the prior year.
|
o
|
On the private side of the business, there were approximately 8,700 full golf members at the end of the fourth quarter representing an increase of 458 members from the fourth quarter of the prior year. Average annual dues per full golf private member increased by $251 since fourth quarter 2016, on a same-store basis, to $6,288.
|
§
|
Real Estate Debt Portfolio – During the 2017 fiscal year, the Company received approximately $70 million from the full repayment of a resort-related loan and approximately $25 million in net proceeds primarily from the sale of agency securities and repayment of related repurchase agreements.
|
§
|
GAAP (Loss) Income of ($48) million, or ($0.71)/share vs. $1.07/share in FY 2016
|
§
|
Core Earnings of $14 million, or $0.21/share vs. $0.71/share in FY 2016
|
o
|
Decrease primarily due to lower interest income on the resort-related loan
|
FY 2017
|
FY 2016
|
|
GAAP (Loss) Income
|
$(48) million
|
$71 million
|
GAAP (Loss) Income per WA Basic Share
|
$(0.71)
|
$1.07
|
Non-GAAP Results:
|
||
Core Earnings*
|
$14 million
|
$47 million
|
Core Earnings per WA Basic Share*
|
$0.21
|
$0.71
|
4Q 2017
|
4Q 2016
|
|
GAAP (Loss) Income
|
$(25) million
|
$(21) million
|
GAAP (Loss) Income per WA Basic Share
|
$(0.38)
|
$(0.32)
|
Non-GAAP Results:
|
||
Core Earnings*
|
$(1) million
|
$7 million
|
Core Earnings per WA Basic Share*
|
$(0.02)
|
$0.10
|
Consolidated Statements of Operations
($ in thousands, except share data)
|
Three Months Ended
December 31, |
Twelve Months Ended
December 31, |
||||||||||||||
2017
|
2016
|
2017
|
2016
|
|||||||||||||
Revenues
|
||||||||||||||||
Golf course operations
|
$
|
52,768
|
$
|
51,537
|
$
|
221,737
|
$
|
226,255
|
||||||||
Sales of food and beverages
|
17,634
|
17,539
|
70,857
|
72,625
|
||||||||||||
Total revenues
|
70,402
|
69,076
|
292,594
|
298,880
|
||||||||||||
Operating costs
|
||||||||||||||||
Operating expenses
|
60,175
|
58,683
|
247,905
|
254,353
|
||||||||||||
Cost of sales - food and beverages
|
5,197
|
4,454
|
20,959
|
21,593
|
||||||||||||
General and administrative expense
|
5,509
|
3,494
|
16,624
|
13,842
|
||||||||||||
Management fee and termination payment to affiliate
|
13,378
|
2,677
|
21,410
|
10,704
|
||||||||||||
Depreciation and amortization
|
6,352
|
7,246
|
24,304
|
26,496
|
||||||||||||
Impairment
|
—
|
6,817
|
60
|
10,381
|
||||||||||||
Realized and unrealized (gain) loss on investments
|
(118
|
)
|
3,821
|
6,243
|
685
|
|||||||||||
Total operating costs
|
90,493
|
87,192
|
337,505
|
338,054
|
||||||||||||
Operating (loss)
|
(20,091
|
)
|
(18,116
|
)
|
(44,911
|
)
|
(39,174
|
)
|
||||||||
Other income (expenses)
|
||||||||||||||||
Interest and investment income
|
461
|
17,521
|
23,162
|
91,291
|
||||||||||||
Interest expense, net
|
(4,246
|
)
|
(13,779
|
)
|
(19,581
|
)
|
(52,868
|
)
|
||||||||
Gain (loss) on extinguishment of debt
|
33
|
(173
|
)
|
(294
|
)
|
(780
|
)
|
|||||||||
Gain on deconsolidation
|
—
|
—
|
—
|
82,130
|
||||||||||||
Other (loss) income, net
|
(311
|
)
|
(5,020
|
)
|
388
|
(3,074
|
)
|
|||||||||
Total other income (expenses)
|
(4,063
|
)
|
(1,451
|
)
|
3,675
|
116,699
|
||||||||||
(Loss) Income before income tax
|
(24,154
|
)
|
(19,567
|
)
|
(41,236
|
)
|
77,525
|
|||||||||
Income tax expense (benefit)
|
(82
|
)
|
45
|
965
|
189
|
|||||||||||
Net (Loss) Income
|
(24,072
|
)
|
(19,612
|
)
|
(42,201
|
)
|
77,336
|
|||||||||
Preferred dividends
|
(1,395
|
)
|
(1,395
|
)
|
(5,580
|
)
|
(5,580
|
)
|
||||||||
Net (income) loss attributable to noncontrolling interest
|
—
|
(92
|
)
|
—
|
(257
|
)
|
||||||||||
(Loss) Income Applicable to Common Stockholders
|
$
|
(25,467
|
)
|
$
|
(21,099
|
)
|
$
|
(47,781
|
)
|
$
|
71,499
|
|||||
(Loss) Income Applicable to Common Stock, per share
|
||||||||||||||||
Basic
|
$
|
(0.38
|
)
|
$
|
(0.32
|
)
|
$
|
(0.71
|
)
|
$
|
1.07
|
|||||
Diluted
|
$
|
(0.38
|
)
|
$
|
(0.32
|
)
|
$
|
(0.71
|
)
|
$
|
1.04
|
|||||
Weighted Average Number of Shares of Common Stock Outstanding
|
||||||||||||||||
Basic
|
66,963,297
|
66,772,360
|
66,903,457
|
66,709,925
|
||||||||||||
Diluted
|
66,963,297
|
66,772,360
|
66,903,457
|
68,788,440
|
Consolidated Balance Sheets
($ in thousands, except share data)
|
December 31, 2017
|
December 31, 2016
|
||||||
Assets
|
||||||||
Current Assets
|
||||||||
Cash and cash equivalents
|
$
|
167,692
|
$
|
140,140
|
||||
Restricted cash
|
5,178
|
4,992
|
||||||
Accounts receivable, net
|
8,780
|
8,047
|
||||||
Real estate securities, available-for-sale
|
2,294
|
629,254
|
||||||
Other current assets
|
23,568
|
78,687
|
||||||
Total Current Assets
|
207,512
|
861,120
|
||||||
Restricted cash, noncurrent
|
818
|
1,412
|
||||||
Property and equipment, net of accumulated depreciation
|
241,258
|
217,611
|
||||||
Intangibles, net of accumulated amortization
|
57,276
|
65,112
|
||||||
Other investments
|
21,135
|
19,256
|
||||||
Other assets
|
8,649
|
7,447
|
||||||
Total Assets
|
$
|
536,648
|
$
|
1,171,958
|
||||
Liabilities and Equity
|
||||||||
Current Liabilities
|
||||||||
Obligations under capital leases
|
$
|
4,652
|
$
|
3,699
|
||||
Membership deposit liabilities
|
8,733
|
8,491
|
||||||
Repurchase agreements
|
—
|
600,964
|
||||||
Accounts payable and accrued expenses
|
36,797
|
26,249
|
||||||
Deferred revenue
|
31,207
|
29,851
|
||||||
Other current liabilities
|
22,596
|
28,968
|
||||||
Total Current Liabilities
|
103,985
|
698,222
|
||||||
Credit facilities and obligations under capital leases
|
112,105
|
111,585
|
||||||
Junior subordinated notes payable
|
51,208
|
51,217
|
||||||
Membership deposit liabilities, noncurrent
|
86,523
|
80,549
|
||||||
Deferred revenue, noncurrent
|
6,930
|
6,256
|
||||||
Other liabilities
|
4,846
|
6,062
|
||||||
Total Liabilities
|
$
|
365,597
|
$
|
953,891
|
||||
Commitments and contingencies
|
||||||||
Equity
|
||||||||
Preferred stock, $0.01 par value, 100,000,000 shares authorized, 1,347,321 shares of 9.75% Series B Cumulative Redeemable Preferred Stock, 496,000 shares of 8.05% Series C Cumulative Redeemable Preferred Stock, and 620,000 shares of 8.375% Series D Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, issued and outstanding as of December 31, 2017 and 2016
|
$
|
61,583
|
$
|
61,583
|
||||
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 66,977,104 and 66,824,304 shares issued and outstanding at December 31, 2017 and 2016, respectively
|
670
|
668
|
||||||
Additional paid-in capital
|
3,173,281
|
3,172,720
|
||||||
Accumulated deficit
|
(3,065,853
|
)
|
(3,018,072
|
)
|
||||
Accumulated other comprehensive income
|
1,370
|
1,168
|
||||||
Total Equity
|
$
|
171,051
|
$
|
218,067
|
||||
Total Liabilities and Equity
|
$
|
536,648
|
$
|
1,171,958
|
Reconciliation of Core Earnings
($ in thousands)
|
Three Months Ended
December 31, |
Twelve Months Ended
December 31, |
||||||||||||||
2017
|
2016
|
2017
|
2016
|
|||||||||||||
(Loss) Income applicable to common stockholders
|
$
|
(25,467
|
)
|
$
|
(21,099
|
)
|
$
|
(47,781
|
)
|
$
|
71,499
|
|||||
Add (Deduct)
|
||||||||||||||||
Impairment
|
—
|
6,817
|
60
|
10,381
|
||||||||||||
Realized and unrealized (gain) loss on investments
|
(118
|
)
|
3,821
|
6,243
|
685
|
|||||||||||
Other loss (income)(A)
|
665
|
5,579
|
1,442
|
(76,760
|
)
|
|||||||||||
Depreciation and amortization(B)
|
9,028
|
9,796
|
34,868
|
36,749
|
||||||||||||
Acquisition, transaction, restructuring and spin-off related expenses(C)
|
14,608
|
1,932
|
19,498
|
4,762
|
||||||||||||
Core Earnings
|
$
|
(1,284
|
)
|
$
|
6,846
|
$
|
14,330
|
$
|
47,316
|
(A)
|
Other (loss) income reconciliation:
|
Three Months Ended
December 31, |
Twelve Months Ended
December 31, |
|||||||||||||||
2017
|
2016
|
2017
|
2016
|
|||||||||||||
Total other income
|
$
|
(4,063
|
)
|
$
|
(1,451
|
)
|
$
|
3,675
|
$
|
116,699
|
||||||
Add (Deduct)
|
||||||||||||||||
Equity in earnings from equity method investments (D)
|
(387
|
)
|
(386
|
)
|
(1,536
|
)
|
(1,516
|
)
|
||||||||
Interest and investment income
|
(461
|
)
|
(17,521
|
)
|
(23,162
|
)
|
(91,291
|
)
|
||||||||
Interest expense, net
|
4,246
|
13,779
|
19,581
|
52,868
|
||||||||||||
Other (loss) income
|
$
|
(665
|
)
|
$
|
(5,579
|
)
|
$
|
(1,442
|
)
|
$
|
76,760
|
(B)
|
Including accretion of membership deposit liabilities of $6.5 million and $5.8 million, and amortization of favorable and unfavorable leasehold intangibles of $4.1 million and $4.5 million, during the years ended December 31, 2017 and 2016, respectively. Including accretion of membership deposit liabilities of $1.7 million and $1.5 million, and amortization of favorable and unfavorable leasehold intangibles of $1.0 million and $1.1 million, for the three months ended December 31, 2017 and 2016, respectively. The accretion of membership deposit liabilities was recorded to interest expense, net and the amortization of favorable and unfavorable leasehold intangibles was recorded to operating expenses.
|
(C)
|
Including acquisition and transaction expenses of $8.7 million and $4.4 million and restructuring expenses of $0.1 million and $0.4 million during the years ended December 31, 2017 and 2016, respectively. Including acquisition and transaction expenses of $3.9 million and $1.9 million and restructuring expenses of less than $0.1 million and $0.1 million during the three months ended December 31, 2017 and 2016, respectively. Also includes a $10.7 million payment related to the termination of the Management Agreement during the year ended and the three months ended December 31, 2017. The acquisition and transaction expenses were recorded to general and administrative expense, restructuring expenses were recorded to operating expenses and the termination payment was recorded to management fee and termination payment to affiliate.
|
(D)
|
Equity in earnings from equity method investments excludes impairment of $2.9 million during the year ended and the three months ended December 31, 2016. There was no impairment reported during the year ended December 31, 2017.
|