SEGMENT REPORTING |
SEGMENT REPORTING
The Company currently has three reportable segments: (i) Entertainment Golf, (ii) Traditional Golf and (iii) corporate. The Company has determined that its chief operating decision maker (“CODM”) is the chief executive officer and president, who reviews discrete financial information, including resource allocation and performance assessment, for each reportable segment to manage the Company.
The Company's Entertainment Golf segment, launched in 2018, is comprised of Drive Shack venues that feature tech-enabled hitting bays with in-bay dining, full-service restaurants, bars, and event spaces. It is also comprised of Puttery, the Company’s newest competitive socializing and entertainment platform. Puttery is a smaller venue format featuring technology-enabled indoor putting golf courses, F&B offerings, multiple bars, lounges, and VIP spaces. As of June 30, 2021, the Company operated four Drive Shack venues across three states which are located in Orlando, Florida; West Palm Beach, Florida; Raleigh, North Carolina; and Richmond, Virginia. The Company expects its first two venues to debut in Dallas and Charlotte in 2021.
The Company's Traditional Golf business is one of the largest operators of golf courses and country clubs in the United States. As of June 30, 2021, the Company owned, leased or managed 56 Traditional Golf properties across nine states. . Following the close of business on March 31, 2021, management agreements expired for the Lomas Santa Fe Country Club, Tustin Ranch Golf Club, and Yorba Linda Country Club, reducing the total number of courses managed in our traditional golf business to 22. On May 5, 2021, the SeaCliff Country Club lease expired, reducing the total number of leased or owned courses to 34. The total annual revenue generated by the four properties during the fiscal year ended December 31, 2020 and the quarter ended March 31, 2021 was $22.4 million and $6.6 million, respectively. The total revenue generated by SeaCliff for the quarter ended June 30, 2021 was not material.
The corporate segment consists primarily of investments in loans and securities, interest income on short-term investments, general and administrative expenses as a public company, interest expense on the junior subordinated notes payable (Note 8) and income tax expense (Note 14).
Summary financial data on the Company’s segments is given below, together with a reconciliation to the same data for the Company as a whole:
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Six Months Ended June 30, 2021 |
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Entertainment Golf |
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Traditional Golf |
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Corporate |
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Total |
Revenues |
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Golf operations |
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$ |
8,737 |
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$ |
106,175 |
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$ |
— |
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$ |
114,912 |
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Sales of food and beverages |
|
11,075 |
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|
8,984 |
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— |
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|
20,059 |
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Total revenues |
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19,812 |
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|
115,159 |
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— |
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|
134,971 |
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Operating costs |
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Operating expenses |
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10,679 |
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|
93,823 |
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2 |
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104,504 |
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Cost of sales - food and beverages |
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2,530 |
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|
2,725 |
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— |
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|
5,255 |
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General and administrative expense (A) |
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4,472 |
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5,073 |
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6,095 |
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|
15,640 |
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General and administrative expense - acquisition and transaction expenses (B) |
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368 |
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— |
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4 |
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|
372 |
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Depreciation and amortization |
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5,904 |
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|
6,003 |
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122 |
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12,029 |
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Pre-opening costs (C) |
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1,344 |
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— |
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1 |
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1,345 |
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(Gain) Loss on lease terminations and impairment |
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22 |
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(561) |
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|
3,187 |
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|
2,648 |
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Total operating costs |
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25,319 |
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107,063 |
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|
9,411 |
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|
141,793 |
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Operating income (loss) |
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(5,507) |
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|
8,096 |
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(9,411) |
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(6,822) |
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Other income (expenses) |
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Interest and investment income |
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— |
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36 |
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|
276 |
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|
312 |
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Interest expense (D) |
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(159) |
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(4,620) |
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(641) |
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(5,420) |
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Capitalized interest (D) |
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— |
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28 |
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|
53 |
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|
81 |
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Other income (loss), net |
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— |
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(176) |
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|
97 |
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(79) |
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Total other income (expenses) |
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(159) |
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(4,732) |
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(215) |
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(5,106) |
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Income tax expense |
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— |
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— |
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|
945 |
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|
945 |
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Net income (loss) |
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(5,666) |
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3,364 |
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(10,571) |
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(12,873) |
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Preferred dividends |
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— |
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— |
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(2,790) |
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|
(2,790) |
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Net income (loss) applicable to common stockholders |
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$ |
(5,666) |
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$ |
3,364 |
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$ |
(13,361) |
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$ |
(15,663) |
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June 30, 2021 |
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Entertainment Golf |
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Traditional Golf |
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Corporate |
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Total |
Total assets |
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$ |
171,386 |
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$ |
262,049 |
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$ |
62,404 |
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$ |
495,839 |
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Total liabilities |
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47,133 |
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336,894 |
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62,302 |
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|
446,329 |
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Preferred stock |
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— |
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— |
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61,583 |
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61,583 |
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Equity |
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$ |
124,253 |
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$ |
(74,845) |
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$ |
(61,481) |
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$ |
(12,073) |
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Additions to property and equipment (including finance leases) during the six months ended June 30, 2021 |
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$ |
10,903 |
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$ |
2,989 |
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$ |
375 |
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$ |
14,267 |
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Three Months Ended June 30, 2021 |
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Entertainment Golf |
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Traditional Golf |
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Corporate |
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Total |
Revenues |
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Golf operations |
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$ |
5,316 |
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$ |
56,434 |
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$ |
— |
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$ |
61,750 |
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Sales of food and beverages |
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6,273 |
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|
5,856 |
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— |
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|
12,129 |
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Total revenues |
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11,589 |
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|
62,290 |
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— |
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|
73,879 |
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Operating costs |
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|
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Operating expenses |
|
5,546 |
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|
50,087 |
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|
2 |
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|
55,635 |
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Cost of sales - food and beverages |
|
1,445 |
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|
1,706 |
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— |
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|
3,151 |
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General and administrative expense (A) |
|
2,274 |
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|
2,693 |
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|
2,885 |
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|
7,852 |
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General and administrative expense - acquisition and transaction expenses (B) |
|
176 |
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— |
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— |
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|
176 |
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Depreciation and amortization |
|
2,952 |
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|
2,782 |
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|
50 |
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|
5,784 |
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Pre-opening costs (C) |
|
788 |
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— |
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|
1 |
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|
789 |
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(Gain) Loss on lease terminations and impairment |
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— |
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|
(561) |
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— |
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(561) |
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Total operating costs |
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13,181 |
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|
56,707 |
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|
2,938 |
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|
72,826 |
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Operating income (loss) |
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(1,592) |
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|
5,583 |
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|
(2,938) |
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|
1,053 |
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Other income (expenses) |
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Interest and investment income |
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— |
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|
16 |
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|
143 |
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|
159 |
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Interest expense (D) |
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(77) |
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|
(2,369) |
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|
(325) |
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|
(2,771) |
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Capitalized interest (D) |
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— |
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|
20 |
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|
38 |
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|
58 |
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Other income (loss), net |
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— |
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|
(62) |
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|
44 |
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|
(18) |
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Total other income (expenses) |
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(77) |
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(2,395) |
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|
(100) |
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|
(2,572) |
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Income tax expense |
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— |
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— |
|
|
450 |
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|
450 |
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Net income (loss) |
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(1,669) |
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|
3,188 |
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|
(3,488) |
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|
(1,969) |
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Preferred dividends |
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— |
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|
— |
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|
(1,395) |
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|
(1,395) |
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Net income (loss) applicable to common stockholders |
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$ |
(1,669) |
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$ |
3,188 |
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$ |
(4,883) |
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$ |
(3,364) |
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Six Months Ended June 30, 2020 |
|
Entertainment Golf |
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Traditional Golf |
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Corporate |
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Total |
Revenues |
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Golf operations |
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$ |
4,672 |
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$ |
73,628 |
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$ |
— |
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$ |
78,300 |
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Sales of food and beverages |
|
7,235 |
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|
7,700 |
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— |
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|
14,935 |
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Total revenues |
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11,907 |
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|
81,328 |
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|
— |
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|
93,235 |
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Operating costs |
|
|
|
|
|
|
|
|
Operating expenses |
|
10,801 |
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|
76,790 |
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|
— |
|
|
87,591 |
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Cost of sales - food and beverages |
|
1,904 |
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|
2,580 |
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|
— |
|
|
4,484 |
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General and administrative expense (A) |
|
4,529 |
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|
5,282 |
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|
4,361 |
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|
14,172 |
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General and administrative expense - acquisition and transaction expenses (B) |
|
865 |
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|
155 |
|
|
994 |
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|
2,014 |
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Depreciation and amortization |
|
6,021 |
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|
7,311 |
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|
144 |
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|
13,476 |
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Pre-opening costs (C) |
|
822 |
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|
— |
|
|
— |
|
|
822 |
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(Gain) Loss on lease terminations and impairment |
|
— |
|
|
(2,333) |
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|
— |
|
|
(2,333) |
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|
|
|
|
|
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Total operating costs |
|
24,942 |
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|
89,785 |
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|
5,499 |
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|
120,226 |
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Operating loss |
|
(13,035) |
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|
(8,457) |
|
|
(5,499) |
|
|
(26,991) |
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Other income (expenses) |
|
|
|
|
|
|
|
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Interest and investment income |
|
1 |
|
|
38 |
|
|
226 |
|
|
265 |
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Interest expense (D) |
|
(207) |
|
|
(4,245) |
|
|
(962) |
|
|
(5,414) |
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Capitalized interest (D) |
|
— |
|
|
22 |
|
|
56 |
|
|
78 |
|
Other income (loss), net |
|
— |
|
|
(166) |
|
|
(23,889) |
|
|
(24,055) |
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Total other income (expenses) |
|
(206) |
|
|
(4,351) |
|
|
(24,569) |
|
|
(29,126) |
|
Income tax expense |
|
— |
|
|
— |
|
|
771 |
|
|
771 |
|
Net loss |
|
(13,241) |
|
|
(12,808) |
|
|
(30,839) |
|
|
(56,888) |
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Preferred dividends |
|
— |
|
|
— |
|
|
(2,790) |
|
|
(2,790) |
|
Loss applicable to common stockholders |
|
$ |
(13,241) |
|
|
$ |
(12,808) |
|
|
$ |
(33,629) |
|
|
$ |
(59,678) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Three Months Ended June 30, 2020 |
|
Entertainment Golf |
|
Traditional Golf |
|
Corporate |
|
Total |
Revenues |
|
|
|
|
|
|
|
|
Golf operations |
|
$ |
762 |
|
|
$ |
28,913 |
|
|
$ |
— |
|
|
$ |
29,675 |
|
Sales of food and beverages |
|
1,028 |
|
|
1,397 |
|
|
— |
|
|
2,425 |
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
1,790 |
|
|
30,310 |
|
|
— |
|
|
32,100 |
|
Operating costs |
|
|
|
|
|
|
|
|
Operating expenses |
|
2,629 |
|
|
30,595 |
|
|
— |
|
|
33,224 |
|
Cost of sales - food and beverages |
|
294 |
|
|
535 |
|
|
— |
|
|
829 |
|
General and administrative expense (A) |
|
1,360 |
|
|
2,189 |
|
|
1,983 |
|
|
5,532 |
|
General and administrative expense - acquisition and transaction expenses (B) |
|
831 |
|
|
33 |
|
|
(28) |
|
|
836 |
|
Depreciation and amortization |
|
3,001 |
|
|
3,608 |
|
|
73 |
|
|
6,682 |
|
Pre-opening costs (C) |
|
270 |
|
|
— |
|
|
— |
|
|
270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs |
|
8,385 |
|
|
33,835 |
|
|
2,028 |
|
|
44,248 |
|
Operating loss |
|
(6,595) |
|
|
(3,525) |
|
|
(2,028) |
|
|
(12,148) |
|
Other income (expenses) |
|
|
|
|
|
|
|
|
Interest and investment income |
|
— |
|
|
23 |
|
|
112 |
|
|
135 |
|
Interest expense (D) |
|
(102) |
|
|
(2,098) |
|
|
(436) |
|
|
(2,636) |
|
Capitalized interest (D) |
|
— |
|
|
13 |
|
|
32 |
|
|
45 |
|
Other income (loss), net |
|
— |
|
|
(120) |
|
|
(24,302) |
|
|
(24,422) |
|
Total other income (expenses) |
|
(102) |
|
|
(2,182) |
|
|
(24,594) |
|
|
(26,878) |
|
Income tax expense |
|
— |
|
|
— |
|
|
500 |
|
|
500 |
|
Net loss |
|
(6,697) |
|
|
(5,707) |
|
|
(27,122) |
|
|
(39,526) |
|
Preferred dividends |
|
— |
|
|
— |
|
|
(1,395) |
|
|
(1,395) |
|
|
|
|
|
|
|
|
|
|
Loss applicable to common stockholders |
|
$ |
(6,697) |
|
|
$ |
(5,707) |
|
|
$ |
(28,517) |
|
|
$ |
(40,921) |
|
(A)General and administrative expenses included severance expenses of zero and $0.1 million for the three and six months ended June 30, 2021, respectively, and zero and $0.7 million for the three and six months ended June 30, 2020, respectively.
(B)Acquisition and transaction expenses include costs related to completed and potential acquisitions and transactions and strategic initiatives which may include advisory, legal, accounting and other professional or consulting fees.
(C)Pre-opening costs are expensed as incurred and consist primarily of venue-related marketing expenses, lease expense, employee payroll, travel and related expenses, training costs, food, beverage and other operating expenses incurred prior to opening an Entertainment Golf venue.
(D)Interest expense included the accretion of membership deposit liabilities in the amount of $2.1 million and $4.1 million for the three and six months ended June 30, 2021, respectively, and $1.9 million and $3.6 million for the three and six months ended June 30, 2020, respectively. Interest expense and capitalized interest are combined in interest expense, net on the Consolidated Statements of Operations.
|