Annual report pursuant to Section 13 and 15(d)

SEGMENT REPORTING

v3.19.1
SEGMENT REPORTING
12 Months Ended
Dec. 31, 2018
Segment Reporting [Abstract]  
SEGMENT REPORTING
SEGMENT REPORTING

The Company currently has three reportable segments: (i) Entertainment Golf venues, (ii) Traditional Golf properties, and (iii) corporate. The chief operating decision maker (“CODM”) for each segment is our Chief Executive Officer, who reviews discrete financial information for each reportable segment to manage the Company, including resource allocation and performance assessment.

The Company opened its inaugural Entertainment Golf venue in Orlando, Florida on April 7, 2018 and expects to continue opening a chain of next-generation Entertainment Golf venues across the United States and internationally which combine golf, competition, dining and fun. 
 
Additionally, the Company’s Traditional Golf business is one of the largest owners and operators of golf properties in the United States. As of December 31, 2018, the Company owned, leased or managed 66 properties across 11 states. 

The corporate segment consists primarily of investments in loans and securities, interest income on short-term investments, general and administrative expenses as a public company, interest expense on the junior subordinated notes payable (Note 7), management fees pursuant to the Management Agreement prior to the Internalization effective January 1, 2018 (Note 12) and income tax expense (Note 14).

Beginning as of the Company’s second fiscal quarter in 2018, the Company changed its reportable segments to reflect the manner in which our CODM manages our businesses, including resource allocation and performance assessment. As a result, the former Debt Investments segment was combined with the corporate segment, to reflect the ongoing reduction in size of the Debt Investments segment.

Summary financial data on the Company’s segments is given below, together with reconciliation to the same data for the Company as a whole:
 
Entertainment Golf
 
Traditional Golf
 
Corporate
 
Total
Year Ended December 31, 2018
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 


Golf operations
$
2,191

 
$
242,455

 
$

 
$
244,646

Sales of food and beverages
2,713

 
67,010

 

 
69,723

Total revenues
4,904

 
309,465

 

 
314,369

Operating costs
 
 
 
 
 
 

Operating expenses (A)
5,398

 
246,396

 

 
251,794

Cost of sales - food and beverages
640

 
19,513

 

 
20,153

General and administrative expense
6,382

 
16,702

 
11,271

 
34,355

General and administrative expense - acquisition and transaction expenses (B)
2,679

 
1,024

 
502

 
4,205

Depreciation and amortization
1,886

 
17,814

 
4

 
19,704

Pre-opening costs (C)
2,483

 

 

 
2,483

Impairment

 
8,093

 
147

 
8,240

Realized and unrealized loss on investments

 
(131
)
 

 
(131
)
Total operating costs
19,468

 
309,411

 
11,924

 
340,803

Operating income (loss)
(14,564
)
 
54

 
(11,924
)
 
(26,434
)
Other income (expenses)
 
 
 
 
 
 

Interest and investment income
281

 
194

 
1,319

 
1,794

Interest expense (D)

 
(16,046
)
 
(2,274
)
 
(18,320
)
Capitalized interest (D)

 
1,121

 
560

 
1,681

Other income, net

 
846

 
2,034

 
2,880

Total other income (expenses)
281

 
(13,885
)
 
1,639

 
(11,965
)
Income tax expense (E)

 

 
284

 
284

Net loss
(14,283
)
 
(13,831
)
 
(10,569
)
 
(38,683
)
Preferred dividends

 

 
(5,580
)
 
(5,580
)
Loss applicable to common stockholders
$
(14,283
)
 
$
(13,831
)
 
$
(16,149
)
 
$
(44,263
)


 
Entertainment Golf
 
Traditional Golf
 
Corporate (F)
 
Total
December 31, 2018
 
 
 
 
 
 
 
Total assets
117,416

 
225,904

 
58,627

 
401,947

Total liabilities
13,561

 
196,836

 
56,883

 
267,280

Preferred stock

 

 
61,583

 
61,583

Equity (loss) attributable to common stockholders
$
103,855

 
$
29,068

 
$
(59,839
)
 
$
73,084

 
 
 
 
 
 
 
 
Additions to property and equipment (including capital leases) during the year ended December 31, 2018
$
55,924

 
$
14,042

 
$

 
$
69,966



Summary segment financial data (continued).
 
Entertainment Golf
 
Traditional Golf
 
Corporate (G)
 
Total
Year Ended December 31, 2017
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
Golf operations
$

 
$
221,737

 
$

 
$
221,737

Sales of food and beverages

 
70,857

 

 
70,857

Total revenues

 
292,594

 

 
292,594

Operating costs
 
 
 
 
 
 
 
Operating expenses (A)

 
232,796

 

 
232,796

Cost of sales - food and beverages

 
20,959

 

 
20,959

General and administrative expense
147

 
16,073

 
6,456

 
22,676

General and administrative expense - acquisition and transaction expenses (B)
7,139

 
677

 
921

 
8,737

Management fee and termination payment to affiliate

 

 
21,410

 
21,410

Depreciation and amortization
44

 
24,260

 

 
24,304

Pre-opening costs (C)
320

 

 

 
320

Impairment

 

 
60

 
60

Realized and unrealized loss on investments

 
199

 
6,044

 
6,243

Total operating costs
7,650

 
294,964

 
34,891

 
337,505

Operating loss
(7,650
)
 
(2,370
)
 
(34,891
)
 
(44,911
)
Other income (expenses)
 
 
 
 
 
 
 
Interest and investment income

 
159

 
23,003

 
23,162

Interest expense (D)

 
(15,523
)
 
(4,304
)
 
(19,827
)
Capitalized interest (D)

 
246

 

 
246

Other (loss) income, net

 
(1,762
)
 
1,856

 
94

Total other income (expenses)

 
(16,880
)
 
20,555

 
3,675

Income tax expense (E)

 

 
965

 
965

Net loss
(7,650
)
 
(19,250
)
 
(15,301
)
 
(42,201
)
Preferred dividends

 

 
(5,580
)
 
(5,580
)
Loss applicable to common stockholders
$
(7,650
)
 
$
(19,250
)
 
$
(20,881
)
 
$
(47,781
)


 
Entertainment Golf
 
Traditional Golf
 
Corporate (F)(G)
 
Total
December 31, 2017
 
 
 
 
 
 
 
Total assets
41,046

 
334,925

 
160,677

 
536,648

Total liabilities
9,328

 
300,176

 
56,093

 
365,597

Preferred stock

 

 
61,583

 
61,583

Equity attributable to common stockholders
$
31,718

 
$
34,749

 
$
43,001

 
$
109,468

 
 
 
 
 
 
 
 
Additions to property and equipment (including capital leases) during the year ended December 31, 2017
$
27,295

 
$
16,284

 
$
67

 
$
43,646


Summary segment financial data (continued).
 
 
 
 
 
 
 
 
 
Entertainment Golf
 
Traditional Golf
 
Corporate (G)
 
Total
Year Ended December 31, 2016
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
Golf operations
$

 
$
226,255

 
$

 
$
226,255

Sales of food and beverages

 
72,625

 

 
72,625

Total revenues

 
298,880

 

 
298,880

Operating costs
 
 
 
 
 
 
 
Operating expenses (A)

 
239,021

 

 
239,021

Cost of sales - food and beverages

 
21,593

 

 
21,593

General and administrative expense
12

 
16,556

 
8,252

 
24,820

General and administrative expense - acquisition and transaction expenses (B)
1,555

 
1,594

 
1,205

 
4,354

Management fee and termination payment to affiliate

 

 
10,704

 
10,704

Depreciation and amortization

 
26,496

 

 
26,496

Impairment

 
6,232

 
4,149

 
10,381

Realized and unrealized (gain) loss on investments

 
(294
)
 
979

 
685

Total operating costs
1,567

 
311,198

 
25,289

 
338,054

Operating loss
(1,567
)
 
(12,318
)
 
(25,289
)
 
(39,174
)
Other income (expenses)
 
 
 
 
 
 
 
Interest and investment income

 
134

 
91,157

 
91,291

Interest expense (D)

 
(12,470
)
 
(40,398
)
 
(52,868
)
Gain on deconsolidation

 

 
82,130

 
82,130

Other loss, net

 
(3,159
)
 
(695
)
 
(3,854
)
Total other income (expenses)

 
(15,495
)
 
132,194

 
116,699

Income tax expense
1

 
188

 

 
189

Net (loss) income
(1,568
)
 
(28,001
)
 
106,905

 
77,336

Preferred dividends

 

 
(5,580
)
 
(5,580
)
Net income attributable to noncontrolling interest

 
(257
)
 

 
(257
)
(Loss) income applicable to common stockholders
$
(1,568
)
 
$
(28,258
)
 
$
101,325

 
$
71,499

 
 
 
 
 
 
 
 
Additions to property and equipment (including capital leases) during the year ended December 31, 2016
$
659

 
$
11,912

 
$

 
$
12,571


(A)
Operating expenses includes rental expenses recorded under operating leases for carts and equipment in the amount of $1.9 million, $3.0 million and $3.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. Operating expenses also includes amortization of favorable and unfavorable lease intangibles in the amount of $4.1 million, $4.1 million and $4.5 million for the years ended December 31, 2018, 2017 and 2016, respectively.
(B)
Acquisition and transaction expense includes costs related to completed and potential acquisitions and transactions which may include advisory, legal, accounting, valuation and other professional or consulting fees.
(C)
Pre-opening costs are expensed as incurred and consist primarily of site-related marketing expenses, pre-opening rent, employee payroll, travel and related expenses, training costs, food, beverage and other restaurant operating expenses incurred prior to opening an Entertainment Golf venue.
(D)
Interest expense includes the accretion of membership deposit liabilities in the amount of $6.9 million, $6.5 million and $5.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. Interest expense and capitalized interest total to interest expense, net on the Consolidated Statements of Operations.
(E)
Effective January 1, 2017, the Company revoked its election to be treated as a REIT. As a result, the Company is subject to U.S. federal corporate income tax and the provision for income taxes is recorded in the corporate segment.
(F)
Total assets in the corporate segment includes an equity method investment in the amount of $22.6 million and $21.1 million as of December 31, 2018 and 2017, respectively, recorded in other investments on the Consolidated Balance Sheets. See Note 2 for additional information.
(G)
The Debt Investments segment and corporate segment as reported previously are combined to conform to the current period's presentation.