§
|
GAAP Income of $71 million, or $1.07 per basic share*
|
−
|
Depreciation and amortization of $37 million, or $0.55 per basic share*
|
§
|
Core Earnings of $47 million, or $0.71 per basic share**
|
§
|
AFFO of $108 million, or $1.62 per basic share**
|
§
|
GAAP Loss of $(21) million, or $(0.32) per basic share*
|
−
|
Depreciation and amortization of $10 million, or $0.15 per basic share*
|
§
|
Core Earnings of $7 million, or $0.10 per basic share**
|
§
|
Adjusted Funds from Operations (“AFFO”) of $(11) million, or $(0.17) per basic share**
|
§
|
American Golf – As of December 31, 2016, the Company owned, leased and managed 78 golf properties across 13 states, over 75% of which were located in the top 20 Metropolitan Statistical Areas (MSAs).
|
o
|
On a same store basis, excluding managed courses, the golf business ended the year with 8,545 full golf private members, an increase of 34 members over the prior year, and over 36,000 Players Club members for public properties, an increase of approximately 17,000 members over the prior year.
|
§
|
Drive Shack – The Company began developing its inaugural site in Orlando, Florida, which is targeted to open in 9 to 12 months. The Company also continued to advance development of additional Drive Shack venues, and is actively working through a pipeline of sites across the U.S. and abroad.
|
§
|
Real Estate Debt Portfolio – During the year, the Company monetized $139 million of principal recovery of non-agency assets, including $110 million in repayment of a resort-related loan, $10 million from the sale of NCT CDO V bonds, $10 million from the sale of CDO VI Class IMM-2, $8 million from the sale of a real estate mezzanine loan and $1 million from the sale of other assets.
|
4Q 2016
|
Full Year 2016
|
||
Summary Operating Results:
|
|||
GAAP Income (Loss)*
|
$(21) million
|
$71 million
|
|
GAAP Income (Loss) per WA Basic Share*
|
$(0.32)
|
$1.07
|
|
Non-GAAP Results:
|
|||
Core Earnings**
|
$7 million
|
$47 million
|
|
Core Earnings per WA Basic Share**
|
$0.10
|
$0.71
|
|
AFFO**
|
$(11) million
|
$108 million
|
|
AFFO per WA Basic Share**
|
$(0.17)
|
$1.62
|
|
Three Months Ended December 31,
|
Year Ended December 31,
|
|||||||||||||||
2016
|
2015
|
2016
|
2015
|
|||||||||||||
Revenues
|
||||||||||||||||
Golf course operations
|
$
|
51,537
|
$
|
51,917
|
$
|
226,255
|
$
|
224,419
|
||||||||
Sales of food and beverages
|
17,539
|
17,446
|
72,625
|
71,437
|
||||||||||||
Total revenues
|
69,076
|
69,363
|
298,880
|
295,856
|
||||||||||||
Operating costs
|
||||||||||||||||
Operating expenses
|
58,683
|
59,065
|
254,353
|
254,553
|
||||||||||||
Cost of sales - food and beverages
|
4,454
|
5,675
|
21,593
|
22,549
|
||||||||||||
General and administrative expense
|
3,494
|
2,706
|
13,842
|
12,037
|
||||||||||||
Management fee to affiliate
|
2,677
|
2,675
|
10,704
|
10,692
|
||||||||||||
Depreciation and amortization
|
7,246
|
7,651
|
26,496
|
28,634
|
||||||||||||
Impairment
|
6,817
|
1,857
|
10,381
|
11,896
|
||||||||||||
Realized/unrealized (gain) loss on investments
|
3,821
|
2,270
|
685
|
(22,264
|
)
|
|||||||||||
Total operating costs
|
87,192
|
81,899
|
338,054
|
318,097
|
||||||||||||
Operating (loss)
|
(18,116
|
)
|
(12,536
|
)
|
(39,174
|
)
|
(22,241
|
)
|
||||||||
Other income (expenses)
|
||||||||||||||||
Interest and investment income
|
17,521
|
21,538
|
91,291
|
95,891
|
||||||||||||
Interest expense
|
(13,779
|
)
|
(13,737
|
)
|
(52,868
|
)
|
(62,129
|
)
|
||||||||
Gain (loss) on extinguishment of debt
|
(173
|
)
|
(61
|
)
|
(780
|
)
|
15,306
|
|||||||||
Gain on deconsolidation
|
—
|
—
|
82,130
|
—
|
||||||||||||
Other (loss), net
|
(5,020
|
)
|
(29
|
)
|
(3,074
|
)
|
(5,574
|
)
|
||||||||
Total other income (expenses)
|
(1,451
|
)
|
7,711
|
116,699
|
43,494
|
|||||||||||
Income from continuing operations before income tax
|
(19,567
|
)
|
(4,825
|
)
|
77,525
|
21,253
|
||||||||||
Income tax expense (benefit)
|
45
|
(985
|
)
|
189
|
345
|
|||||||||||
Income from continuing operations
|
(19,612
|
)
|
(3,840
|
)
|
77,336
|
20,908
|
||||||||||
Income from discontinued operations, net of tax
|
—
|
—
|
—
|
646
|
||||||||||||
Net Income (Loss)
|
(19,612
|
)
|
(3,840
|
)
|
77,336
|
21,554
|
||||||||||
Preferred dividends
|
(1,395
|
)
|
(1,395
|
)
|
(5,580
|
)
|
(5,580
|
)
|
||||||||
Net (income) loss attributable to noncontrolling interest
|
(92
|
)
|
76
|
(257
|
)
|
293
|
||||||||||
Income (loss) Applicable to Common Stockholders
|
$
|
(21,099
|
)
|
$
|
(5,159
|
)
|
$
|
71,499
|
$
|
16,267
|
||||||
Income (loss) Applicable to Common Stock, per share
|
||||||||||||||||
Basic
|
$
|
(0.32
|
)
|
$
|
(0.08
|
)
|
$
|
1.07
|
$
|
0.24
|
||||||
Diluted
|
$
|
(0.32
|
)
|
$
|
(0.08
|
)
|
$
|
1.04
|
$
|
0.24
|
||||||
Income (loss) from Continuing Operations per share of Common Stock, after preferred dividends and noncontrolling interest
|
||||||||||||||||
Basic
|
$
|
(0.32
|
)
|
$
|
(0.08
|
)
|
$
|
1.07
|
$
|
0.23
|
||||||
Diluted
|
$
|
(0.32
|
)
|
$
|
(0.08
|
)
|
$
|
1.04
|
$
|
0.23
|
||||||
Income (loss) from Discontinued Operations per share of Common Stock
|
||||||||||||||||
Basic
|
$
|
—
|
$
|
—
|
$
|
—
|
$
|
0.01
|
||||||||
Diluted
|
$
|
—
|
$
|
—
|
$
|
—
|
$
|
0.01
|
||||||||
Weighted Average Number of Shares of Common Stock Outstanding
|
||||||||||||||||
Basic
|
66,772,360
|
66,579,072
|
66,709,925
|
66,479,321
|
||||||||||||
Diluted
|
66,772,360
|
66,579,072
|
68,788,440
|
68,647,915
|
December 31,
|
||||||||
2016
|
2015
|
|||||||
Assets
|
||||||||
Real estate securities, available-for-sale
|
$
|
1,950
|
$
|
59,034
|
||||
Real estate securities, available-for-sale, pledged as collateral
|
627,304
|
105,963
|
||||||
Real estate related and other loans, held-for-sale, net
|
55,612
|
149,198
|
||||||
Subprime mortgage loans subject to call option
|
—
|
380,806
|
||||||
Investments in real estate, net of accumulated depreciation
|
217,611
|
227,907
|
||||||
Intangibles, net of accumulated amortization
|
65,112
|
74,472
|
||||||
Other investments
|
19,256
|
20,595
|
||||||
Cash and cash equivalents
|
140,140
|
45,651
|
||||||
Restricted cash
|
6,404
|
4,469
|
||||||
Receivables from brokers, dealers and clearing organizations
|
552
|
361,341
|
||||||
Receivables and other assets
|
38,017
|
38,546
|
||||||
Total Assets
|
$
|
1,171,958
|
$
|
1,467,982
|
||||
Liabilities and Equity
|
||||||||
Liabilities
|
||||||||
CDO bonds payable
|
$
|
—
|
$
|
92,933
|
||||
Other bonds and notes payable
|
—
|
16,162
|
||||||
Repurchase agreements
|
600,964
|
418,458
|
||||||
Credit facilities and obligations under capital leases
|
115,284
|
11,258
|
||||||
Financing of subprime mortgage loans subject to call option
|
—
|
380,806
|
||||||
Junior subordinated notes payable
|
51,217
|
51,225
|
||||||
Dividends payable
|
8,949
|
8,929
|
||||||
Membership deposit liabilities
|
89,040
|
83,210
|
||||||
Payables to brokers, dealers and clearing organizations
|
—
|
105,940
|
||||||
Accounts payable, accrued expenses and other liabilities
|
88,437
|
88,939
|
||||||
Total Liabilities
|
$
|
953,891
|
$
|
1,257,860
|
||||
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, 2016 and 2015
|
$
|
61,583
|
$
|
61,583
|
||||
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 66,824,304 and 66,654,598 shares issued and outstanding at December 31, 2016 and 2015, respectively
|
668
|
667
|
||||||
Additional paid-in capital
|
3,172,720
|
3,172,370
|
||||||
Accumulated deficit
|
(3,018,072
|
)
|
(3,057,538
|
)
|
||||
Accumulated other comprehensive income
|
1,168
|
33,297
|
||||||
Total Drive Shack Stockholders’ Equity
|
218,067
|
210,379
|
||||||
Noncontrolling interest
|
—
|
(257
|
)
|
|||||
Total Equity
|
$
|
218,067
|
$
|
210,122
|
||||
Total Liabilities and Equity
|
$
|
1,171,958
|
$
|
1,467,982
|
Three Months Ended December 31,
|
Year Ended December 31,
|
|||||||||||||||
2016
|
2015
|
2016
|
2015
|
|||||||||||||
Income (loss) applicable to common stockholders
|
$
|
(21,099
|
)
|
$
|
(5,159
|
)
|
$
|
71,499
|
$
|
16,267
|
||||||
Add (deduct):
|
||||||||||||||||
Impairment (reversal)
|
|
6,817
|
1,857
|
10,381
|
11,896
|
|||||||||||
Realized/unrealized (gain) loss on investments
|
3,821
|
2,270
|
685
|
(22,264
|
)
|
|||||||||||
Other (income) loss (A)
|
5,579
|
(624
|
)
|
(76,760
|
)
|
(8,274
|
)
|
|||||||||
Impairment (reversal), other (income) loss and other adjustments from discontinued operations (B)
|
—
|
(1
|
)
|
—
|
(307
|
)
|
||||||||||
Depreciation and amortization (C)
|
9,796
|
10,316
|
36,749
|
39,416
|
||||||||||||
Acquisition, restructuring and spin-off related expenses (D)
|
1,932
|
(111
|
)
|
4,762
|
1,391
|
|||||||||||
Core earnings
|
$
|
6,846
|
$
|
8,548
|
$
|
47,316
|
$
|
38,125
|
(A)
|
Other (income) loss reconciliation
|
Three Months Ended December 31,
|
Year Ended December 31,
|
|||||||||||||||
2016
|
2015
|
2016
|
2015
|
|||||||||||||
Total other income (loss)
|
$
|
(1,451
|
)
|
$
|
7,711
|
$
|
116,699
|
$
|
43,494
|
|||||||
Add (deduct):
|
||||||||||||||||
Equity in earnings from equity method investees (E)
|
(386
|
)
|
(335
|
)
|
(1,516
|
)
|
(1,311
|
)
|
||||||||
Interest and investment income
|
(17,521
|
)
|
(21,538
|
)
|
(91,291
|
)
|
(95,891
|
)
|
||||||||
Interest expense
|
13,779
|
13,737
|
52,868
|
62,129
|
||||||||||||
Provision for income tax relating to gain on extinguishment of debt
|
—
|
1,049
|
—
|
(147
|
)
|
|||||||||||
Other income (loss)
|
$
|
(5,579
|
)
|
$
|
624
|
$
|
76,760
|
$
|
8,274
|
(B)
|
Includes gain on settlement of assets of $0.3 million during the year ended December 31, 2015. Includes depreciation and amortization of less than $0.1 million during the year ended December 31, 2015.
|
(C)
|
Includes accretion of membership deposit liabilities of $5.8 million and $5.8 million, and amortization of favorable and unfavorable leasehold intangibles of $4.5 million and $4.9 million during the years ended December 31, 2016 and 2015, respectively. Includes accretion of membership deposit liabilities of $1.5 million and $1.4 million, and amortization of favorable and unfavorable leasehold intangibles of $1.1 million and $1.2 million during the three months ended December 31, 2016 and 2015, respectively. The accretion of membership deposit liabilities was recorded to interest expense and the amortization of favorable and unfavorable leasehold intangibles was recorded to operating expenses.
|
(D)
|
Includes acquisition and transaction expenses of $4.4 million and $1.1 million and restructuring expenses of $0.4 million and $0.3 million during the years ended December 31, 2016 and 2015, respectively. Includes acquisition and transaction expenses of $1.9 million and ($0.2) million and restructuring expenses of $0.0 million and $0.1 million during the three months ended December 31, 2016 and 2015, respectively. The acquisition and transaction expenses were recorded to general and administrative expense and restructuring expenses were recorded to operating expenses.
|
(E)
|
Equity in earnings from equity method investees excludes impairment of $2.9 million and $7.5 million during the years ended December 31, 2016 and 2015, respectively. Equity in earnings from equity method investees excludes impairment of $2.9 million and $0.0 million during the three months ended December 31, 2016 and 2015, respectively.
|
Three Months Ended
December 31, |
Year Ended
December 31, |
|||||||||||||||
2016
|
2015
|
2016
|
2015
|
|||||||||||||
Income (loss) applicable to common stockholders
|
$
|
(21,099
|
)
|
$
|
(5,159
|
)
|
$
|
71,499
|
$
|
16,267
|
||||||
Add (deduct):
|
||||||||||||||||
Depreciation and amortization (A)
|
9,796
|
10,316
|
36,749
|
39,416
|
||||||||||||
AFFO
|
$
|
(11,303
|
)
|
$
|
5,157
|
$
|
108,248
|
$
|
55,683
|
(A)
|
Depreciation and amortization charges for the three months ended December 31, 2016 includes (i) $7.2 million of depreciation and amortization, (ii) $1.1 million of amortization of favorable or unfavorable leasehold intangibles and (iii) $1.5 million of accretion on the golf membership deposit liability. Depreciation and amortization charges for the three months ended December 31, 2015 includes (i) $7.7 million of depreciation and amortization, (ii) $1.2 million of amortization of favorable or unfavorable leasehold intangibles and (iii) $1.4 million of accretion on the golf membership deposit liability. Depreciation and amortization charges for the year ended December 31, 2016 includes $26.5 million of depreciation and amortization, $4.5 million of amortization of favorable or unfavorable leasehold intangibles, and $5.8 million of accretion on the golf membership deposit liability. Depreciation and amortization charges for the year ended December 31, 2015 includes (i) $28.6 million of depreciation and amortization, (ii) $4.9 million of amortization of favorable or unfavorable leasehold intangibles and (iii) $5.8 million of accretion on the golf membership deposit liability.
|