FRPH FRP Holdings Inc

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 10-Q

_________________

(Mark One)

 

[X ]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020

or

 

[  ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from_________ to _________

 Commission File Number: 001-36769

_____________________

FRP HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

_____________________

Florida		47-2449198
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
200 W. Forsyth St., 7th Floor, Jacksonville, FL		32202
(Address of principal executive offices)		(Zip Code)

904-396-5733

(Registrant’s telephone number, including area code)

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, $.10 par value		FRPH		NASDAQ

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  [x]    No  [_]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  [x]    No  [_]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [_]		Accelerated  filer [_]
Non-accelerated filer [x]		Smaller reporting company [x]
Emerging growth company [_]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [_] 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  [_]    No  [x]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

	Class				Outstanding at July 31, 2020
	Common Stock, $.10 par value per share				9,548,308 shares

 

 

 

 

FRP HOLDINGS, INC.

FORM 10-Q

QUARTER ENDED JUNE 30, 2020

 

 

 

CONTENTS

Page No.

 

Preliminary Note Regarding Forward-Looking Statements					3
		Part I.  Financial Information
Item 1.		Financial Statements
		Consolidated Balance Sheets			4
		Consolidated Statements of Income			5
		Consolidated Statements of Comprehensive Income			6
		Consolidated Statements of Cash Flows			7
		Consolidated Statements of Shareholders’ Equity			8
		Condensed Notes to Consolidated Financial Statements			9
Item 2.		Management's Discussion and Analysis of Financial Condition and Results of Operations			21
Item 3.		Quantitative and Qualitative Disclosures about Market Risks			37
Item 4.		Controls and Procedures			38
		Part II.  Other Information
Item 1A.		Risk Factors			39
Item 2.		Purchase of Equity Securities by the Issuer			40
Item 6.		Exhibits			40
Signatures					41
Exhibit 31		Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002			43
Exhibit 32		Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002			46

 

Preliminary Note Regarding Forward-Looking Statements.

 

This Quarterly Report on Form 10-Q, together with other statements and information publicly disseminated by us, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words or phrases “anticipate,” “estimate,” ”believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and similar expressions identify forward-looking statements. Such statements reflect management’s current views with respect to financial results related to future events and are based on assumptions and expectations that may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial or otherwise, may differ, perhaps materially, from the results discussed in the forward-looking statements. Risk factors discussed in Item 1A of this Form 10-Q and other factors that might cause differences, some of which could be material, include, but are not limited to: the impact of the Covid-19 Pandemic on our operations and financial results; the possibility that we may be unable to find appropriate investment opportunities; levels of construction activity in the markets served by our mining properties; demand for apartments in Washington D.C. and Richmond, Virginia; our ability to obtain zoning and entitlements necessary for property development; the impact of lending and capital market conditions on our liquidity, our ability to finance projects or repay our debt; general real estate investment and development risks; vacancies in our properties; risks associated with developing and managing properties in partnership with others; competition; our ability to renew leases or re-lease spaces as leases expire; illiquidity of real estate investments; bankruptcy or defaults of tenants; the impact of restrictions imposed by our credit facility; the level and volatility of interest rates; environmental liabilities; inflation risks; cyber security risks; as well as other risks listed from time to time in our SEC filings, including but not limited to, our annual and quarterly reports. We have no obligation to revise or update any forward-looking statements, other than as imposed by law, as a result of future events or new information. Readers are cautioned not to place undue reliance on such forward-looking statements.

 

These forward-looking statements are made as of the date hereof based on management’s current expectations, and the Company does not undertake an obligation to update such statements, whether as a result of new information, future events or otherwise. Additional information regarding these and other risk factors may be found in the Company’s other filings made from time to time with the Securities and Exchange Commission.

PART I. FINANCIAL INFORMATION, ITEM 1. FINANCIAL STATEMENTS

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited) (In thousands, except share data)

		June 30				December 31
Assets:		2020				2019
Real estate investments at cost:
Land		$	81,679				84,383
Buildings and improvements			147,819				147,019
Projects under construction			888				1,056
Total investments in properties			230,386				232,458
Less accumulated depreciation and depletion			32,634				30,271
Net investments in properties			197,752				202,187
Real estate held for investment, at cost			8,788				8,380
Investments in joint ventures			159,779				160,452
Net real estate investments			366,319				371,019
Cash and cash equivalents			30,742				26,607
Cash held in escrow			3,739				186
Accounts receivable, net			1,323				546
Investments available for sale at fair value			130,058				137,867
Unrealized rents			657				554
Deferred costs			791				890
Other assets			488				479
Total assets		$	534,117				538,148
Liabilities:
Secured notes payable		$	88,993				88,925
Accounts payable and accrued liabilities			2,155				2,431
Other liabilities			1,886				1,978
Deferred revenue			627				790
Federal and state income taxes payable			2,651				504
Deferred income taxes			50,212				50,111
Deferred compensation			1,430				1,436
Tenant security deposits			362				328
Total liabilities			148,316				146,503
Commitments and contingencies
Equity:
Common stock, $.10 par value 25,000,000 shares authorized, 9,563,144 and 9,817,429 shares issued and outstanding, respectively			956				982
Capital in excess of par value			57,107				57,705
Retained earnings			310,486				315,278
Accumulated other comprehensive income, net			1,194				923
Total shareholders’ equity			369,743				374,888
Noncontrolling interest MRP			16,058				16,757
Total equity			385,801				391,645
Total liabilities and shareholders’ equity		$	534,117				538,148

 

 

 

 

See accompanying notes.

 

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In thousands except per share amounts)

(Unaudited)

		THREE MONTHS ENDED													SIX MONTHS ENDED
		JUNE 30,													JUNE 30,
		2020					2019								2020								2019
Revenues:
Lease revenue		$	3,447						3,730								7,045								7,215
Mining lands lease revenue			2,402						2,633								4,587								4,862
Total Revenues			5,849						6,363								11,632								12,077
Cost of operations:
Depreciation, depletion and amortization			1,500						1,472								2,968								2,959
Operating expenses			781						910								1,706								1,792
Property taxes			646						713								1,383								1,466
Management company indirect			692						610								1,364								1,202
Corporate expenses			1,026						551								2,213								1,196
Total cost of operations			4,645						4,256								9,634								8,615
Total operating profit			1,204						2,107								1,998								3,462
Net investment income, including realized gains of $134, $328, $242 and $447, respectively			2,110						1,984								4,101								3,794
Interest expense			(45	)					(272		)						(96		)						(860		)
Equity in loss of joint ventures			(1,343	)					(272		)						(1,985		)						(536		)
Gain on sale of real estate			3,589						536								3,597								536
Income from continuing operations before income taxes			5,515						4,083								7,615								6,396
Provision for income taxes			1,538						1,131								2,139								1,803
Income from continuing operations			3,977						2,952								5,476								4,593
Income from discontinued operations, net			—						6,776								—								6,862
Net income			3,977						9,728								5,476								11,455
Loss attributable to noncontrolling interest			(172	)					(97		)						(291		)						(268		)
Net income attributable to the Company		$	4,149						9,825								5,767								11,723
Earnings per common share:
Income from continuing operations-
Basic		$	0.41						0.30								0.56								0.46
Diluted		$	0.41						0.30								0.56								0.46
Discontinued operations-
Basic		$	—						0.68								—								0.69
Diluted		$	—						0.68								—								0.69
Net income attributable to the Company-
Basic		$	0.43						0.99								0.59								1.18
Diluted		$	0.43						0.99								0.59								1.17
Number of shares (in thousands) used in computing:
-basic earnings per common share			9,620						9,915								9,712								9,933
-diluted earnings per common share			9,649						9,960								9,744								9,978

 

 

 

See accompanying notes.

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands except per share amounts)

(Unaudited)

 

 

		THREE MONTHS ENDED								SIX MONTHS ENDED
		JUNE 30,								JUNE 30,
		2020				2019				2020				2019
Net income		$	3,977				9,728				5,476				11,455
Other comprehensive income net of tax:
Unrealized gain on investments available for
sale, net of income tax effect of $518, $129, $101 and $708			1,397				351				271				1,911
Comprehensive income		$	5,374				10,079				5,747				13,366
Less comp. income attributable to
Noncontrolling interest		$	(172	)			(97	)			(291	)			(268	)
Comprehensive income attributable to the Company		$	5,546				10,176				6,038				13,634

 

 

 

See accompanying notes

 

 

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED JUNE 30, 2020 AND 2019

(In thousands) (Unaudited)

		2020				2019
Cash flows from operating activities:
Net income		$	5,476				11,455
Adjustments to reconcile net income to
net cash provided by continuing operating activities:
Income from discontinued operations, net			—				(6,862	)
Deferred income taxes			101				22,458
Depreciation, depletion and amortization			3,084				3,082
Equity in loss of joint ventures			1,985				536
Gain on sale of equipment and property			(3,611	)			(531	)
Stock-based compensation			1,171				57
Realized gain on available for sale investments			(242	)			(447	)
Net changes in operating assets and liabilities:
Accounts receivable			(777	)			(219	)
Deferred costs and other assets			28				(1,092	)
Accounts payable and accrued liabilities			(439	)			(670	)
Income taxes payable and receivable			2,147				(17,352	)
Other long-term liabilities			187				187
Net cash provided by operating activities of continuing operations			9,110				10,602
Net cash used in operating activities of discontinued operations			—				(2,441	)
Net cash provided by operating activities			9,110				8,161
Cash flows from investing activities:
Investments in properties			(1,167	)			(8,176	)
Investments in joint ventures			(1,315	)			(6,592	)
Purchases of investments available for sale			(24,748	)			(33,846	)
Proceeds from sales of investments available for sale			32,703				79,937
Proceeds from the sale of assets			5,867				8,153
Cash held in escrow			(3,553	)			(19,864	)
Net cash provided by investing activities of continuing operations			7,787				19,612
Net cash provided by investing activities of discontinued operations			—				11,526
Net cash provided by investing activities			7,787				31,138
Cash flows from financing activities:
Distribution to noncontrolling interest			(408	)			(510	)
Repurchase of company stock			(12,354	)			(5,312	)
Exercise of employee stock options			—				145
Net cash used in financing activities of continuing operations			(12,762	)			(5,677	)
Net cash used in financing activities of discontinued operations			—				—
Net cash used in financing activities			(12,762	)			(5,677	)
Net increase in cash and cash equivalents			4,135				33,622
Cash and cash equivalents at beginning of year			26,607				22,547
Cash and cash equivalents at end of the period		$	30,742				56,169

 

See accompanying notes.

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

SIX MONTHS ENDED JUNE 30, 2020 AND 2019

(In thousands, except share amounts)

 

																	Accumu-
																	lated
																	Other
																	Compre-				Total
									Capital in								hensive				Share				Non-
	Common Stock								Excess of				Retained				Income, net				Holders’				Controlling				Total
	Shares				Amount				Par Value				Earnings				of tax				Equity				Interest				Equity
Balance at December 31, 2019		9,817,429			$	982			$	57,705			$	315,278			$	923			$	374,888			$	16,757			$	391,645
Exercise of stock options
Stock option grant compensation										47												47								47
Restricted stock compensation										94												94								94
Shares granted to Employees		11,448				1				529												530								530
Shares granted to Directors		12,050				1				499												500								500
Restricted stock award		20,520				2				(2	)											—								—
Shares purchased and cancelled		(298,303	)			(30	)			(1,765	)			(10,559	)							(12,354	)							(12,354	)
Net income														5,767								5,767				(291	)			5,476
Distributions to partners																										(408	)			(408	)
Unrealized gain on investment, net																		271				271								271
Balance at June 30, 2020		9,563,144			$	956			$	57,107			$	310,486			$	1,194			$	369,743			$	16,058			$	385,801
Balance at December 31, 2018		9,969,174			$	997			$	58,004			$	306,307			$	(701	)		$	364,607			$	18,648			$	383,255
Exercise of stock options		4,804								145												145								145
Stock option compensation										57												57								57
Shares purchased and cancelled		(110,527	)			(11	)			(644	)			(4,657	)							(5,312	)							(5,312	)
Net income														11,723								11,723				(268	)			11,455
Distributions to partners																										(510	)			(510	)
Unrealized gain on investment, net																		1,911				1,911								1,911
Balance at June 30, 2019		9,863,451			$	986			$	57,562			$	313,373			$	1,210			$	373,131			$	17,870			$	391,001

 

 

 

 

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2020

(Unaudited)

 

 

(1) Description of Business and Basis of Presentation.

 

FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.

 

The accompanying consolidated financial statements include the accounts of FRP Holdings, Inc. (the “Company” or “FRP”) inclusive of our operating real estate subsidiaries, FRP Development Corp. (“Development”) and Florida Rock Properties, Inc. (”Properties”) and RiverFront Investment Partners I, LLC. Our investment in the Brooksville joint venture, BC FRP Realty joint venture, RiverFront Holdings II joint venture, Bryant Street Partnerships, 1800 Half Street and Greenville/Woodfield are accounted for under the equity method of accounting (See Note 11). Our ownership of RiverFront Investment Partners I, LLC includes a non-controlling interest representing the ownership of our partner. The Company uses the cost method to account for its investment in DST Hickory Creek because it does not have significant influence over operating and financial policies.

 

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. This resulted in the disposition of all of the Company’s industrial flex/office warehouse properties prior to the sale date and constituted a major strategic shift and as a result, these properties have been reclassified as discontinued operations for all periods presented. The Asset Management segment currently contains four commercial properties.

 

These statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (primarily consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods have been included. Operating results for the six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The accompanying consolidated financial statements and the information included under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the Company's consolidated financial statements and related notes included in the Company’s Form 10-K for the year ended December 31, 2019.

 

 

(2) Recently Issued Accounting Standards.

 

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. The Company is not a significant lessee. Lessors will account for leases using an approach that is substantially equivalent to existing accounting standards. The Company's existing leases will continue to be classified as operating leases. Leases entered into after the effective date of the new standard may be classified as operating or sales-type leases, based on specific classification criteria. Operating leases will continue to have a similar pattern of recognition as under current GAAP. Sales-type lease accounting, however, will result in the recognition of selling profit at lease commencement, with interest income recognized over the life of the lease. The new standard also includes a change to the treatment of internal leasing costs and legal costs, which can no longer be capitalized. Only incremental costs of a lease that would not have been incurred if the lease had not been obtained may be deferred as initial direct costs. The new standard also requires lessors to exclude from variable

payments certain lessor costs, such as real estate taxes, that the lessor contractually requires the lessee to pay directly to a third party on its behalf. The new standard requires our expected credit loss related to the collectability of lease receivables to be reflected as an adjustment to the line item Lease Revenue. For the year ended December 31, 2019, the credit loss related to the collectibility of lease receivables was recognized in the line item Operating expenses and was not significant. Additionally, the new standard requires lessors to allocate the consideration in a contract between the lease component (right to use an underlying asset) and non-lease component (transfer of a good or service that is not a lease). However, lessors are provided with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components of a contract as a single lease component if certain criteria are met. The terms of the Company's leases generally provide that the Company is entitled to receive reimbursements from tenants for operating expenses such as real estate taxes, insurance and common area maintenance, in addition to the base rental payments for use of the underlying asset. Under the new standard, common area maintenance is considered a nonlease component of a lease contract, which would be accounted for under Topic 606. However, the Company will apply the practical expedient to account for its lease and non-lease components as a single, combined operating lease component. While the timing of recognition should remain the same, the Company is no longer presenting reimbursement revenue from tenants separately in our Consolidated Statements of Income beginning January 1, 2019. The new standard along with the adoption of ASU No. 2018-11, Leases - Targeted Improvements which the FASB issued in July 2018, was adopted effective January 1, 2019 and we have elected to use January 1, 2019 as our date of initial application. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. The adoption of this guidance did not have a material impact on our financial statements.

 

 

(3) Business Segments.

 

The Company is reporting its financial performance based on four reportable segments, Asset Management, Mining Royalty Lands, Development and Stabilized Joint Venture, as described below.

 

The Asset Management segment owns, leases and manages commercial properties. The flex/office warehouses in the Asset Management Segment were sold and reclassified to discontinued operations leaving only two commercial properties, one recent industrial acquisition, Cranberry Run, which we purchased in 2019, and 1801 62^nd Street, our most recent spec building in Hollander Business Park, which joined Asset Management April 1, 2019.

 

Our Mining Royalty Lands segment owns several properties comprising approximately 13,400 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.

 

Through our Development segment, we own and are continuously assessing for their highest and best use for several parcels of land that are in various stages of development.  Our overall strategy in this segment is to convert all of our non-income producing lands into income production through (i) an orderly process of constructing new buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will form joint ventures on new developments of land not previously owned by the Company.

 

The Company operates a residential apartment building Riverfront Investment Partners I, LLC partnership (“Dock 79”). The ownership of Dock 79 attributable to our partner MRP Realty is reflected on our consolidated balance sheet as a noncontrolling interest. Such noncontrolling interests are reported on the Consolidated Balance Sheets within equity but separately from shareholders' equity. On the Consolidated Statements of Income, all of the revenues and expenses from Dock 79 are reported in net income, including both the amounts attributable to the Company and the noncontrolling interest. The amounts of consolidated net income attributable to the noncontrolling interest is clearly identified on the accompanying Consolidated Statements of Income.

 

Operating results and certain other financial data for the Company’s business segments are as follows (in thousands):

 

 

		Three Months ended								Six Months ended
		June 30,								June 30,
		2020				2019				2020				2019
Revenues:
Asset management		$	716				662				1,368				1,303
Mining royalty lands			2,402				2,633				4,587				4,862
Development			279				316				572				585
Stabilized Joint Venture			2,452				2,752				5,105				5,327
			5,849				6,363				11,632				12,077
Operating profit (loss):
Before corporate expenses:
Asset management		$	323				128				500				225
Mining royalty lands			2,194				2,458				4,195				4,502
Development			(703	)			(565	)			(1,477	)			(1,118	)
Stabilized Joint Venture			416				637				993				1,049
Operating profit before corporate expenses			2,230				2,658				4,211				4,658
Corporate expenses:
Allocated to asset management			(265	)			(139	)			(573	)			(302	)
Allocated to mining royalty lands			(84	)			(36	)			(181	)			(79	)
Allocated to development			(617	)			(341	)			(1,329	)			(740	)
Allocated to stabilized joint venture			(60	)			(35	)			(130	)			(75	)
Total corporate expenses			(1,026	)			(551	)			(2,213	)			(1,196	)
		$	1,204				2,107				1,998				3,462
Interest expense		$	45				272				96				860
Depreciation, depletion and amortization:
Asset management		$	200				196				392				373
Mining royalty lands			62				42				100				94
Development			53				49				107				107
Stabilized Joint Venture			1,185				1,185				2,369				2,385
		$	1,500				1,472				2,968				2,959
Capital expenditures:
Asset management		$	341				1,352				554				7,818
Mining royalty lands			—				—				—				—
Development			320				(122	)			617				248
Stabilized Joint Venture			19				227				(4	)			110
		$	680				1,457				1,167				8,176

 

 

		June 30,				December 31,
Identifiable net assets		2020				2019
Asset management	$	18,813				18,468
Mining royalty lands		37,911				38,409
Development		173,334				179,357
Stabilized Joint Venture		131,652				133,956
Investments available for sale at fair value		130,058				137,867
Cash items		34,481				26,793
Unallocated corporate assets		7,868				3,298
	$	534,117				538,148

 

 

(4) Related Party Transactions.

 

The Company is a party to a Transition Services Agreement which resulted from our January 30, 2015 spin-off of Patriot Transportation Holding, Inc. (Patriot). The Transition Services Agreement sets forth the terms on which Patriot will provide to FRP certain services that were shared prior to the Spin-off, including the services of certain shared executive officers. The boards of the respective companies amended and extended this agreement for one year effective April 1, 2020.

 

The consolidated statements of income reflect charges and/or allocation from Patriot for these services of $290,000 and $328,000 for the three months ended June 30, 2020 and 2019 and $580,000 and $629,000 for the six months ended June 30, 2020 and 2019, respectively. Included in the charges above are amounts recognized for corporate executive stock-based compensation expense. These charges are reflected as part of corporate expenses.

 

To determine these allocations between FRP and Patriot as set forth in the Transition Services Agreement, we employ an allocation method to allocate said expenses and thus we believe that the allocations to FRP are a reasonable approximation of the costs related to FRP’s operations, but any such related-party transactions cannot be presumed to be carried out on an arm’s-length basis.

 

(5) Long-Term Debt.

 

Long-term debt is summarized as follows (in thousands):

		June 30,				December 31,
		2020				2019
Riverfront permanent loan		$	88,993				88,925
Less portion due within one year			—				—
		$	88,993				88,925

 

On February 6, 2019, the Company entered into a First Amendment to the 2015 Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, N.A. (“Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated debt to consolidated total capital, as defined which excludes FRP Riverfront. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The Credit Agreement contains certain conditions, affirmative financial covenants and negative covenants. As of June 30, 2020, there was no debt outstanding on this revolver, $411,000 outstanding under letters of credit and $19,589,000 available for borrowing. The letters of credit were issued to guarantee certain obligations to state agencies related to real estate development. Most of the letters of credit are irrevocable for a period of one year and typically are automatically extended for additional one-year periods. The letter of credit fee is 1% and applicable interest rate would have been 1.17825% on June 30, 2020. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of June 30, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined. The Company was in compliance with all covenants as of June 30, 2020.

 

On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation, Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of

representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.

 

Debt cost amortization of $34,000 and $68,000 was recorded during the three and six months ended June 30, 2020, respectively. During the three months ended June 30, 2020 and June 30, 2019 the Company capitalized interest costs of $940,000 and $705,000, respectively. During the six months ended June 30, 2020 and June 30, 2019 the Company capitalized interest costs of $1,875,000 and $1,090,000, respectively.

 

(6) Earnings per Share.

 

The following details the computations of the basic and diluted earnings per common share (in thousands, except per share amounts):

	Three Months ended								Six Months ended
	June 30,								June 30,
	2020				2019				2020				2019
Weighted average common shares
outstanding during the period
- shares used for basic
earnings per common share		9,620				9,915				9,712				9,933
Common shares issuable under
share based payment plans
which are potentially dilutive		29				45				32				45
Common shares used for diluted
earnings per common share		9,649				9,960				9,744				9,978
Income from continuing operations	$	3,977				2,952				5,476				4,593
Discontinued operations	$	—				6,776				—				6,862
Net income attributable to the Company	$	4,149				9,825				5,767				11,723
Basic earnings per common share:
Income from continuing operations	$	0.41				0.30				0.56				0.46
Discontinued operations	$	—				0.68				—				0.69
Net income attributable to the Company	$	0.43				0.99				0.59				1.18
Diluted earnings per common share:
Income from continuing operations	$	0.41				0.30				0.56				0.46
Discontinued operations	$	—				0.68				—				0.69
Net income attributable to the Company	$	0.43				0.99				0.59				1.17

 

 

For the three and six months ended June 30, 2020, 2020, 74,065 and 53,545 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. For the three and six months ended June 30, 2019, 19,950 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

 

During the first six months the Company repurchased 298,303 shares at an average cost of $41.41.

 

(7) Stock-Based Compensation Plans.

 

The Company has two Stock Option Plans (the 2006 Stock Incentive Plan and the 2016 Equity Incentive Option Plan) under which options for shares of common stock were granted to directors, officers and key employees. The 2016 plan permits the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, or stock awards. The options awarded under the plans have similar characteristics. All stock options are non-qualified and expire ten years from the date of grant. Stock based compensation awarded to directors, officers and employees are exercisable immediately or become exercisable in cumulative installments of 20% or 25% at the end of each year following the date of grant. When stock options are exercised the Company issues new shares after receipt of exercise proceeds and taxes due, if any, from the grantee.

 

The Company utilizes the Black-Scholes valuation model for estimating fair value of stock compensation for options awarded to officers and employees. Each grant is evaluated based upon assumptions at the time of grant. The assumptions were no dividend yield, expected volatility between 29% and 41%, risk-free interest rate of 1.0% to 2.9% and expected life of 3.0 to 7.0 years.

 

The dividend yield of zero is based on the fact that the Company does not pay cash dividends and has no present intention to pay cash dividends. Expected volatility is estimated based on the Company’s historical experience over a period equivalent to the expected life in years. The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate at the date of grant with a term consistent with the expected life of the options granted. The expected life calculation is based on the observed and expected time to exercise options by the employees.

 

In March 2020, 20,520 shares of restricted stock were granted to employees as part of a long-term incentive plan that will vest over the next five years. The number of common shares available for future issuance was 443,820 at June 30, 2020. In March 2020, 11,448 shares of stock were granted to employees rather than stock options as in prior years.

 

The Company recorded the following stock compensation expense in its consolidated statements of income (in thousands):

		Three Months ended								Six Months ended
		June 30,								June 30,
		2020				2019				2020				2019
Stock option grants		$	23				28				47				57
Restricted stock awards granted in 2020			47				—				94				—
Employee stock grant			—				—				530				—
Annual director stock award			500				—				500				—
		$	570				28				1,171				57

 

A summary of changes in outstanding options is presented below (in thousands, except share and per share amounts):

 

						Weighted				Weighted		Weighted
		Number				Average				Average		Average
		Of				Exercise				Remaining		Grant Date
Options		Shares				Price				Term (yrs)		Fair Value(000's)
Outstanding at January 1, 2020			132,504			$	33.82			5.8		$	1,631
Granted			—			$	—					$	—
Exercised			—			$	—					$	—
Outstanding at June 30, 2020			132,504			$	33.82			5.3		$	1,631
Exercisable at June 30, 2020			114,189			$	32.11			4.8		$	1,333
Vested during six months ended
June 30, 2020			—									$	—

 

The aggregate intrinsic value of exercisable in-the-money options was $1,131,000 and the aggregate intrinsic value of outstanding in-the-money options was $1,148,000 based on the market closing price of $40.58 on June 30, 2020 less

exercise prices.

 

The unrecognized compensation cost of options granted to FRP employees but not yet vested as of June 30, 2020 was $243,000, which is expected to be recognized over a weighted-average period of 3.3 years.

 

A summary of changes in restricted stock awards is presented below (in thousands, except share and per share amounts):

Weighted

Weighted

Weighted

Number

Average

Average

Average

Of

Exercise

Remaining

Grant Date

Restricted stock

Shares

Price

Term (yrs)

Fair Value(000's)

Outstanding at January 1, 2020

0

Granted

20,520

$

46.30

$

950

Outstanding at June 30, 2020

20,520

$

46.30

3.9

$

950

Total compensation cost of restricted stock granted but not yet vested as of June 30, 2020 was $856,000 which is expected to be recognized over a weighted-average period of 3.9 years.

 

(8) Contingent Liabilities.

 

Certain of the Company’s subsidiaries are involved in litigation on a number of matters and are subject to certain claims which arise in the normal course of business. The Company has retained certain self-insurance risks with respect to losses for third party liability and property damage. The liability at any point in time depends upon the relative ages and amounts of the individual open claims. In the opinion of management, none of these matters are expected to have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows.

 

The Company executed a letter of intent with MRP in May 2016 to develop Phase II of the Riverfront on the Anacostia project and recorded an estimated environmental remediation expense of $2.0 million for the Company’s estimated liability under the proposed agreement. The Company substantially completed the remediation and reduced the estimated liability in the quarter ending September 30, 2018 by $465,000 and further reduced the liability $92,000 to zero in 2020. The Company has no obligation to remediate any known contamination on Phases III and IV of the development until such time as it makes a commitment to commence construction on each phase.

 

(9) Concentrations. 

 

The mining royalty lands segment has a total of five tenants currently leasing mining locations and one lessee that accounted for 31.5% of the Company’s consolidated revenues during the six months ended June 30, 2020 and $419,000 of accounts receivable at June 30, 2020.  The termination of these lessees’ underlying leases could have a material adverse effect on the Company. The Company places its cash and cash equivalents with Wells Fargo Bank and First Horizon Bank.  At times, such amounts may exceed FDIC limits.

 

 

(10) Fair Value Measurements.

 

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 means the use of quoted prices in active markets for identical assets or liabilities. Level 2 means the use of values that are derived principally from or corroborated by observable market data. Level 3 means the use of inputs are those that are unobservable and significant to the overall fair value measurement.

 

At June 30, 2020 the Company was invested in 59 corporate bonds with individual maturities ranging from 2020 through 2022. The unrealized gain on these bonds of $1,584,000 was recorded as part of comprehensive income and

was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $242,000 in its net investment income related to bonds that were sold in 2020. The amortized cost of the investments was $128,474,000 and the carrying amount and fair value of such bonds were $130,058,000 as of June 30, 2020.

 

At June 30, 2020 and 2019, the carrying amount reported in the consolidated balance sheets for cash and cash equivalents and revolving credit approximate their fair value based upon the short-term nature of these items.

 

The fair values of the Company’s other mortgage notes payable were estimated based on current rates available to the Company for debt of the same remaining maturities. At June 30, 2020, the carrying amount and fair value of such other long-term debt was $88,993,000 and $95,606,000, respectively. At June 30, 2019, the carrying amount and fair value of such other long-term debt was $88,857,000 and $92,541,000, respectively.

 

 

(11) Investments in Joint Ventures.

 

Brooksville. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the six months ended June 30, 2020 includes a loss of $21,000 representing the Company’s portion of the loss of this joint venture.

 

BC FRP Realty (Windlass Run). In 2016, the Company entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for four buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at June 30, 2020 was $12,160,000.

 

RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a partnership to develop Phase II of our RiverFront on the Anacostia project and closed on construction financing with Eagle Bank. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the partnership including development costs paid prior to the formation of the partnership and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through June 30, 2019. The Company records interest income for this loan and a loss in equity in ventures for our 80% equity in the partnership. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The loan balance at June 30, 2020 was $60,704,000. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project.

 

Bryant Street Partnerships. On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first

phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23 million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25% over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.10 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The loan balance at June 30, 2020 was $38,660,000. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally.

 

Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots. The first phase of settlement occurred in May 2020, resulting in a $2.67 million principal and interest payment.

 

DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.65% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet on approximately 20.4 acres of land.  The property was constructed in 1984 and substantially renovated in 2016.  The DST purchased the property in April, 2019 for $45,600,000 with ten-year financing obtained for $29,672,000 at 3.74% with a 30 year amortization period, interest only for five years. The Company’s equity interest in the trust is accounted for under the cost method because we do not have significant influence over the operating and financial policies. Monthly distributions are recorded as equity in gain or loss of joint ventures. Distributions of $168,000 were received in the first six months of 2020.

 

Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of development infrastructure.

 

1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease to Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. MRP will contribute the remainder of its equity in 2020. The land was acquired in two pieces over first half of 2020. On June 26, 2020 the partnership closed on a construction loan with Truist Bank for up to $74 million at an interest rate of 2.25% over LIBOR. The loan matures June 26, 2024 with one extension of two years requiring a .25% fee, paying principal monthly under a 30-year amortization schedule, and meeting a 9.9% debt yield after the first year. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting because all major decisions are shared equally.

 

Greenville/Woodfield Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as .408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

 

On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

 

Investments in Joint Ventures (in thousands):

														The
														Company's
														Share of  Profit
		Common			Total			Total Assets of			Profit (Loss)			(Loss) of  the
		Ownership			Investment			The Partnership			Of the Partnership			Partnership
As of June 30, 2020
Brooksville Quarry, LLC		50.00	%	$	7,476			14,310			(42	)		(21	)
BC FRP Realty, LLC		50.00	%		5,286			22,689			(210	)		(104	)
RiverFront Holdings II, LLC		80.00	%		25,484			104,426			(1,326	)		(1,409	)
Bryant Street Partnerships		61.36	%		59,549			133,553			—			(825	)
Hyde Park					1,214			1,214			—			—
DST Hickory Creek		26.65	%		6,000			48,651			(162	)		168
Amber Ridge Loan					1,183			1,183			—			—
1800 Half St. Owner, LLC		61.37	%		37,537			39,327			126			126
Greenville/Woodfield Partnerships		40.00	%		16,050			43,095			158			80
Total				$	159,779			408,448			(1,456	)		(1,985	)
As of December 31, 2019
Brooksville Quarry, LLC		50.00	%	$	7,499			14,316			(84	)		(42	)
BC FRP Realty, LLC		50.00	%		5,391			22,969			(1,114	)		(591	)
RiverFront Holdings II, LLC		80.00	%		25,975			88,235			(95	)		(871	)
Bryant Street Partnerships		61.36	%		58,353			96,477			260			(573	)
Hyde Park					3,492			3,492			—			—
DST Hickory Creek		26.65	%		6,000			49,369			(168	)		123
Amber Ridge Loan					509			509			—			—
1800 Half St. Owner, LLC		59.73	%		37,314			40,161			—			—
Greenville/Woodfield Partnerships		40.00	%		15,919			19,214			—			—
Total				$	160,452			334,742			(1,201	)		(1,954	)

 

Summarized Financial Information for the Investments in Joint Ventures (in thousands):

 

 

	As of June 30, 2020																				Total
	RiverFront				Bryant Street				DST Hickory				1800 Half St.				Greenville/				Apartment/
	Holdings II, LLC				Partnership				Creek				Partnership				Woodfield				Mixed Use
Investments in real estate, net	$	103,602				132,932				46,106				27,603				20,845			$	331,088
Cash and cash equivalents		720				512				1,483				8,917				21,878				33,510
Unrealized rents & receivables		78				95				622				0				0				795
Deferred costs		26				14				440				2,807				372				3,659
Total Assets	$	104,426				133,553				48,651				39,327				43,095			$	369,052
Secured notes payable	$	60,252				35,770				29,268				0				0			$	125,290
Other liabilities		2,094				19,405				171				392				3,213				25,275
Capital - FRP		36,732				58,224				5,120				37,460				15,953				153,489
Capital - Third Parties		5,348				20,154				14,092				1,475				23,929				64,998
Total Liabilities and Capital	$	104,426				133,553				48,651				39,327				43,095			$	369,052

 

 

	As of June 30, 2020
	Brooksville				BC FRP								Amber Ridge				Apartment/				Grand
	Quarry, LLC				Realty, LLC				Hyde Park				Loan				Mixed Use				Total
Investments in real estate, net.	$	14,290				22,187				1,214				1,183				331,088			$	369,962
Cash and cash equivalents		18				59				0				0				33,510				33,587
Unrealized rents & receivables		0				230				0				0				795				1,025
Deferred costs		2				213				0				0				3,659				3,874
Total Assets	$	14,310				22,689				1,214				1,183				369,052			$	408,448
Secured notes payable	$	0				12,130				0				0				125,290			$	137,420
Other liabilities		41				105				0				0				25,275				25,421
Capital - FRP		7,476				5,227				1,214				1,183				153,489				168,589
Capital - Third Parties		6,793				5,227				0				0				64,998				77,018
Total Liabilities and Capital	$	14,310				22,689				1,214				1,183				369,052			$	408,448

 

 

	As of December 31, 2019																				Total
	RiverFront				Bryant Street				DST Hickory				1800 Half St.				Greenville/				Apartment/
	Holdings II, LLC				Partnership				Creek				Partnership				Woodfield				Mixed Use
Investments in real estate, net	$	87,521				95,903				46,685				14,391				1,889			$	246,389
Cash and cash equivalents		630				387				1,764				25,770				17,325				45,876
Unrealized rents & receivables		82				158				446				0				0				686
Deferred costs		2				29				474				0				0				505
Total Assets	$	88,235				96,477				49,369				40,161				19,214			$	293,456
Secured notes payable	$	38,564				1,660				29,246				0				0			$	69,470
Other liabilities		6,771				17,183				120				1,363				1,889				27,326
Capital - FRP		37,284				57,479				6,000				37,314				15,919				153,996
Capital - Third Parties		5,616				20,155				14,003				1,484				1,406				42,664
Total Liabilities and Capital	$	88,235				96,477				49,369				40,161				19,214			$	293,456

 

	As of December 31, 2019
	Brooksville				BC FRP								Amber Ridge				Apartment/				Grand
	Quarry, LLC				Realty, LLC				Hyde Park				Loan				Mixed Use				Total
Investments in real estate, net.	$	14,293				22,423				3,492				509				246,389			$	287,106
Cash and cash equivalents		18				15				0				0				45,876				45,909
Unrealized rents & receivables		0				220				0				0				686				906
Deferred costs		5				311				0				0				505				821
Total Assets	$	14,316				22,969				3,492				509				293,456			$	334,742
Secured notes payable	$	0				12,103				0				0				69,470			$	81,573
Other liabilities		2				196				0				0				27,326				27,524
Capital - FRP		7,500				5,335				3,492				509				153,996				170,832
Capital - Third Parties		6,814				5,335				0				0				42,664				54,813
Total Liabilities and Capital	$	14,316				22,969				3,492				509				293,456			$	334,742

 

 

The Company’s capital recorded by the unconsolidated Joint Ventures is $8,809,000 more than the Investment in Joint Ventures reported in the Company’s consolidated balance sheet due to the lower basis in property contributed.

 

The amount of consolidated retained earnings for these joint ventures was $(5,574,000) and $(4,127,000) as of June 30, 2020 and December 31, 2019 respectively.

 

 

(12) Discontinued Operations.

 

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. These properties comprised substantially all the assets of our Asset Management segment and have been reclassified as discontinued operations for all periods presented. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. The results of operations associated with discontinued operations for the three and six months ended June 30, 2019 were as follows (in thousands):

 

		Three months ended				Six months ended
		June 30,				June 30,
		2019				2019
Lease Revenue		$	222				460
Cost of operations:
Depreciation, depletion and amortization			12				41
Operating expenses			139				234
Property taxes			26				46
Management company indirect			—				—
Corporate expenses			—				—
Total cost of operations			177				321
Total operating profit			45				139
Interest expense			—				—
Gain on sale of buildings			9,245				9,268
Income before income taxes			9,290				9,407
Provision for income taxes			2,514				2,545
Income from discontinued operations		$	6,776				6,862
Earnings per common share:
Income from discontinued operations-
Basic		$	0.68				0.69
Diluted		$	0.68				0.69

 

 

(13) Subsequent Event.

 

In July 2020 the Company sold its fully leased building in the Hollander Business Park at 1801 62^nd Street for $12.3 million resulting in a gain of $3.8 million before income taxes. The proceeds were placed in a 1031 exchange fund.

 

 

 

 

 

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

 

The following discussion includes a non-GAAP financial measure within the meaning of Regulation G promulgated by the Securities and Exchange Commission to supplement the financial results as reported in accordance with GAAP. The non-GAAP financial measure discussed is net operating income (NOI). The Company uses this metric to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. This measure is not, and should not be viewed as, a substitute for GAAP financial measures. Refer to “Non-GAAP Financial Measure” below in this quarterly report for a more detailed discussion, including reconciliations of this non-GAAP financial measure to its most directly comparable GAAP financial measure.

 

Overview - FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.

 

The Company’s operations are influenced by a number of external and internal factors. External factors include levels of economic and industrial activity in the United States and the Southeast, construction activity and costs, aggregates sales by lessees from the Company’s mining properties, interest rates, market conditions in the Baltimore/Northern Virginia/Washington DC area, and our ability to obtain zoning and entitlements necessary for property development. Internal factors include administrative costs, success in leasing efforts and construction cost management.

 

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. These properties comprised substantially all the assets of our Asset Management segment and constituted a strategic shift for the Company and have been reclassified as discontinued operations for all periods presented.

 

Asset Management Segment.

 

The Asset Management segment owns, leases and manages commercial properties.  These assets create revenue and cash flows through tenant rental payments, lease management fees and reimbursements for building operating costs. The major cash outlays incurred in this segment are for operating expenses, real estate taxes, building repairs, lease commissions and other lease closing costs, construction of tenant improvements, capital to acquire existing operating buildings and closing costs related thereto and personnel costs of our property management team.

 

As of June 30, 2020, the Asset Management Segment owned four commercial properties as follows:

 

1) 34 Loveton Circle in suburban Baltimore County, Maryland consists of one office building totaling 33,708 square feet which is 95.1% occupied (16% of the space is occupied by the Company for use as our Baltimore headquarters).

2) 155 E. 21st Street in Duval County, Florida was an office building property that remains under lease through March

2026. We permitted the tenant to demolish all structures on the property during 2018.

3) Cranberry Office Park consists of five office buildings totaling 268,010 square feet which are 71.9% occupied at June 30, 2020.

4) 1801 62^nd Street consists of 94,350 square feet and was completed in the second quarter of 2019. The building was 100.0% occupied at June 30, 2020. The Company sold this property in July 2020 for $12.3 million. The decision to sell was in keeping with a departure from our previous “develop and hold” business model. The sale resulted in a gain of $3.8 million before taxes and the proceeds were placed in a 1031 exchange fund.

 

To take advantage of market cycles and attract a wide range of top tier buyers, management focuses on several factors in this segment to facilitate a successful and profitable sale. The major factors we focus on are (1) net operating

income growth, (2) growth in occupancy, (3) average annual occupancy rate (defined as the occupied square feet at the end of each month during a fiscal year divided by the number of months to date in that fiscal year as a percentage of the average number of square feet in the portfolio over that same time period), (4) growth of our portfolio (in square feet), (5) tenant retention success rate (as a percentage of total square feet to be renewed), (6) building and refurbishing assets to meet Class A and Class B institutional grade classifications, and (7) reducing complexities and deferred capital expenditures to maximize sale price.

 

Mining Royalty Lands Segment.

 

Our Mining Royalty Lands segment owns several properties comprising approximately 13,400 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.  The typical lease in this segment requires the tenant to pay us a royalty based on the number of tons of mined materials sold from our property during a given fiscal year multiplied by a percentage of the average annual sales price per ton sold. As a result of this royalty payment structure, we do not bear the cost risks associated with the mining operations, however, we are subject to the cyclical nature of the construction markets in these states as both volumes and prices tend to fluctuate through those cycles. In certain locations, typically where the reserves on our property have been depleted but the tenant still has a need for the leased land, we collect a minimum annual rental amount. We believe strongly in the potential for future growth in construction in Florida, Georgia, and Virginia which would positively benefit our profitability in this segment.  Our mining properties had estimated remaining reserves of 516 million tons as of December 31, 2019 after a total of 8.1 million tons were consumed in 2019.

 

The major expenses in this segment are comprised of collection and accounting for royalties, management’s oversight of the mining leases, land entitlement for post-mining uses and property taxes at our non-leased locations and at our Grandin location which, unlike our other leased mining locations, are not paid by the tenant.  As such, our costs in this business are very low as a percentage of revenue, are relatively stable and are not affected by increases in production at our locations. Our current mining tenants are Vulcan Materials, Martin Marietta, Cemex, Argos and The Concrete Company. 

 

Additionally, these locations provide us with opportunities for valuable “second lives” for these assets through proper land planning and entitlement.

 

Significant “2^nd life” Mining Lands: 

 

Location	Acreage	Status
Brooksville, Fl	4,280 +/-	Development of Regional of Impact and County Land Use and Master Zoning in place for 5,800 residential unit, mixed-use development
Ft. Myers, FL	1,993 +/-	Approval in place for 105, 1 acre, waterfront residential lots after mining completed.
Total	6,273 +/-

 

 

Development Segment.

 

Through our Development segment, we own and are continuously monitoring for their “highest and best use” several parcels of land that are in various stages of development. Our overall strategy in this segment is to convert all our non-income producing lands into income production through (i) an orderly process of constructing new commercial and residential buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will purchase or form joint ventures on new developments of land not previously owned by the Company.

 

Revenues in this segment are generated predominately from land sales and interim property rents. The significant cash outlays incurred in this segment are for land acquisition costs, entitlement costs, property taxes, design and permitting, the personnel costs of our in-house management team and horizontal and vertical construction costs.

 

Since 1990, one of our primary strategies in this segment has been to acquire, entitle and ultimately develop commercial/industrial business parks providing 5–15 building pads which we typically convert into warehouse/office buildings. To date, our management team has converted 30 of these pads into developed buildings. Our typical practice has been to transfer these assets to the Asset Management segment on the earlier to occur of (i) commencement of rental revenue or (ii) issuance of the certificate of occupancy. We have also occasionally sold several of these pad sites over time to third parties.

 

Development Segment – Warehouse/Office Land.

 

At June 30, 2020 this segment owned the following future development parcel:

 

1)

25 acres of horizontally developed land capable of supporting 226,750 square feet of warehouse, office, and flex buildings at Hollander 95 Business Park in Baltimore City, Maryland.

 

We will continue to actively monitor these submarkets where we have lots ready for construction and take advantage of the opportunities presented to us. We will also look for new parcels to place into development.

 

We have three properties that were either spun-off to us from Florida Rock Industries in 1986 or acquired by us from unrelated third parties. These properties, as a result of our “highest and best use” studies, are being prepared for income generation through sale or joint venture with third parties, and in certain cases we are leasing these properties on an interim basis for an income stream while we wait for the development market to mature.

 

Significant Investment Lands Inventory:

 

Location	Approx. Acreage	Status	NBV
RiverFront on the Anacostia Phases III-IV	2.5	Conceptual design program ongoing.	$6,062,000
Hampstead Trade Center, MD	73	Residential conceptual design program ongoing	$8,709,000
Square 664E,on the Anacostia River in DC	2	Under lease to Vulcan Materials as a concrete batch plant through 2021 with one 5-year renewal option.	$7,927,000
Total	77.5		$22,698,000

 

RIVERFRONT ON THE ANACOSTIA PHASES III-IV: This property consists of 2.5 acres on the Anacostia River and is immediately adjacent to the Washington National’s baseball park in the SE Central Business District of Washington, DC. Once zoned for industrial use and under a ground lease, this property is no longer under lease and has been rezoned for the construction of approximately 600,000 square feet of “mixed-use” development in two phases. See “Stabilized Joint Venture Segment” below for discussion on Phase I and Development Joint Ventures below for discussion of Phase II. Phases III and IV are slated for office, and hotel/residential buildings, respectively, all with permitted first floor retail uses.

 

On August 24, 2015, in anticipation of commencing construction of the new Frederick Douglass bridge at a location immediately to the west of the existing bridge, the District of Columbia filed a Declaration of Taking for a total of 7,390 square feet of permanent easement and a 5,022-square-foot temporary construction easement on land along the western boundary of the land that will ultimately hold Phase III and IV. Previously, the Company and the District had conceptually agreed to a land swap with no compensation that would have permitted the proposed new bridge, including construction easements, to be on property wholly owned by the District. As a result, the Planned Unit Development was designed and ultimately approved by the Zoning Commission as if the land swap would occur once the District was ready to move forward with the new bridge construction. In September 2016 the Company received $1,115,400 as settlement for the easement. The Company will continue to seek an agreement from the District that the existing bridge easement will terminate when the new bridge has been placed in service and the existing bridge has

been removed. The Company’s position is that otherwise Phase IV will be adversely impacted, and additional compensation or other relief will be due the Company.

 

HAMPSTEAD TRADE CENTER: We purchased this 118-acre tract in 2005 for $4.3 million in a Section 1031 exchange with plans of developing it as a commercial business park. The “great recession” caused us to reassess our plans for this property. As a result, Management has determined that the prudent course of action is to attempt to rezone the property for residential uses and sell the entire tract to another developer such that we can redeploy this capital into assets with more near-term income producing potential. On December 22, 2018, The Town of Hampstead re-awarded FRP its request for rezoning with a 30-day appeal period. No appeal was filed, therefore, FRP can now move forward with its residential concept plan. We are fully engaged in the formal process of seeking PUD entitlements for this 118-acre tract in Hampstead, Maryland, now known as “Hampstead Overlook”.

 

SQUARE 664E, WASHINGTON, DC: This property sits on the Anacostia River at the base of South Capitol Street in an area known as Buzzard Point, less than half a mile down river from our RiverFront on the Anacostia property. The Square 664E property is approximately two acres and is currently under lease to Vulcan Materials for use as a concrete batch plant. The lease terminates on August 31, 2021 and Vulcan has the option to renew for one additional period of five years. In July 2018, Audi Field, the home of the DC United professional soccer club, opened its doors to patrons in Buzzard Point. Under normal circumstances the 20,000 seat stadium hosts 17 home games each year in addition to other outdoor events. The stadium is separated from our property by 1800 Half Street, the property acquired in a joint venture between the Company and MRP in December 2019.

 

The third leg of our Development Segment consists of investments in joint venture for properties in development as described below:

 

Development Segment - Investments in Joint Ventures (in thousands):

 

	As of June 30, 2020																				Total
	RiverFront				Bryant Street				DST Hickory				1800 Half St.				Greenville/				Apartment/
	Holdings II, LLC				Partnership				Creek				Partnership				Woodfield				Mixed Use
Investments in real estate, net	$	103,602				132,932				46,106				27,603				20,845			$	331,088
Cash and cash equivalents		720				512				1,483				8,917				21,878				33,510
Unrealized rents & receivables		78				95				622				0				0				795
Deferred costs		26				14				440				2,807				372				3,659
Total Assets	$	104,426				133,553				48,651				39,327				43,095			$	369,052
Secured notes payable	$	60,252				35,770				29,268				0				0			$	125,290
Other liabilities		2,094				19,405				171				392				3,213				25,275
Capital - FRP		36,732				58,224				5,120				37,460				15,953				153,489
Capital - Third Parties		5,348				20,154				14,092				1,475				23,929				64,998
Total Liabilities and Capital	$	104,426				133,553				48,651				39,327				43,095			$	369,052

 

	As of June 30, 2020
	Brooksville				BC FRP								Amber Ridge				Apartment/				Grand
	Quarry, LLC				Realty, LLC				Hyde Park				Loan				Mixed Use				Total
Investments in real estate, net.	$	14,290				22,187				1,214				1,183				331,088			$	369,962
Cash and cash equivalents		18				59				0				0				33,510				33,587
Unrealized rents & receivables		0				230				0				0				795				1,025
Deferred costs		2				213				0				0				3,659				3,874
Total Assets	$	14,310				22,689				1,214				1,183				369,052			$	408,448
Secured notes payable	$	0				12,130				0				0				125,290			$	137,420
Other liabilities		41				105				0				0				25,275				25,421
Capital - FRP		7,476				5,227				1,214				1,183				153,489				168,589
Capital - Third Parties		6,793				5,227				0				0				64,998				77,018
Total Liabilities and Capital	$	14,310				22,689				1,214				1,183				369,052			$	408,448

 

 

 

Brooksville Quarry, LLC.. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the year ended June 30, 2020 includes a loss of $21,000 representing the Company’s portion of the loss of this joint venture (not including FRP’s royalty revenues).

 

BC Realty, LLC (Windlass Run). In March 2016, we entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. The project will take place in several phases, with construction of the first phase, which includes two office buildings and two retail buildings totaling 100,030-square-feet (inclusive of 27,950 retail), commenced in the fourth quarter of 2017 and projected to stabilize in the fourth quarter of 2020. The start of subsequent phases will follow with the final phase commencing in the 4th quarter of 2024. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for 4 buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at June 30, 2020 was $12,160,000. Shell building construction of the two office buildings and two retail buildings in the first phase of our joint venture with St. John Properties was completed in December 2018.

 

RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a Joint Venture to develop Phase II and closed on construction financing with Eagle Bank. Phase II on the Anacostia known as The Maren is a 250,000-square-foot mixed-use development which supports 264 residential units and 6,937 SF of retail. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the joint venture including development costs paid prior to the formation of the joint venture and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through December 31, 2019. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project. Construction began in April 2018, with substantial completion in March 2020, and stabilization (meaning 90% of the individual apartments are leased and occupied by third party tenants) in late 2021.

 

Bryant Street Partnerships: On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. This first phase is a mixed-use development which supports 487 residential units and 85,681 SF of first floor and stand-alone retail on approximately five acres of the roughly 12-acre site. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23

million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in joint ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25% over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.1 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company will evaluate the guarantee liability based upon the success of the project and assuming no payments are made under the guarantee the Company will have a gain for $1.9 million when the loan is paid in full. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally. Construction began in February 2019, with substantial completion estimated in 3rd quarter 2021, and stabilization (meaning 88% of the individual apartments and retail are leased and occupied by third party tenants) in late 2022.

 

Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale. Entitlements for the development of the property are complete and a homebuilder is under contract to purchase all of the 126 recorded building lots. The first phase of settlement occurred in May 2020, resulting in a $2.67 million principal and interest payment.

 

Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of infrastructure development.

 

1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease by Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. The land was acquired in two pieces over first half of 2020. On June 26, 2020 the partnership closed on a construction loan with Truist Bank for up to $74 million at an interest rate of 2.25% over LIBOR. The loan matures June 26, 2024 with one extension of two years requiring a .25% fee, paying principal monthly under a 30 year amortization schedule, and meeting a 9.9% debt yield after the first year. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all major decisions are shared equally.

 

Greenville Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as .408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

 

On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily

apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

 

 

Stabilized Joint Venture Segment.

 

Currently the segment includes two stabilized joint ventures which own, lease and manage buildings. These assets create revenue and cash flows through tenant rental payments, and reimbursements for building operating costs. The major cash outlays incurred in this segment are for property taxes, full service maintenance, property management, utilities, marketing and our management.

 

Dock 79. This first phase of our RiverFront on The Anacostia project is a joint venture owned by the Company (66%) and our partner, MRP Realty (34%) and is a 305-unit residential apartment building with approximately 18,000 sq. ft. of first floor retail space. For financial reporting purposes the Company consolidates this venture as it is considered the primary beneficiary of the Variable Interest Entity. As of June 30, 2020, the residential units were 90.16% occupied and 92.13% leased, while retail units are 76% leased with just one space remaining.

 

DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.649% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet.  The property was constructed in 1984 and substantially renovated in 2016.  The property is located in suburban Richmond, Virginia, providing residents convenient access to some of the largest employment and economic drivers in Metro Richmond, including ten Fortune 1,000 companies. The Company’s equity interest in the trust is accounted for under the cost method of accounting and monthly distributions net of depreciation are recorded as equity in loss of joint ventures.

 

 

 

Comparative Results of Operations for the Three months ended June 30, 2020 and 2019

 

Consolidated Results

(dollars in thousands)		Three Months Ended June 30,
	2020					2019				Change				%
Revenues:
Lease Revenue	$		3,447			$	3,730			$	(283	)			-7.6	%
Mining lands lease revenue			2,402				2,633				(231	)			-8.8	%
Total Revenues			5,849				6,363				(514	)			-8.1	%
Cost of operations:
Depreciation/Depletion/Amortization			1,500				1,472				28				1.9	%
Operating Expenses			781				910				(129	)			-14.2	%
Property Taxes			646				713				(67	)			-9.4	%
Management company indirect			692				610				82				13.4	%
Corporate Expense			1,026				551				475				86.2	%
Total cost of operations			4,645				4,256				389				9.1	%
Total operating profit			1,204				2,107				(903	)			-42.9	%
Net investment income, including realized gains
of $134 and $328			2,110				1,984				126				6.4	%
Interest Expense			(45	)			(272	)			227				-83.5	%

 

Equity in loss of joint ventures		(1,343	)			(272	)			(1,071	)			393.8	%
Gain on sale of real estate		3,589				536				3,053				569.6	%
Income before income taxes		5,515				4,083				1,432				35.1	%
Provision for income taxes		1,538				1,131				407				36.0	%
Income from continuing operations		3,977				2,952				1,025				34.7	%
Income from discontinued operations, net		—				6,776				(6,776	)			-100.0	%
Net income		3,977				9,728				(5,751	)			-59.1	%
Loss attributable to noncontrolling interest		(172	)			(97	)			(75	)			77.3	%
Net income attributable to the Company	$	4,149			$	9,825			$	(5,676	)			-57.8	%

 

 

Net income for the second quarter of 2020 was $4,149,000 or $.43 per share versus $9,825,000 or $.99 per share in the same period last year. The second quarter of 2020 was impacted by the following items:

 

• Corporate expense stock compensation of $570,000 compared to $28,000 in the same period last year due the timing of stock grants.
• Interest expense decreased $227,000 as we capitalized more interest on our joint venture construction projects.
• Loss on joint ventures increased $1,071,000 primarily due to our share of the Bryant Street preferred interest, $118,000 amortization of guarantee liability related to the Bryant Street loan, $809,000 operating loss at the Maren due to pre-leasing efforts, partially offset by interest income generated in our opportunity zone investments prior to the funds being deployed.
• Gain on sale of $3,589,000 from the sale of the three remaining lots at our Lakeside Business Park and our Gulf Hammock Property compared to $536,000 in the same period last year

 

Income from discontinued operations for the second quarter of 2019 was $6,776,000 or $.68 per share and included the sale of our property at 1502 Quarry Drive for $11.7 million. This asset was excluded from the original sale due to the tenant potentially exercising its right of first refusal to purchase the property. The second quarter of 2019 included a $328,000 realized gain on the sale of bonds.

 

 

Asset Management Segment Results

 

		Three months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Lease revenue		$	716				100.0	%			662				100.0	%			54				8.2	%
Depreciation, depletion and amortization			200				27.9	%			196				29.6	%			4				2.0	%
Operating expenses			96				13.4	%			175				26.5	%			(79	)			-45.1	%
Property taxes			(24	)			-3.3	%			90				13.6	%			(114	)			-126.7	%
Management company indirect			121				16.9	%			73				11.0	%			48				65.8	%
Corporate expense			265				37.0	%			139				21.0	%			126				90.6	%
Cost of operations			658				91.9	%			673				101.7	%			(15	)			-2.2	%
Operating profit		$	58				-8.1	%			(11	)			-1.7	%			69				-627.3	%

 

Most of the Asset Management Segment was reclassified to discontinued operations leaving two commercial properties as well as Cranberry Run, which we purchased in the first quarter of 2019, and 1801 62^nd Street which joined this segment on April 1 of 2019. Cranberry Run is a five-building industrial park in Harford County, MD

totaling 268,010 square feet of industrial/ flex space and at quarter end was 71.9% leased and occupied. 1801 62^nd Street is our most recent spec building in Hollander Business Park and is our first warehouse with a 32-foot clear-height ceiling. We completed construction on this building in 2019 and it is now 100% leased and occupied. Total revenues in this segment were $716,000, up $54,000 or 8.2%, over the same period last year. Operating profit was $58,000, up $69,000 from an operating loss of $11,000 in the same quarter last year due to 1801 62^nd St being fully leased and occupied, improved leasing at Cranberry offset by the sale of 7030 Dorsey Road in June 2019.

 

 

Mining Royalty Lands Segment Results

		Three months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Mining lands lease revenue		$	2,402				100.0	%			2,633				100.0	%			(231	)			-8.8	%
Depreciation, depletion and amortization			62				2.6	%			42				1.6	%			20				47.6	%
Operating expenses			14				0.6	%			15				0.6	%			(1	)			-6.7	%
Property taxes			65				2.7	%			69				2.6	%			(4	)			-5.8	%
Management company indirect			67				2.8	%			49				1.8	%			18				36.7	%
Corporate expense			84				3.5	%			36				1.4	%			48				133.3	%
Cost of operations			292				12.2	%			211				8.0	%			81				38.4	%
Operating profit		$	2,110				87.8	%			2,422				92.0	%			(312	)			-12.9	%

 

Total revenues in this segment were $2,402,000 versus $2,633,000 in the same period last year. Total operating profit in this segment was $2,110,000, a decrease of $312,000 versus $2,422,000 in the same period last year. The primary reason for the decrease is that we are no longer receiving double minimums at our Lake Louisa property, because our tenant, Cemex, received its final permit to begin mining the property in July 2019.

 

 

Development Segment Results

		Three months ended June 30
(dollars in thousands)		2020				2019				Change
Lease revenue		$	279				316				(37	)
Depreciation, depletion and amortization			53				49				4
Operating expenses			144				95				49
Property taxes			330				295				35
Management company indirect			455				442				13
Corporate expense			617				341				276
Cost of operations			1,599				1,222				377
Operating loss		$	(1,320	)			(906	)			(414	)

 

The Development segment is responsible for (i) seeking out and identifying opportunistic purchases of income producing warehouse/office buildings, and (ii) developing our non-income producing properties into income production.

 

With respect to ongoing projects:

 

• PUD entitlements for our 118-acre tract in Hampstead, Maryland, now known as “Hampstead Overlook,” are ongoing.  Hampstead Overlook received Concept Plan approval from the Town of Hampstead for 164 single and 91 town home residential units in February 2020, and the project is currently under Preliminary Plan review with the governing agencies.

29

• We are currently pursuing permit entitlements for two industrial buildings at Hollander Business Park totaling 145,750 square feet.  Construction is anticipated to begin the third quarter of 2020 with shell completion in the third quarter of 2021.
• We finished shell building construction in December 2018 on the two office buildings in the first phase of our joint venture with St. John Properties.  Shell building construction of the two retail buildings was completed in January 2019. We are now in the process of leasing these four single-story buildings totaling 100,030 square feet of office and retail space. At quarter end, Phase I was 44% leased and occupied.
• We are the principal capital source of a residential development venture in Baltimore County, Maryland known as “Hyde Park.”  We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale.  Entitlements for the development of the property are complete, and a homebuilder is under contract to purchase all of the 126 recorded building lots. The first phase of settlement occurred in May 2020, resulting in a $2.67M principal and interest payment.
• We are the principal capital source of a residential development venture in Prince George’s County, Maryland known as “Amber Ridge.”  We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale.  Amber Ridge will hold 187 town homes.  We are currently pursuing entitlements and have two homebuilders under contract to purchase all 187 units upon completion of development infrastructure.
• In April 2018, we began construction on Phase II of our RiverFront on the Anacostia project, now known as “The Maren.” The 14-story project will have 264 units and 6,937 square feet of ground floor retail and was 98% complete at quarter end. Lease-up commenced in earnest in the second week of March. At the end of the quarter, the Maren was 45% leased, and 23% occupied.
• In December 2018, the Company entered into a joint venture agreement with MidAtlantic Realty Partners (MRP) for the development of the first phase of a multifamily, mixed-use development in northeast Washington, DC known as “Bryant Street.”  The project is comprised of four buildings, with 487 units and 85,681 square feet of retail.  FRP contributed $32 million for common equity and another $23 million for preferred equity to the joint venture.  Construction began in February 2019 and as of the end of the quarter was 67% complete.  Bryant Street is currently on time, within budget, and expected to be complete in the fourth quarter of 2021, with the first of the four buildings delivering in the fourth quarter of 2020.  This project is located in an opportunity zone and has allowed us to defer $14.9 million in taxes associated with the sale of our industrial assets.
• In December 2019, the Company entered into a joint venture agreement with MRP for the development of a mixed-use project known as “1800 Half Street.” The development is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia, currently under lease by Vulcan, and Audi Field, the home stadium of the DC United. The 10-story structure will have 344 apartments and 11,246 square feet of ground floor retail. FRP contributed $37.3 million in common equity. The project is a qualified opportunity zone investment and will defer just over $10 million in taxes associated with the sale of our industrial assets. In June 2020, we closed on a $74 million construction loan, and we anticipate starting construction during the third quarter of this year.
• In December 2019, the company entered into two joint ventures in Greenville, SC with a new partner, Woodfield Development. Woodfield specializes in Class-A multi-family, mixed use developments primarily in the Carolinas and DC. Our first joint venture with them is a 200-unit multifamily project known as “Riverside.” FRP contributed $6.2 million in common equity for a 40% ownership interest. Construction began in February 2020 and should be complete in the third quarter of 2021. The second joint venture in Greenville with Woodfield is a 227-unit multifamily development known as “.408 Jackson.” It will have 4,700 square feet of retail and is located across the street from Greenville’s minor league baseball stadium. FRP contributed $9.7 million in common equity for a 40% ownership interest. Construction began in May 2020 and should be complete in the second quarter of 2022. Both projects are qualified opportunity investments and will defer a combined $4.3 million in taxes.

 

 

 

 

Stabilized Joint Venture Segment Results

		Three months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Lease revenue		$	2,452				100.0	%			2,752				100.0	%			(300	)			-10.9	%
Depreciation, depletion and amortization			1,185				48.3	%			1,185				43.0	%			—				0.0	%
Operating expenses			527				21.5	%			625				22.7	%			(98	)			-15.7	%
Property taxes			275				11.2	%			259				9.4	%			16				6.2	%
Management company indirect			49				2.0	%			46				1.7	%			3				6.5	%
Corporate expense			60				2.5	%			35				1.3	%			25				71.4	%
Cost of operations			2,096				85.5	%			2,150				78.1	%			(54	)			-2.5	%
Operating profit		$	356				14.5	%			602				21.9	%			(246	)			-40.9	%

 

Dock 79’s average occupancy for the quarter was 91.50%, and at the end of the quarter, Dock 79 was 92.13% leased and 90.16% occupied. This quarter, 62.30% of expiring leases renewed with no increase in rent due to the mandated rent freeze on renewals in DC. Net Operating Income this quarter for this segment was $1,654,000, down $213,000 or 11.41% compared to the same quarter last year. Dock 79 is a joint venture between the Company and MRP, in which FRP Holdings, Inc. is the majority partner with 66% ownership.

 

In July 2019, the Company completed a like-kind exchange by reinvesting $6,000,000 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek DST. The DST owns a 294-unit garden-style apartment community known as Hickory Creek consisting of 19 three-story apartment buildings containing 273,940 rentable square feet.  Hickory Creek was constructed in 1984 and substantially renovated in 2016 and is located in suburban Richmond, Virginia. The Company is 26.649% beneficial owner and receives monthly distributions. Second quarter distributions were $85,000. The project is a qualified 1031 like-kind exchange investment and will defer $790,000 in taxes associated with the sales of 7030 Dorsey Road and 1502 Quarry Drive.

 

 

 

Comparative Results of Operations for the Six months ended June 30, 2020 and 2019

 

Consolidated Results

 

(dollars in thousands)		Six Months Ended June 30,
	2020					2019				Change				%
Revenues:
Lease Revenue	$		7,045			$	7,215			$	(170	)			-2.4	%
Mining lands lease revenue			4,587				4,862				(275	)			-5.7	%
Total Revenues			11,632				12,077				(445	)			-3.7	%
Cost of operations:
Depreciation/Depletion/Amortization			2,968				2,959				9				0.3	%
Operating Expenses			1,706				1,792				(86	)			-4.8	%
Property Taxes			1,383				1,466				(83	)			-5.7	%
Management company indirect			1,364				1,202				162				13.5	%
Corporate Expense			2,213				1,196				1,017				85.0	%
Total cost of operations			9,634				8,615				1,019				11.8	%
Total operating profit			1,998				3,462				(1,464	)			-42.3	%
Net investment income, including realized gains
of $242 and $447			4,101				3,794				307				8.1	%
Interest Expense			(96	)			(860	)			764				-88.8	%

 

Equity in loss of joint ventures		(1,985	)			(536	)			(1,449	)			270.3	%
Gain on real estate investments		3,597				536				3,061				571.1	%
Income (loss) before income taxes		7,615				6,396				1,219				19.1	%
Provision for (benefit from) income taxes		2,139				1,803				336				18.6	%
Income (loss) from continuing operations		5,476				4,593				883				19.2	%
Income from discontinued operations, net		—				6,862				(6,862	)			-100.0	%
Net income		5,476				11,455				(5,979	)			-52.2	%
Loss attributable to noncontrolling interest		(291	)			(268	)			(23	)			8.6	%
Net income attributable to the Company	$	5,767			$	11,723			$	(5,956	)			-50.8	%`

 

 

Net income for first half of 2020 was $5,767,000 or $.59 per share versus $11,723,000 or $1.17 per share in the same period last year. Income from discontinued operations for the first half of 2019 was $6,862,000 or $.69 per share. Income from continuing operations increased $883,000 or 19% and was impacted by the following items:

 

• Corporate expense stock compensation of $1,171,000 compared to $57,000 in the same period last year due the timing of stock grants.
• Interest expense decreased $764,000 as we capitalized more interest on our joint venture construction projects.
• Loss on joint ventures increased $1,449,000 primarily due to our share of the Bryant Street preferred interest, $236,000 amortization of guarantee liability related to the Bryant Street loan, $992,000 operating loss at the Maren due to pre-leasing efforts, partially offset by interest income generated in our opportunity zone investments prior to the funds being deployed.
• Gain on sale of $3,597,000 from the sale of the three remaining lots at our Lakeside Business Park and our Gulf Hammock Property compared to $536,000 in the same period last year

 

 

 

Asset Management Segment Results

 

		Six months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Lease revenue		$	1,368				100.0	%			1,303				100.0	%			65				5.0	%
Depreciation, depletion and amortization			392				28.6	%			373				28.6	%			19				5.1	%
Operating expenses			193				14.1	%			384				29.5	%			(191	)			-49.7	%
Property taxes			48				3.5	%			146				11.2	%			(98	)			-67.1	%
Management company indirect			235				17.2	%			175				13.4	%			60				34.3	%
Corporate expense			573				41.9	%			302				23.2	%			271				89.7	%
Cost of operations			1,441				105.3	%			1,380				105.9	%			61				4.4	%
Operating profit		$	(73	)			-5.3	%			(77	)			-5.9	%			4				-5.2	%

 

 

Most of the Asset Management Segment was reclassified to discontinued operations leaving two commercial properties as well as Cranberry Run, which we purchased in the first quarter of 2019, and 1801 62^nd Street which joined this segment on April 1 of 2019. Cranberry Run is a five-building industrial park in Harford County, MD totaling 268,010 square feet of industrial/ flex space and at quarter end was 71.9% leased and occupied. 1801 62^nd Street is our most recent spec building in Hollander Business Park and is our first warehouse with a 32-foot clear-

height ceiling. We completed construction on this building in 2019 and it is now 100% leased and occupied. Total revenues in this segment were $1,368,000, up $65,000 or 5.0%, over the same period last year. Operating loss was $73,000, down $4,000 from an operating loss of $77,000 in the same period last year due to higher allocation of corporate expenses.

 

 

 

Mining Royalty Lands Segment Results

		Six months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Mining lands lease revenue		$	4,587				100.0	%			4,862				100.0	%			(275	)			-5.7	%
Depreciation, depletion and amortization			100				2.2	%			94				1.9	%			6				6.4	%
Operating expenses			27				0.6	%			31				0.7	%			(4	)			-12.9	%
Property taxes			132				2.9	%			137				2.8	%			(5	)			-3.6	%
Management company indirect			133				2.9	%			98				2.0	%			35				35.7	%
Corporate expense			181				3.9	%			79				1.6	%			102				129.1	%
Cost of operations			573				12.5	%			439				9.0	%			134				30.5	%
Operating profit		$	4,014				87.5	%			4,423				91.0	%			(409	)			-9.2	%

 

 

Total revenues in this segment were $4,587,000 versus $4,862,000 in the same period last year. Total operating profit in this segment was $4,014,000, a decrease of $409,000 versus $4,423,000 in the same period last year. The primary reason for this decrease is that we are no longer receiving double minimums at our Lake Louisa property, because our tenant, Cemex, received its final permit to begin mining the property in July 2019.

 

 

 

Development Segment Results

		Six months ended June 30
(dollars in thousands)		2020				2019				Change
Lease revenue		$	572				585				(13	)
Depreciation, depletion and amortization			107				107				—
Operating expenses			353				141				212
Property taxes			689				618				71
Management company indirect			900				837				63
Corporate expense			1,329				740				589
Cost of operations			3,378				2,443				935
Operating loss		$	(2,806	)			(1,858	)			(948	)

 

The Development segment is responsible for (i) seeking out and identifying opportunistic purchases of income producing warehouse/office buildings, and (ii) developing our non-income producing properties into income production.

 

 

Stabilized Joint Venture Segment Results

		Six months ended June 30
(dollars in thousands)		2020				%				2019				%				Change				%
Lease revenue		$	5,105				100.0	%			5,327				100.0	%			(222	)			-4.2	%
Depreciation, depletion and amortization			2,369				46.4	%			2,385				44.8	%			(16	)			-0.7	%
Operating expenses			1,133				22.2	%			1,236				23.2	%			(103	)			-8.3	%
Property taxes			514				10.1	%			565				10.6	%			(51	)			-9.0	%
Management company indirect			96				1.9	%			92				1.7	%			4				4.3	%
Corporate expense			130				2.5	%			75				1.4	%			55				73.3	%
Cost of operations			4,242				83.1	%			4,353				81.7	%			(111	)			-2.5	%
Operating profit		$	863				16.9	%			974				18.3	%			(111	)			-11.4	%

 

Dock 79’s average occupancy for the first six months was 92.56%, and at the end of the second quarter, Dock 79 was 92.13% leased and 90.16% occupied. For the first six months, 58.33% of expiring leases renewed with an average increase in rent on those renewals of 0.60% due to the mandated rent freeze on renewals that went into effect in March. Net Operating Income for this segment was $3,466,000, down $31,000 or .9% compared to the same period last year. Dock 79 is a joint venture between the Company and MRP, in which FRP Holdings, Inc. is the majority partner with 66% ownership.

 

Distributions for Hickory Creek were $168,000 for the first six months. The project is a qualified 1031 like-kind exchange investment in a Delaware Statutory Trust of which the Company is a 26.659% beneficial owner.

 

 

Liquidity and Capital Resources. The growth of the Company’s businesses requires significant cash needs to acquire and develop land or operating buildings and to construct new buildings and tenant improvements. As of June 30, 2020, we had $34,481,000 of cash and cash equivalents along with $130,058,000 of investments available for sale. As of June 30, 2020, we had no debt borrowed under our $20 million Wells Fargo revolver, $411,000 outstanding under letters of credit and $19,589,000 available to borrow under the revolver. In November 2017, we secured $90 million in permanent financing for Dock 79 from EagleBank, the proceeds of which were used to pay off $79 million of construction and mezzanine debt. The remainder was distributed pari passu between the Company and our partners.

 

Cash Flows - The following table summarizes our cash flows from operating, investing and financing activities for each of the periods presented (in thousands of dollars):

		Six months
		Ended June 30,
		2020		2019
Total cash provided by (used for):
Operating activities	$	9,110			8,161
Investing activities		7,787			31,138
Financing activities		(12,762	)		(5,677	)
Increase (decrease) in cash and cash equivalents	$	4,135			33,622
Outstanding debt at the beginning of the period	$	88,925			88,789
Outstanding debt at the end of the period	$	88,993			88,857

 

 

Operating Activities - Net cash provided by operating activities for the six months ended June 30, 2020 was $9,110,000 versus $8,161,000 in the same period last year. Net cash used in operating activities of discontinued operations for the six months ended June 30, 2019 was $2,441,000.

 

Investing Activities - Net cash provided by investing activities for the six months ended June 30, 2020 was $7,787,000 versus $31,138,000 in the same period last year. The decrease was due primarily to the proceeds on the sale investments available for sale offset by the purchase of investments available for sale, while the prior year included the acquisition of Cranberry Business Park, and the preferred equity contribution to the RiverFront Holdings II joint venture.

 

At June 30, 2020 the Company was invested in 59 corporate bonds with individual maturities ranging from 2020 through 2022. The unrealized gain on these bonds of $1,584,000 was recorded as part of comprehensive income and was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $242,000 in its net investment income related to bonds that were sold in 2020.

 

Financing Activities – Net cash used in investing activities was $12,762,000 versus $5,677,000 in the same period last year due primarily due to the increased purchase of company stock in the six months ended June 30, 2020.

 

Credit Facilities - On February 6, 2019 the Company entered into a First Amendment to the 2015 Credit Agreement (the "Credit Agreement") with Wells Fargo Bank, N.A. (Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo, dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility (“Revolver”) with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated total debt to consolidated total capital. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of June 30, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined.

 

On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation, Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.

 

Cash Requirements – The Board of Directors has authorized Management to repurchase shares of the Company’s common stock from time to time as opportunities arise. On May 6, 2020, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. As of June 30, 2020, $8,585,000 was authorized for future repurchases of common stock. The Company does not currently pay any cash dividends on common stock.

 

The Company currently expects its capital expenditures for the remainder of 2020 to include approximately $37.8 million for real estate development including investments in joint ventures, which will be funded mostly out of cash and investments on hand, cash generated from operations and property sales, or borrowings under our credit facilities.

 

Impact of the COVID-19 Pandemic. The COVID-19 pandemic is having an extraordinary impact on the world economy and the markets in which we operate. As an essential business, we have continued to operate throughout the pandemic in accordance with White House guidance and orders issued by state and local authorities. We have implemented social distancing and other measures to protect the health of our employees and customers. While we recognize the importance of social distancing, stay at home and telework measures to protect human health, these measures will adversely affect our retail tenants as long as they remain in place.  We are negotiating with our retail tenants on rent abatements and cash flow adjustments that will adversely affect our NOI. We anticipate that the pandemic will continue to have negative impacts on the overall economy that is likely to have a negative impact on many of our tenants. During this period, we will continue to fulfill our duty to operate while managing our business in a prudent fashion.

 

Summary and Outlook. This is the first quarter where the Company had to reckon with the full effects of COVID-19, and the ensuing economic shutdown and effects associated with it. Beyond the internal practical issues of working from home, ensuring the safety of our employees and tenants, running a shareholder and board meeting virtually, there were the larger issues of rent freezes at Dock 79, the lease-up of the Maren during a pandemic, and general uncertainty on how this would affect our tenants, construction, and our royalties business. The fallout from this extraordinary situation has been mixed. Even in midst of the pandemic, we were able to sell our three remaining lots at Lakeside Business Park for $3.75 million, and our Gulf Hammock property for $2.51 million. Royalties are down compared to last year, though how much of it is COVID-related is debatable at this point. Some locations are down compared to 2019, while others doing markedly better than last year. The bulk of the decrease can be attributed to no longer receiving double minimums at Lake Louisa. Even with the decreases, our outlook in the short and long term remains positive regarding this segment. Our annualized revenue ($9,174,000) and revenue for the last twelve months ($9,163,000) would still be the second-best year in the history of this segment.

 

We have been fortunate that none of the local governments where we currently have projects under development have halted construction. We have had problems getting our certificates of occupancy on the final floors of the Maren, simply because local restrictions have made it difficult to get the inspectors on site. Beyond the economic headwinds caused by the pandemic, there are the necessary but still problematic logistical issues with trying to lease up a building during this unusual situation—virtual tours, an inability to showcase the property with events, no baseball etc. Even with all that, we signed 91 leases this quarter, including 44 in May. At quarter end, the Maren was 45% leased and 23% occupied, putting us well ahead of schedule on lease-up. The building itself is very close to the finish line in terms of completion. We have conditional certificates of occupancy in place for all floors with actual units in them. All that remains are the certificates of occupancy for the amenity spaces along with the final certificate of occupancy for the building itself.

 

Dock 79 remains a source of some concern. The rent freeze on renewals will be in effect at least until October. Because our apartments come up for renewal two months prior to the end of the lease, an October end to the rent freeze with a 60-day tail means that there will more than likely be no increases on renewals for the rest of the year. A shortened baseball season without fans compounds a difficult situation for our retail tenants and consequently Dock 79. However, all three businesses have been able to resume operating to the extent that they can. Two of our tenants were able to resume paying rent in June. We are still working with all three on a payment plan for the back rent. During a pandemic, during the construction of the Maren next door, without baseball, occupancy remains above 90% at quarter end.

 

Industrial remains strong as an asset class. We had no issues with tenants paying rent and do not expect to. We had some concerns regarding our office tenants, but every tenant is currently paying rent and the only issue we had with back rent is one tenant who owes $6,500 for the month of April.

 

We issued our first quarter earnings and consequently our outlook during a period of heightened concern and uncertainty. This company along with our country and the entire world was struggling to comprehend the immediate and long-term effects of something none of us had any familiarity with. It would be inaccurate to suggest that we are any less concerned or any more certain than we were three months ago. We have not seen the end of COVID-19 nor its effects, but we have at least seen how our business responds to it. This quarter could have gone any number of ways, and thankfully, we have more good things to report than bad, more cause for confidence than unease. A conservative balance sheet and substantial cash reserves are one reason for our confidence. However, we believe strongly in our business and its assets which is why we continue to put money back into the company in the form of share buybacks. During the first six months of 2020, the Company repurchased 298,303 shares at an average cost of $41.41 per share.

 

Finally, subsequent to the end of the quarter, on July 31, the Company sold its warehouse at 1801 62nd Street in Hollander Business Park for $12.3 million. This 94,350 square-foot warehouse came on line in second quarter of 2019, was fully leased and occupied in the fourth quarter of 2019, and was our first building with a 32-foot clear. The decision to sell was in keeping with a departure from our previous “develop and hold” business model. The sale resulted in a gain of $3.8 million before taxes and the proceeds were placed in a 1031 exchange fund.

 

Non-GAAP Financial Measure.

 

To supplement the financial results presented in accordance with GAAP, FRP presents certain non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. The non-GAAP financial measure included in this quarterly report is net operating income (NOI). FRP uses this non-GAAP financial measure to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. This measure is not, and should not be viewed as, a substitute for GAAP financial measures.

 

Net Operating Income Reconciliation
Six months ended 06/30/20 (in thousands)
									Stabilized
	Asset								Joint				Mining				Unallocated				FRP
	Management				Development				Venture				Royalties				Corporate				Holdings
	Segment				Segment				Segment				Segment				Expenses				Totals
Income (loss) from continuing operations		(47	)			(739	)			622				4,162				1,478				5,476
Income Tax Allocation		(18	)			(274	)			338				1,543				550				2,139
Income (loss) from continuing operations before income taxes		(65	)			(1,013	)			960				5,705				2,028				7,615
Less:
Equity in profit of Joint Ventures		—				—				168				—				—				168
Gains on sale of buildings		8				1,877				—				1,712				—				3,597
Unrealized rents		114				—				—				121				—				235
Interest income		—				2,048				—				—				2,053				4,101
Plus:
Unrealized rents		—				—				8				—				—				8
Equity in loss of Joint Venture		—				2,132				—				21				—				2,153
Interest Expense		—				—				71				—				25				96
Depreciation/Amortization		392				107				2,369				100				—				2,968
Management Co. Indirect		235				900				96				133				—				1,364
Allocated Corporate Expenses		573				1,329				130				181				—				2,213
Net Operating Income (loss)		1,013				(470	)			3,466				4,307				—				1,998

 

Net Operating Income Reconciliation
Six months ended 06/30/19 (in thousands)
									Stabilized
	Asset								Joint				Mining				Unallocated				FRP
	Management				Development				Venture				Royalties				Corporate				Holdings
	Segment				Segment				Segment				Segment				Expenses				Totals
Income (loss) from continuing operations		335				(1,347	)			25				3,211				2,369				4,593
Income Tax Allocation		124				(499	)			109				1,190				879				1,803
Income (loss) from continuing operations before income taxes		459				(1,846	)			134				4,401				3,248				6,396
Less:
Gains on sale of buildings		536				—				—				—				—				536
Unrealized rents		—				—				29				—				—				29
Interest income		—				526				—				—				3,268				3,794
Plus:
Unrealized rents		3				—				—				228				—				231
Equity in loss of Joint Venture		—				514				—				22				—				536
Interest Expense		—				—				840				—				20				860
Depreciation/Amortization		373				107				2,385				94				—				2,959
Management Co. Indirect		175				837				92				98				—				1,202
Allocated Corporate Expenses		302				740				75				79				—				1,196
Net Operating Income		776				(174	)			3,497				4,922				—				9,021

 

 

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

 

Interest Rate Risk - We are exposed to the impact of interest rate changes through our variable-rate borrowings under our Credit Agreement with Wells Fargo.

 

Under the Wells Fargo Credit Agreement, the applicable margin for borrowings at June 30, 2020 was LIBOR plus 1.0%. The applicable margin for such borrowings will be increased in the event that our debt to capitalization ratio as calculated under the Wells Fargo Credit Agreement Facility exceeds a target level.

 

The Company did not have any variable rate debt at June 30, 2020, so a sensitivity analysis was not performed to determine the impact of hypothetical changes in interest rates on the Company’s results of operations and cash flows.

 

 

ITEM 4. CONTROLS AND PROCEDURES

 

CONCLUSION REGARDING THE EFFECTIVENESS OF DISCLOSURE CONTROLS AND PROCEDURES

 

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosure.

 

The Company also maintains a system of internal accounting controls over financial reporting that are designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements.

 

All control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving the desired control objectives.

 

As of June 30, 2020, the Company, under the supervision and with the participation of the Company's management, including the CEO, CFO and CAO, carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on this evaluation, the Company’s CEO, CFO and CAO concluded that the Company's disclosure controls and procedures are effective in alerting them in a timely manner to material information required to be included in periodic SEC filings.

 

There have been no changes in the Company’s internal controls over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

PART II. OTHER INFORMATION

 

 

Item 1A. RISK FACTORS

 

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

 

The following risk factor set forth below is in addition to the risk factors discussed under Part I, Item 1A (Risk Factors) of the Company’s most recent annual report on Form 10-K.

 

The current pandemic of the novel coronavirus COVID-19 could materially and adversely impact or disrupt our financial condition, results of operations, cash flows and performance.

​

Since being reported in December 2019, the novel coronavirus (COVID-19) pandemic has had repercussions across regional and global economies and financial markets. The outbreak of COVID-19 has significantly adversely impacted global economic activity, contributed to significant volatility and negative pressure in financial markets and increased economic uncertainty. In response to the pandemic, many states and cities in which we own properties have instituted quarantines, restrictions on travel, “shelter in place” rules, restrictions on types of business that may continue to operate, and/or restrictions on the types of construction projects that may continue. In response to these restrictions and to protect employee safety, many of our employees are working remotely.

 

As a result, the COVID-19 pandemic is negatively impacting many industries, especially the commercial real estate business which has mixed use tenants including apartment dwellers, small businesses and restaurants. The significance, extent and duration of the impacts of the COVID-19 pandemic remains largely uncertain and dependent on future developments that cannot be accurately predicted at this time, such as the continued severity and spread of the virus, the period of time during which mandated social distancing or other mitigation measures remain in place, the timetable for developing effective treatments and a vaccine and the trajectory of the economic recovery.

 

At this time, the Company anticipates that the pandemic could have material and adverse effects on our ability to successfully operate and on our financial condition, results of operations and cash flows due to, among other factors:

​

●

Our ability to continue to collect rents, on a timely basis or at all, without reductions or other concessions, from tenants of the Asset Management and Stabilized Joint Ventures segments;

​

●

Our ability to renew leases on favorable terms with tenants of the Asset Management and Stabilized Joint Ventures segments;

​

●

A decline in royalties collected by our Mining Royalties section in the event that the pandemic results in a decline in construction activity;

 

●

Our ability to complete pending and planned construction projects in a timely manner due to restrictions imposed on construction activities, delays in the permitting process or delays in the supply of materials or labor necessary for construction.

​

●

Difficulty in obtaining debt financing for our development projects on favorable terms or an inability to comply with financial covenants of our credit facility and other debt agreements and result in a default and potentially an acceleration of indebtedness;

​

 

●

Any impairment in value of our tangible or intangible assets which could be recorded as a result of a weaker economic conditions;

​​

●

the potential negative impact on the health of our personnel, particularly if a significant number of them are impacted, could result in a deterioration in our ability to ensure business continuity during this disruption.

​

​The rapid development and fluidity of this situation precludes any prediction as to the full adverse impact of the COVID-19 pandemic.

 

 

Item 2. PURCHASES OF EQUITY SECURITIES BY THE ISSUER

(c)

Total

Number of

Shares

(d)

Purchased

Approximate

(a)

As Part of

Dollar Value of

Total

(b)

Publicly

Shares that May

Number of

Average

Announced

Yet Be Purchased

Shares

Price Paid

Plans or

Under the Plans

Period

Purchased

per Share

Programs

or Programs (1)

April 1

Through

April 30

105,834

$

42.28

105,834

$

3,044,000

May 1

Through

May 31

65,206

$

41.30

65,206

$

10,350,000

June 1

Through

June 30

44,772

$

39.43

44,772

$

8,585,000

Total

215,812

$

41.39

215,812

 

(1)

On February 4, 2015, the Board of Directors authorized management to expend up to $5,000,000 to repurchase shares of the Company’s common stock from time to time as opportunities arise. On December 5, 2018, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. On August 5, 2019, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. On May 6, 2020, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization.

 

 

 

Item 6. EXHIBITS

 

(a)

Exhibits. The response to this item is submitted as a separate Section entitled "Exhibit Index", on page 42.

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

 

			FRP Holdings, Inc.
Date:  August 14, 2020		By	JOHN D. BAKER II
			John D. Baker II
			Chief Executive Officer
			(Principal Executive Officer)
		By	JOHN D. BAKER III
			John D. Baker III.
			Treasurer and Chief Financial Officer
			(Principal Financial Officer)
		By	JOHN D. KLOPFENSTEIN
			John D. Klopfenstein
			Controller and Chief Accounting
			Officer (Principal Accounting Officer)

FRP HOLDINGS, INC.

FORM 10-Q FOR THE SIX MONTHS ENDED JUNE 30, 2020

EXHIBIT INDEX

 

 

(14)	Financial Code of Ethical Conduct between the Company, Chief Executive Officers and Financial Managers, adopted December 3, 2014, incorporated by reference to Exhibit 14 to the Company’s Form 10-Q filed on November 9, 2017.
(31)(a)	Certification of John D. Baker II.
(31)(b)	Certification of John D. Baker III.
(31)(c)	Certification of John D. Klopfenstein.
(32)	Certification of Chief Executive Officer, Chief Financial Officer, and Chief Accounting Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document
101.XSD	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase

 

CERTIFICATIONS                                                                                                                 Exhibit 31(a)

 

I, John D. Baker II, certify that:

 

1.

I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)

disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5.

The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a)

all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2020                                                                                              /s/John D. Baker II

                                                                                                                           Chief Executive Officer

CERTIFICATIONS                                                                                                               Exhibit 31(b)

 

I, John D. Baker III, certify that:

 

1.

I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)

disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5.

The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a)

all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2020                                                                        /s/John D. Baker III

                                                                                                     Treasurer and Chief Financial Officer

CERTIFICATIONS                                                                                                               Exhibit 31(c)

 

I, John D. Klopfenstein, certify that:

 

1.

I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)

designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)

disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5.

The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a)

all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 14, 2020                                                                        /s/John D. Klopfenstein

                                                                                                     Controller and Chief Accounting Officer

 

 

Exhibit 32

 

 

CERTIFICATION UNDER SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned certifies that this periodic report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in this periodic report fairly presents, in all material respects, the financial condition and results of operations of FRP Holdings, Inc.

 

			FRP Holdings, Inc.
Date:  August 14, 2020		By	/s/JOHN D. BAKER II
			John D. Baker II
			Chief Executive Officer
			(Principal Executive Officer)
		By	/s/JOHN D. BAKER III
			John D. Baker III
			Treasurer and Chief Financial Officer
			(Principal Financial Officer)
		By	/s/JOHN D. KLOPFENSTEIN
			John D. Klopfenstein
			Controller and Chief Accounting
			Officer (Principal Accounting Officer)

 

 

A signed original of this written statement required by Section 906 has been provided to FRP Holdings, Inc. and will be retained by FRP Holdings, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

 

The foregoing certification accompanies the issuer’s Quarterly report on Form 10-Q and is not filed as provided in SEC Release Nos. 33-8212, 34-4751 and IC-25967, dated June 30, 2003.

 

 

 

 

v3.20.2

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2020	Jul. 31, 2020
Document And Entity Information
Entity Registrant Name	FRP HOLDINGS, INC.
Entity Central Index Key	0000844059
Document Type	10-Q
Document Period End Date	Jun. 30, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Incorporation State Country	FL
Entity File Number	001-36769
Is Entity's Reporting Status Current?	Yes
Is the interactive data current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		9,548,308
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2020
Is Entity a smaller reporting company	true
Is Entity an emerging growth company	false
Is Entity a shell company	false
Security title	Common stock, $.10 par value
Trading symbol	FRPH
Name of exchange on which registered	NASDAQ

v3.20.2

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Assets:
Land	$ 81,679	$ 84,383
Buildings and improvements	147,819	147,019
Projects under construction	888	1,056
Total investments in properties	230,386	232,458
Less accumulated depreciation and depletion	32,634	30,271
Net investments in properties	197,752	202,187
Real estate held for investment, at cost	8,788	8,380
Investments in joint ventures	159,779	160,452
Net real estate investments	366,319	371,019
Cash and cash equivalents	30,742	26,607
Cash held in escrow	3,739	186
Accounts receivable, net	1,323	546
Investments available for sale at fair value	130,058	137,867
Unrealized rents	657	554
Deferred costs	791	890
Other assets	488	479
Total assets	534,117	538,148
Liabilities:
Secured notes payable	88,993	88,925
Accounts payable and accrued liabilities	2,155	2,431
Other liabilities	1,886	1,978
Federal and state income taxes payable	2,651	504
Deferred revenue	627	790
Deferred income taxes	50,212	50,111
Deferred compensation	1,430	1,436
Tenant security deposits	362	328
Total liabilities	148,316	146,503
Commitments and contingencies
Equity:
Common stock, $.10 par value; 25,000,000 shares authorized, 9,563,144 and 9,817,429 shares issued and outstanding, respectively	956	982
Capital in excess of par value	57,107	57,705
Retained earnings	310,486	315,278
Accumulated other comprehensive income, net	1,194	923
Total shareholders' equity	369,743	374,888
Noncontrolling interest MRP	16,058	16,757
Total Equity	385,801	391,645
Total liabilities and shareholders' equity	$ 534,117	$ 538,148

v3.20.2

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.10	$ 0.10
Common stock, shares authorized	25,000,000	25,000,000
Common stock, shares issued and outstanding	9,563,144	9,817,429

v3.20.2

Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenues:
Lease revenue	$ 3,447	$ 3,730	$ 7,045	$ 7,215
Mining lands lease revenue	2,402	2,633	4,587	4,862
Total revenues	5,849	6,363	11,632	12,077
Cost of operations:
Depreciation, depletion and amortization	1,500	1,472	2,968	2,959
Operating expenses	781	910	1,706	1,792
Property taxes	646	713	1,383	1,466
Management company indirect	692	610	1,364	1,202
Corporate expenses	1,026	551	2,213	1,196
Total cost of operations	4,645	4,256	9,634	8,615
Total operating profit	1,204	2,107	1,998	3,462
Net investment income, including realized gains of $134, $328, $242 and $447	2,110	1,984	4,101	3,794
Interest expense	(45)	(272)	(96)	(860)
Equity in loss of joint ventures	(1,343)	(272)	(1,985)	(536)
Gain on real estate	3,589	536	3,597	536
Income from continuing operations before income taxes	5,515	4,083	7,615	6,396
Provision for income taxes	1,538	1,131	2,139	1,803
Income from continuing operations	3,977	2,952	5,476	4,593
Income from discontinued operations, net	0	6,776	0	6,862
Net income	3,977	9,728	5,476	11,455
Loss attributable to noncontrolling interest	(172)	(97)	(291)	(268)
Net income attributable to the Company	$ 4,149	$ 9,825	$ 5,767	$ 11,723
Basic earnings per common share
Income from continuing operations	$ 0.41	$ 0.30	$ 0.56	$ 0.46
Discontinued operations	0.00	0.68	0.00	0.69
Net income attributable to the Company	0.43	0.99	0.59	1.18
Diluted earnings per common share
Income from continuing operations	0.41	0.30	0.56	0.46
Discontinued operations	0.00	0.68	0.00	0.69
Net income attributable to the Company	$ 0.43	$ 0.99	$ 0.59	$ 1.17
Number of shares (in thousands) used in computing:
-basic earnings per common share	9,620	9,915	9,712	9,933
-diluted earnings per common share	9,649	9,960	9,744	9,978

v3.20.2

Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Investment income realized gains	$ 134	$ 328	$ 242	$ 447

v3.20.2

Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Net income	$ 3,977	$ 9,728	$ 5,476	$ 11,455
Other comprehensive income net of tax:
Unrealized gain on investments available for sale, net of income tax effect of $518, $129, $101 and $708	1,397	351	271	1,911
Comprehensive income	5,374	10,079	5,747	13,366
Less: comprehensive income attributable to noncontrolling interest	(172)	(97)	(291)	(268)
Comprehensive income attributable to the Company	$ 5,546	$ 10,176	$ 6,038	$ 13,634

v3.20.2

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Income tax effect unrealized gain on investments available for sale	$ 518	$ 129	$ 101	$ 708

v3.20.2

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Cash flows from operating activities:
Net income	$ 5,476	$ 11,455
Adjustments to reconcile net income to net cash provided by operating activities:
Income from discontinued operations, net	0	(6,862)
Deferred income taxes	101	22,458
Depreciation, depletion and amortization	3,084	3,082
Equity in loss of joint ventures	1,985	536
Gain on sale of equipment and property	(3,611)	(531)
Stock-based compensation	1,171	57
Realized gain on available for sale investments	(242)	(447)
Net changes in operating assets and liabilities:
Accounts receivable	(777)	(219)
Deferred costs and other assets	28	(1,092)
Accounts payable and accrued liabilities	(439)	(670)
Income taxes payable and receivable	2,147	(17,352)
Other long-term liabilities	187	187
Net cash provided by operating activities of continuing operations	9,110	10,602
Net cash used in operating activities of discontinued operations	0	(2,441)
Net cash provided by operating activities	9,110	8,161
Cash flows from investing activities:
Investments in properties	(1,167)	(8,176)
Investments in joint ventures	(1,315)	(6,592)
Purchases of investments available for sale	(24,748)	(33,846)
Proceeds from sales of investments available for sale	32,703	79,937
Proceeds from the sale of assets	5,867	8,153
Cash held in escrow	(3,553)	(19,864)
Net cash provided by investing activities of continuing operations	7,787	19,612
Net cash provided by investing activities of discontinued operations	0	11,526
Net cash provided by investing activities	7,787	31,138
Cash flows from financing activities:
Distribution to noncontrolling interest	(408)	(510)
Repurchase of Company Stock	(12,354)	(5,312)
Exercise of employee stock options	0	145
Net cash used in financing activities of continuing operations	(12,762)	(5,677)
Net cash used in financing activities of discontinued operations	0	0
Net cash used in financing activities	(12,762)	(5,677)
Net increase in cash and cash equivalents	4,135	33,622
Cash and cash equivalents at beginning of year	26,607	22,547
Cash and cash equivalents at end of the period	$ 30,742	$ 56,169

v3.20.2

Shareholders Equity - USD ($) $ in Thousands	Common Stock	Capital in Excess of Par Value	Retained Earnings	Accumulated Other Comprehensive Income, net of tax	Total Shareholders' Equity	Noncontrolling Interest	Total
Beginning balance, shares at Dec. 31, 2018	9,969,174
Beginning balance, amount at Dec. 31, 2018	$ 997	$ 58,004	$ 306,307	$ (701)	$ 364,607	$ 18,648	$ 383,255
Exercise of stock options, shares	4,804
Exercise of stock options, amount		145			145		145
Stock option compensation		57			57		57
Shares purchased and canceled, shares	(110,527)
Shares purchased and canceled, amount	$ (11)	(644)	(4,657)		(5,312)		(5,312)
Net income			11,723		11,723		11,723
Income (loss) attributable to noncontrolling interest						(268)	(268)
Distributions to partners						(510)	(510)
Unrealized gain on investments, net				1,911	1,911		1,911
Ending balance, shares at Jun. 30, 2019	9,863,451
Ending balance, amount at Jun. 30, 2019	$ 986	57,562	313,373	1,210	373,131	17,870	391,001
Beginning balance, shares at Dec. 31, 2019	9,817,429
Beginning balance, amount at Dec. 31, 2019	$ 982	57,705	315,278	923	374,888	16,757	$ 391,645
Exercise of stock options, shares							0
Stock option compensation		47			47		$ 47
Restricted stock compensation		94			94		94
Shares granted to employee, shares	11,448
Shares granted to employee, amount	$ 1	529			530		530
Shares granted to Directors, shares	12,050
Shares granted to Directors, amount	$ 1	499			500		500
Restricted stock award, shares	20,520
Restricted stock award, amount	$ 2	(2)
Shares purchased and canceled, shares	(298,303)
Shares purchased and canceled, amount	$ (30)	(1,765)	(10,559)		(12,354)		(12,354)
Net income			5,767		5,767		5,767
Income (loss) attributable to noncontrolling interest						(291)	(291)
Distributions to partners						(408)	(408)
Unrealized gain on investments, net				271	271		271
Ending balance, shares at Jun. 30, 2020	9,563,144
Ending balance, amount at Jun. 30, 2020	$ 956	$ 57,107	$ 310,486	$ 1,194	$ 369,743	$ 16,058	$ 385,801

v3.20.2

Description of Business and Basis of Presentation	6 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	(1) Description of Business and Basis of Presentation.   FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.   The accompanying consolidated financial statements include the accounts of FRP Holdings, Inc. (the “Company” or “FRP”) inclusive of our operating real estate subsidiaries, FRP Development Corp. (“Development”) and Florida Rock Properties, Inc. (”Properties”) and RiverFront Investment Partners I, LLC. Our investment in the Brooksville joint venture, BC FRP Realty joint venture, RiverFront Holdings II joint venture, Bryant Street Partnerships, 1800 Half Street and Greenville/Woodfield are accounted for under the equity method of accounting (See Note 11). Our ownership of RiverFront Investment Partners I, LLC includes a non-controlling interest representing the ownership of our partner. The Company uses the cost method to account for its investment in DST Hickory Creek because it does not have significant influence over operating and financial policies.   On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. This resulted in the disposition of all of the Company’s industrial flex/office warehouse properties prior to the sale date and constituted a major strategic shift and as a result, these properties have been reclassified as discontinued operations for all periods presented. The Asset Management segment currently contains four commercial properties.   These statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (primarily consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods have been included. Operating results for the six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The accompanying consolidated financial statements and the information included under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the Company's consolidated financial statements and related notes included in the Company’s Form 10-K for the year ended December 31, 2019.

v3.20.2

Recently Issued Accounting Standards	6 Months Ended
	Jun. 30, 2020
Notes to Financial Statements
Recently Issued Accounting Standards	(2) Recently Issued Accounting Standards.   In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. The Company is not a significant lessee. Lessors will account for leases using an approach that is substantially equivalent to existing accounting standards. The Company's existing leases will continue to be classified as operating leases. Leases entered into after the effective date of the new standard may be classified as operating or sales-type leases, based on specific classification criteria. Operating leases will continue to have a similar pattern of recognition as under current GAAP. Sales-type lease accounting, however, will result in the recognition of selling profit at lease commencement, with interest income recognized over the life of the lease. The new standard also includes a change to the treatment of internal leasing costs and legal costs, which can no longer be capitalized. Only incremental costs of a lease that would not have been incurred if the lease had not been obtained may be deferred as initial direct costs. The new standard also requires lessors to exclude from variable payments certain lessor costs, such as real estate taxes, that the lessor contractually requires the lessee to pay directly to a third party on its behalf. The new standard requires our expected credit loss related to the collectability of lease receivables to be reflected as an adjustment to the line item Lease Revenue. For the year ended December 31, 2019, the credit loss related to the collectibility of lease receivables was recognized in the line item Operating expenses and was not significant. Additionally, the new standard requires lessors to allocate the consideration in a contract between the lease component (right to use an underlying asset) and non-lease component (transfer of a good or service that is not a lease). However, lessors are provided with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components of a contract as a single lease component if certain criteria are met. The terms of the Company's leases generally provide that the Company is entitled to receive reimbursements from tenants for operating expenses such as real estate taxes, insurance and common area maintenance, in addition to the base rental payments for use of the underlying asset. Under the new standard, common area maintenance is considered a nonlease component of a lease contract, which would be accounted for under Topic 606. However, the Company will apply the practical expedient to account for its lease and non-lease components as a single, combined operating lease component. While the timing of recognition should remain the same, the Company is no longer presenting reimbursement revenue from tenants separately in our Consolidated Statements of Income beginning January 1, 2019. The new standard along with the adoption of ASU No. 2018-11, Leases - Targeted Improvements which the FASB issued in July 2018, was adopted effective January 1, 2019 and we have elected to use January 1, 2019 as our date of initial application. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. The adoption of this guidance did not have a material impact on our financial statements.

v3.20.2

Business Segments	6 Months Ended
	Jun. 30, 2020
Segment Reporting [Abstract]
Business Segments	(3) Business Segments.   The Company is reporting its financial performance based on four reportable segments, Asset Management, Mining Royalty Lands, Development and Stabilized Joint Venture, as described below.   The Asset Management segment owns, leases and manages commercial properties. The flex/office warehouses in the Asset Management Segment were sold and reclassified to discontinued operations leaving only two commercial properties, one recent industrial acquisition, Cranberry Run, which we purchased in 2019, and 1801 62nd Street, our most recent spec building in Hollander Business Park, which joined Asset Management April 1, 2019.   Our Mining Royalty Lands segment owns several properties comprising approximately 13,400 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.   Through our Development segment, we own and are continuously assessing for their highest and best use for several parcels of land that are in various stages of development.  Our overall strategy in this segment is to convert all of our non-income producing lands into income production through (i) an orderly process of constructing new buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will form joint ventures on new developments of land not previously owned by the Company.   The Company operates a residential apartment building Riverfront Investment Partners I, LLC partnership (“Dock 79”). The ownership of Dock 79 attributable to our partner MRP Realty is reflected on our consolidated balance sheet as a noncontrolling interest. Such noncontrolling interests are reported on the Consolidated Balance Sheets within equity but separately from shareholders' equity. On the Consolidated Statements of Income, all of the revenues and expenses from Dock 79 are reported in net income, including both the amounts attributable to the Company and the noncontrolling interest. The amounts of consolidated net income attributable to the noncontrolling interest is clearly identified on the accompanying Consolidated Statements of Income.   Operating results and certain other financial data for the Company’s business segments are as follows (in thousands):       Three Months ended   Six Months ended     June 30,   June 30,     2020   2019   2020   2019 Revenues:                                  Asset management   $ 716       662       1,368       1,303    Mining royalty lands     2,402       2,633       4,587       4,862    Development     279       316       572       585    Stabilized Joint Venture     2,452       2,752       5,105       5,327         5,849       6,363       11,632       12,077                                     Operating profit (loss):                                  Before corporate expenses:                                    Asset management   $ 323       128       500       225      Mining royalty lands     2,194       2,458       4,195       4,502      Development     (703 )     (565 )     (1,477 )     (1,118 )    Stabilized Joint Venture     416       637       993       1,049       Operating profit before corporate expenses     2,230       2,658       4,211       4,658    Corporate expenses:                                   Allocated to asset management     (265 )     (139 )     (573 )     (302 )   Allocated to mining royalty lands     (84 )     (36 )     (181 )     (79 )   Allocated to development     (617 )     (341 )     (1,329 )     (740 )   Allocated to stabilized joint venture     (60 )     (35 )     (130 )     (75 )     Total corporate expenses     (1,026 )     (551 )     (2,213 )     (1,196 )     $ 1,204       2,107       1,998       3,462                                     Interest expense   $ 45       272       96       860                                     Depreciation, depletion and amortization:                                  Asset management   $ 200       196       392       373    Mining royalty lands     62       42       100       94    Development     53       49       107       107    Stabilized Joint Venture     1,185       1,185       2,369       2,385       $ 1,500       1,472       2,968       2,959   Capital expenditures:                                  Asset management   $ 341       1,352       554       7,818    Mining royalty lands     —         —         —         —      Development     320       (122 )      617       248    Stabilized Joint Venture     19       227       (4 )     110       $ 680       1,457       1,167       8,176             June 30,       December 31,     Identifiable net assets   2020       2019                       Asset management $ 18,813       18,468     Mining royalty lands   37,911       38,409     Development   173,334       179,357     Stabilized Joint Venture   131,652       133,956     Investments available for sale at fair value   130,058       137,867     Cash items   34,481       26,793     Unallocated corporate assets   7,868       3,298       $ 534,117       538,148

v3.20.2

Related Party Transactions	6 Months Ended
	Jun. 30, 2020
Related Party Transactions [Abstract]
Related Party Transactions	(4) Related Party Transactions.   The Company is a party to a Transition Services Agreement which resulted from our January 30, 2015 spin-off of Patriot Transportation Holding, Inc. (Patriot). The Transition Services Agreement sets forth the terms on which Patriot will provide to FRP certain services that were shared prior to the Spin-off, including the services of certain shared executive officers. The boards of the respective companies amended and extended this agreement for one year effective April 1, 2020.   The consolidated statements of income reflect charges and/or allocation from Patriot for these services of $290,000 and $328,000 for the three months ended June 30, 2020 and 2019 and $580,000 and $629,000 for the six months ended June 30, 2020 and 2019, respectively. Included in the charges above are amounts recognized for corporate executive stock-based compensation expense. These charges are reflected as part of corporate expenses.   To determine these allocations between FRP and Patriot as set forth in the Transition Services Agreement, we employ an allocation method to allocate said expenses and thus we believe that the allocations to FRP are a reasonable approximation of the costs related to FRP’s operations, but any such related-party transactions cannot be presumed to be carried out on an arm’s-length basis.

v3.20.2

Long-Term Debt	6 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
Long-Term Debt	(5) Long-Term Debt.   Long-term debt is summarized as follows (in thousands):     June 30,   December 31,     2020   2019 Riverfront permanent loan   $ 88,993       88,925   Less portion due within one year     —         —         $ 88,993       88,925     On February 6, 2019, the Company entered into a First Amendment to the 2015 Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, N.A. (“Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated debt to consolidated total capital, as defined which excludes FRP Riverfront. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The Credit Agreement contains certain conditions, affirmative financial covenants and negative covenants. As of June 30, 2020, there was no debt outstanding on this revolver, $411,000 outstanding under letters of credit and $19,589,000 available for borrowing. The letters of credit were issued to guarantee certain obligations to state agencies related to real estate development. Most of the letters of credit are irrevocable for a period of one year and typically are automatically extended for additional one-year periods. The letter of credit fee is 1% and applicable interest rate would have been 1.17825% on June 30, 2020. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of June 30, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined. The Company was in compliance with all covenants as of June 30, 2020.   On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation, Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.   Debt cost amortization of $34,000 and $68,000 was recorded during the three and six months ended June 30, 2020, respectively. During the three months ended June 30, 2020 and June 30, 2019 the Company capitalized interest costs of $940,000 and $705,000, respectively. During the six months ended June 30, 2020 and June 30, 2019 the Company capitalized interest costs of $1,875,000 and $1,090,000, respectively.

v3.20.2

Earnings per Share	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Earnings per Share	(6) Earnings per Share.   The following details the computations of the basic and diluted earnings per common share (in thousands, except per share amounts):   Three Months ended   Six Months ended   June 30,   June 30,   2020   2019   2020   2019 Weighted average common shares                outstanding during the period                - shares used for basic                earnings per common share   9,620       9,915       9,712       9,933                                   Common shares issuable under                                share based payment plans                                which are potentially dilutive   29       45       32       45                                   Common shares used for diluted                                earnings per common share   9,649       9,960       9,744       9,978                                   Income from continuing operations $ 3,977       2,952       5,476       4,593   Discontinued operations $ —         6,776       —         6,862   Net income attributable to the Company $ 4,149       9,825       5,767       11,723                                   Basic earnings per common share:                                Income from continuing operations $ 0.41       0.30       0.56       0.46    Discontinued operations $ —         0.68       —         0.69    Net income attributable to the Company $ 0.43       0.99       0.59       1.18                                   Diluted earnings per common share:                                Income from continuing operations $ 0.41       0.30       0.56       0.46    Discontinued operations $ —         0.68       —         0.69    Net income attributable to the Company $ 0.43       0.99       0.59       1.17       For the three and six months ended June 30, 2020, 2020, 74,065 and 53,545 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. For the three and six months ended June 30, 2019, 19,950 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.   During the first six months the Company repurchased 298,303 shares at an average cost of $41.41.

v3.20.2

Stock-Based Compensation Plans	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation Plans	(7) Stock-Based Compensation Plans.   The Company has two Stock Option Plans (the 2006 Stock Incentive Plan and the 2016 Equity Incentive Option Plan) under which options for shares of common stock were granted to directors, officers and key employees. The 2016 plan permits the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, or stock awards. The options awarded under the plans have similar characteristics. All stock options are non-qualified and expire ten years from the date of grant. Stock based compensation awarded to directors, officers and employees are exercisable immediately or become exercisable in cumulative installments of 20% or 25% at the end of each year following the date of grant. When stock options are exercised the Company issues new shares after receipt of exercise proceeds and taxes due, if any, from the grantee.   The Company utilizes the Black-Scholes valuation model for estimating fair value of stock compensation for options awarded to officers and employees. Each grant is evaluated based upon assumptions at the time of grant. The assumptions were no dividend yield, expected volatility between 29% and 41%, risk-free interest rate of 1.0% to 2.9% and expected life of 3.0 to 7.0 years.   The dividend yield of zero is based on the fact that the Company does not pay cash dividends and has no present intention to pay cash dividends. Expected volatility is estimated based on the Company’s historical experience over a period equivalent to the expected life in years. The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate at the date of grant with a term consistent with the expected life of the options granted. The expected life calculation is based on the observed and expected time to exercise options by the employees.   In March 2020, 20,520 shares of restricted stock were granted to employees as part of a long-term incentive plan that will vest over the next five years. The number of common shares available for future issuance was 443,820 at June 30, 2020. In March 2020, 11,448 shares of stock were granted to employees rather than stock options as in prior years.   The Company recorded the following stock compensation expense in its consolidated statements of income (in thousands):     Three Months ended   Six Months ended       June 30,   June 30,       2020   2019   2020   2019   Stock option grants   $ 23       28       47       57   Restricted stock awards granted in 2020     47       —         94       —     Employee stock grant     —         —         530       —     Annual director stock award     500       —         500       —         $ 570       28       1,171       57     A summary of changes in outstanding options is presented below (in thousands, except share and per share amounts):           Weighted   Weighted   Weighted     Number   Average   Average   Average     Of   Exercise   Remaining   Grant Date Options   Shares   Price   Term (yrs)   Fair Value(000's)                   Outstanding at January 1, 2020     132,504     $ 33.82     5.8   $ 1,631       Granted     —       $ —           $ —         Exercised     —       $ —           $ —     Outstanding at June 30, 2020     132,504     $ 33.82     5.3   $ 1,631                                 Exercisable at June 30, 2020     114,189     $ 32.11     4.8   $ 1,333   Vested during six months ended                               June 30, 2020     —                   $ —       The aggregate intrinsic value of exercisable in-the-money options was $1,131,000 and the aggregate intrinsic value of outstanding in-the-money options was $1,148,000 based on the market closing price of $40.58 on June 30, 2020 less exercise prices.   The unrecognized compensation cost of options granted to FRP employees but not yet vested as of June 30, 2020 was $243,000, which is expected to be recognized over a weighted-average period of 3.3 years.   A summary of changes in restricted stock awards is presented below (in thousands, except share and per share amounts):         Weighted   Weighted   Weighted     Number   Average   Average   Average     Of   Exercise   Remaining   Grant Date Restricted stock   Shares   Price   Term (yrs)   Fair Value(000's)                   Outstanding at January 1, 2020     0                           Granted     20,520     $ 46.30         $ 950   Outstanding at June 30, 2020     20,520     $ 46.30     3.9   $ 950                                 Total compensation cost of restricted stock granted but not yet vested as of June 30, 2020 was $856,000 which is expected to be recognized over a weighted-average period of 3.9 years.

v3.20.2

Contingent liabilities	6 Months Ended
	Jun. 30, 2020
Notes to Financial Statements
Contingent liabilities	(8) Contingent Liabilities.   Certain of the Company’s subsidiaries are involved in litigation on a number of matters and are subject to certain claims which arise in the normal course of business. The Company has retained certain self-insurance risks with respect to losses for third party liability and property damage. The liability at any point in time depends upon the relative ages and amounts of the individual open claims. In the opinion of management, none of these matters are expected to have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows.   The Company executed a letter of intent with MRP in May 2016 to develop Phase II of the Riverfront on the Anacostia project and recorded an estimated environmental remediation expense of $2.0 million for the Company’s estimated liability under the proposed agreement. The Company substantially completed the remediation and reduced the estimated liability in the quarter ending September 30, 2018 by $465,000 and further reduced the liability $92,000 to zero in 2020. The Company has no obligation to remediate any known contamination on Phases III and IV of the development until such time as it makes a commitment to commence construction on each phase.

v3.20.2

Concentrations	6 Months Ended
	Jun. 30, 2020
Risks and Uncertainties [Abstract]
Concentrations	(9) Concentrations.    The mining royalty lands segment has a total of five tenants currently leasing mining locations and one lessee that accounted for 31.5% of the Company’s consolidated revenues during the six months ended June 30, 2020 and $419,000 of accounts receivable at June 30, 2020.  The termination of these lessees’ underlying leases could have a material adverse effect on the Company. The Company places its cash and cash equivalents with Wells Fargo Bank and First Horizon Bank.  At times, such amounts may exceed FDIC limits.

v3.20.2

Fair Value Measurements	6 Months Ended
	Jun. 30, 2020
Fair Value Disclosures [Abstract]
Fair Value Measurements	(10) Fair Value Measurements.   Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 means the use of quoted prices in active markets for identical assets or liabilities. Level 2 means the use of values that are derived principally from or corroborated by observable market data. Level 3 means the use of inputs are those that are unobservable and significant to the overall fair value measurement.   At June 30, 2020 the Company was invested in 59 corporate bonds with individual maturities ranging from 2020 through 2022. The unrealized gain on these bonds of $1,584,000 was recorded as part of comprehensive income and was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $242,000 in its net investment income related to bonds that were sold in 2020. The amortized cost of the investments was $128,474,000 and the carrying amount and fair value of such bonds were $130,058,000 as of June 30, 2020.   At June 30, 2020 and 2019, the carrying amount reported in the consolidated balance sheets for cash and cash equivalents and revolving credit approximate their fair value based upon the short-term nature of these items.   The fair values of the Company’s other mortgage notes payable were estimated based on current rates available to the Company for debt of the same remaining maturities. At June 30, 2020, the carrying amount and fair value of such other long-term debt was $88,993,000 and $95,606,000, respectively. At June 30, 2019, the carrying amount and fair value of such other long-term debt was $88,857,000 and $92,541,000, respectively.

v3.20.2

Investment in Joint Ventures	6 Months Ended
	Jun. 30, 2020
Equity Method Investments and Joint Ventures [Abstract]
Investment in Joint Ventures (Equity Method)	(11) Investments in Joint Ventures   Brooksville. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the six months ended June 30, 2020 includes a loss of $21,000 representing the Company’s portion of the loss of this joint venture.   BC FRP Realty (Windlass Run). In 2016, the Company entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for four buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at June 30, 2020 was $12,160,000.   RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a partnership to develop Phase II of our RiverFront on the Anacostia project and closed on construction financing with Eagle Bank. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the partnership including development costs paid prior to the formation of the partnership and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through June 30, 2019. The Company records interest income for this loan and a loss in equity in ventures for our 80% equity in the partnership. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The loan balance at June 30, 2020 was $60,704,000. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project.   Bryant Street Partnerships. On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23 million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25% over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.10 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The loan balance at June 30, 2020 was $38,660,000. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally.   Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots. The first phase of settlement occurred in May 2020, resulting in a $2.67 million principal and interest payment.   DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.65% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet on approximately 20.4 acres of land.  The property was constructed in 1984 and substantially renovated in 2016.  The DST purchased the property in April, 2019 for $45,600,000 with ten-year financing obtained for $29,672,000 at 3.74% with a 30 year amortization period, interest only for five years. The Company’s equity interest in the trust is accounted for under the cost method because we do not have significant influence over the operating and financial policies. Monthly distributions are recorded as equity in gain or loss of joint ventures. Distributions of $168,000 were received in the first six months of 2020.   Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of development infrastructure.   1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease to Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. MRP will contribute the remainder of its equity in 2020. The land was acquired in two pieces over first half of 2020. On June 26, 2020 the partnership closed on a construction loan with Truist Bank for up to $74 million at an interest rate of 2.25% over LIBOR. The loan matures June 26, 2024 with one extension of two years requiring a .25% fee, paying principal monthly under a 30-year amortization schedule, and meeting a 9.9% debt yield after the first year. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting because all major decisions are shared equally.   Greenville/Woodfield Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as .408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.   On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.   Investments in Joint Ventures (in thousands):                             The                               Company's                               Share of  Profit        Common     Total     Total Assets of     Profit (Loss)      (Loss) of  the       Ownership     Investment     The Partnership     Of the Partnership      Partnership                                   As of June 30, 2020                               Brooksville Quarry, LLC   50.00 %  $ 7,476     14,310     (42 )   (21 ) BC FRP Realty, LLC   50.00 %   5,286     22,689     (210 )   (104 ) RiverFront Holdings II, LLC   80.00 %   25,484     104,426     (1,326 )   (1,409 ) Bryant Street Partnerships   61.36 %   59,549     133,553     —      (825 ) Hyde Park         1,214     1,214     —      —    DST Hickory Creek   26.65 %   6,000     48,651     (162 )   168   Amber Ridge Loan         1,183     1,183     —      —    1800 Half St. Owner, LLC   61.37 %   37,537     39,327     126     126   Greenville/Woodfield Partnerships   40.00 %   16,050     43,095     158     80      Total        $ 159,779     408,448       (1,456 )     (1,985 )                                 As of December 31, 2019                               Brooksville Quarry, LLC   50.00 %  $ 7,499     14,316     (84 )   (42 ) BC FRP Realty, LLC   50.00 %   5,391     22,969     (1,114 )   (591 ) RiverFront Holdings II, LLC   80.00 %   25,975     88,235     (95 )   (871 ) Bryant Street Partnerships   61.36 %   58,353     96,477     260     (573 ) Hyde Park         3,492     3,492     —      —    DST Hickory Creek   26.65 %   6,000     49,369     (168 )   123   Amber Ridge Loan         509     509     —      —    1800 Half St. Owner, LLC   59.73 %   37,314     40,161     —      —    Greenville/Woodfield Partnerships   40.00 %   15,919     19,214     —      —       Total        $       160,452     334,742       (1,201 )     (1,954 )                                   Summarized Financial Information for the Investments in Joint Ventures (in thousands):     As of June 30, 2020   Total   RiverFront   Bryant Street   DST Hickory   1800 Half St.   Greenville/   Apartment/   Holdings II, LLC   Partnership   Creek   Partnership   Woodfield   Mixed Use                         Investments in real estate, net $  103,602       132,932       46,106       27,603       20,845      $ 331,088   Cash and cash equivalents   720       512       1,483       8,917       21,878       33,510   Unrealized rents & receivables   78       95       622       0       0       795   Deferred costs   26       14       440       2,807       372       3,659       Total Assets $  104,426       133,553       48,651       39,327       43,095     $ 369,052                                                     Secured notes payable $  60,252       35,770       29,268       0       0     $ 125,290   Other liabilities   2,094       19,405       171       392       3,213       25,275   Capital - FRP   36,732       58,224       5,120       37,460       15,953       153,489   Capital - Third Parties   5,348       20,154       14,092       1,475       23,929       64,998       Total Liabilities and Capital $  104,426       133,553       48,651       39,327       43,095     $ 369,052         As of June 30, 2020       Brooksville   BC FRP       Amber Ridge   Apartment/   Grand   Quarry, LLC   Realty, LLC   Hyde Park   Loan   Mixed Use   Total                         Investments in real estate, net.  $ 14,290       22,187       1,214       1,183       331,088      $ 369,962   Cash and cash equivalents   18       59       0       0       33,510       33,587   Unrealized rents & receivables   0       230       0       0       795       1,025   Deferred costs   2       213       0       0       3,659       3,874      Total Assets  $ 14,310       22,689       1,214       1,183       369,052     $ 408,448                                                   Secured notes payable  $ 0       12,130       0       0       125,290     $ 137,420   Other liabilities   41       105       0       0       25,275       25,421   Capital - FRP   7,476       5,227       1,214       1,183       153,489       168,589   Capital - Third Parties   6,793       5,227       0       0       64,998       77,018      Total Liabilities and Capital  $ 14,310       22,689       1,214       1,183       369,052      $ 408,448         As of December 31, 2019   Total   RiverFront   Bryant Street   DST Hickory   1800 Half St.   Greenville/   Apartment/   Holdings II, LLC   Partnership   Creek   Partnership   Woodfield   Mixed Use                         Investments in real estate, net $  87,521       95,903       46,685       14,391       1,889      $ 246,389   Cash and cash equivalents   630       387       1,764       25,770       17,325       45,876   Unrealized rents & receivables   82       158       446       0       0       686   Deferred costs   2       29       474       0       0       505       Total Assets $  88,235       96,477       49,369       40,161       19,214     $ 293,456                                                     Secured notes payable $  38,564       1,660       29,246       0       0     $ 69,470   Other liabilities   6,771       17,183       120       1,363       1,889       27,326   Capital - FRP   37,284       57,479       6,000       37,314       15,919       153,996   Capital - Third Parties   5,616       20,155       14,003       1,484       1,406       42,664       Total Liabilities and Capital $  88,235       96,477       49,369       40,161       19,214     $ 293,456       As of December 31, 2019       Brooksville   BC FRP       Amber Ridge   Apartment/   Grand   Quarry, LLC   Realty, LLC   Hyde Park   Loan   Mixed Use   Total                         Investments in real estate, net.  $ 14,293       22,423       3,492       509       246,389      $ 287,106   Cash and cash equivalents   18       15       0       0       45,876       45,909   Unrealized rents & receivables   0       220       0       0       686       906   Deferred costs   5       311       0       0       505       821      Total Assets  $ 14,316       22,969       3,492       509       293,456     $ 334,742                                                   Secured notes payable  $ 0       12,103       0       0       69,470     $ 81,573   Other liabilities   2       196       0       0       27,326       27,524   Capital - FRP   7,500       5,335       3,492       509       153,996       170,832   Capital - Third Parties   6,814       5,335       0       0       42,664       54,813      Total Liabilities and Capital  $ 14,316       22,969       3,492       509       293,456      $ 334,742       The Company’s capital recorded by the unconsolidated Joint Ventures is $8,809,000 more than the Investment in Joint Ventures reported in the Company’s consolidated balance sheet due to the lower basis in property contributed.   The amount of consolidated retained earnings for these joint ventures was $(5,574,000) and $(4,127,000) as of June 30, 2020 and December 31, 2019 respectively.

v3.20.2

Discontinued Operations	6 Months Ended
	Jun. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	(12) Discontinued Operations.   On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. These properties comprised substantially all the assets of our Asset Management segment and have been reclassified as discontinued operations for all periods presented. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. The results of operations associated with discontinued operations for the three and six months ended June 30, 2019 were as follows (in thousands):       Three months ended   Six months ended     June 30,   June 30,     2019   2019  Lease Revenue   $ 222       460                     Cost of operations:                      Depreciation, depletion and amortization     12       41        Operating expenses     139       234        Property taxes     26       46        Management company indirect     —         —          Corporate expenses     —         —     Total cost of operations     177       321                     Total operating profit     45       139                     Interest expense     —         —     Gain on sale of buildings     9,245       9,268                     Income before income taxes     9,290       9,407   Provision for income taxes     2,514       2,545                     Income from discontinued operations   $ 6,776       6,862                     Earnings per common share:                  Income from discontinued operations-                     Basic   $ 0.68       0.69       Diluted   $ 0.68       0.69

v3.20.2

Subsequent Event	6 Months Ended
	Jun. 30, 2020
Subsequent Events [Abstract]
Subsequent Event	(13) Subsequent Event.   In July 2020 the Company sold its fully leased building in the Hollander Business Park at 1801 62nd Street for $12.3 million resulting in a gain of $3.8 million before income taxes. The proceeds were placed in a 1031 exchange fund.

v3.20.2

Business Segments (Tables)	6 Months Ended
	Jun. 30, 2020
Segment Reporting [Abstract]
Business segments (in thousands)	Three Months ended   Six Months ended     June 30,   June 30,     2020   2019   2020   2019 Revenues:                                  Asset management   $ 716       662       1,368       1,303    Mining royalty lands     2,402       2,633       4,587       4,862    Development     279       316       572       585    Stabilized Joint Venture     2,452       2,752       5,105       5,327         5,849       6,363       11,632       12,077                                     Operating profit (loss):                                  Before corporate expenses:                                    Asset management   $ 323       128       500       225      Mining royalty lands     2,194       2,458       4,195       4,502      Development     (703 )     (565 )     (1,477 )     (1,118 )    Stabilized Joint Venture     416       637       993       1,049       Operating profit before corporate expenses     2,230       2,658       4,211       4,658    Corporate expenses:                                   Allocated to asset management     (265 )     (139 )     (573 )     (302 )   Allocated to mining royalty lands     (84 )     (36 )     (181 )     (79 )   Allocated to development     (617 )     (341 )     (1,329 )     (740 )   Allocated to stabilized joint venture     (60 )     (35 )     (130 )     (75 )     Total corporate expenses     (1,026 )     (551 )     (2,213 )     (1,196 )     $ 1,204       2,107       1,998       3,462                                     Interest expense   $ 45       272       96       860                                     Depreciation, depletion and amortization:                                  Asset management   $ 200       196       392       373    Mining royalty lands     62       42       100       94    Development     53       49       107       107    Stabilized Joint Venture     1,185       1,185       2,369       2,385       $ 1,500       1,472       2,968       2,959   Capital expenditures:                                  Asset management   $ 341       1,352       554       7,818    Mining royalty lands     —         —         —         —      Development     320       (122 )      617       248    Stabilized Joint Venture     19       227       (4 )     110       $ 680       1,457       1,167       8,176           June 30,       December 31,     Identifiable net assets   2020       2019                       Asset management $ 18,813       18,468     Mining royalty lands   37,911       38,409     Development   173,334       179,357     Stabilized Joint Venture   131,652       133,956     Investments available for sale at fair value   130,058       137,867     Cash items   34,481       26,793     Unallocated corporate assets   7,868       3,298       $ 534,117       538,148

v3.20.2

Long-Term Debt (Tables)	6 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
Long-term debt (in thousands)	June 30,   December 31,     2020   2019 Riverfront permanent loan   $ 88,993       88,925   Less portion due within one year     —         —         $ 88,993       88,925

v3.20.2

Earnings per Share (Tables)	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Earnings per share (in thousands, except per share amounts)	Three Months ended   Six Months ended   June 30,   June 30,   2020   2019   2020   2019 Weighted average common shares                outstanding during the period                - shares used for basic                earnings per common share   9,620       9,915       9,712       9,933                                   Common shares issuable under                                share based payment plans                                which are potentially dilutive   29       45       32       45                                   Common shares used for diluted                                earnings per common share   9,649       9,960       9,744       9,978                                   Income from continuing operations $ 3,977       2,952       5,476       4,593   Discontinued operations $ —         6,776       —         6,862   Net income attributable to the Company $ 4,149       9,825       5,767       11,723                                   Basic earnings per common share:                                Income from continuing operations $ 0.41       0.30       0.56       0.46    Discontinued operations $ —         0.68       —         0.69    Net income attributable to the Company $ 0.43       0.99       0.59       1.18                                   Diluted earnings per common share:                                Income from continuing operations $ 0.41       0.30       0.56       0.46    Discontinued operations $ —         0.68       —         0.69    Net income attributable to the Company $ 0.43       0.99       0.59       1.17

v3.20.2

Stock-Based Compensation Plans (Tables)	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock Compensation Expense (in thousands	Three Months ended   Six Months ended       June 30,   June 30,       2020   2019   2020   2019   Stock option grants   $ 23       28       47       57   Restricted stock awards granted in 2020     47       —         94       —     Employee stock grant     —         —         530       —     Annual director stock award     500       —         500       —         $ 570       28       1,171       57
Summary of Stock Activity (in thousands, except share and per share amounts)	Weighted   Weighted   Weighted     Number   Average   Average   Average     Of   Exercise   Remaining   Grant Date Options   Shares   Price   Term (yrs)   Fair Value(000's)                   Outstanding at January 1, 2020     132,504     $ 33.82     5.8   $ 1,631       Granted     —       $ —           $ —         Exercised     —       $ —           $ —     Outstanding at June 30, 2020     132,504     $ 33.82     5.3   $ 1,631                                 Exercisable at June 30, 2020     114,189     $ 32.11     4.8   $ 1,333   Vested during six months ended                               June 30, 2020     —                   $ —
Summary of Restricted Stock awards (in thousands, except share and per share amounts)	Weighted   Weighted   Weighted     Number   Average   Average   Average     Of   Exercise   Remaining   Grant Date Restricted stock   Shares   Price   Term (yrs)   Fair Value(000's)                   Outstanding at January 1, 2020     0                           Granted     20,520     $ 46.30         $ 950   Outstanding at June 30, 2020     20,520     $ 46.30     3.9   $ 950

v3.20.2

Investment in Joint Ventures (Tables)	6 Months Ended
	Jun. 30, 2020
Equity Method Investments and Joint Ventures [Abstract]
Investments in Joint Ventures (in thousands)	The                               Company's                               Share of  Profit        Common     Total     Total Assets of     Profit (Loss)      (Loss) of  the       Ownership     Investment     The Partnership     Of the Partnership      Partnership                                   As of June 30, 2020                               Brooksville Quarry, LLC   50.00 %  $ 7,476     14,310     (42 )   (21 ) BC FRP Realty, LLC   50.00 %   5,286     22,689     (210 )   (104 ) RiverFront Holdings II, LLC   80.00 %   25,484     104,426     (1,326 )   (1,409 ) Bryant Street Partnerships   61.36 %   59,549     133,553     —      (824 ) Hyde Park         1,214     1,214     —      —    DST Hickory Creek   26.65 %   6,000     48,651     (162 )   168   Amber Ridge Loan         1,183     1,183     —      —    1800 Half St. Owner, LLC   61.37 %   37,537     39,327     126     126   Greenville/Woodfield Partnerships   40.00 %   16,050     43,095     158     80      Total        $ 159,779     408,448       (1,456 )     (1,984 )                                 As of December 31, 2019                               Brooksville Quarry, LLC   50.00 %  $ 7,499     14,316     (84 )   (42 ) BC FRP Realty, LLC   50.00 %   5,391     22,969     (1,114 )   (591 ) RiverFront Holdings II, LLC   80.00 %   25,975     88,235     (95 )   (871 ) Bryant Street Partnerships   61.36 %   58,353     96,477     260     (573 ) Hyde Park         3,492     3,492     —      —    DST Hickory Creek   26.65 %   6,000     49,369     (168 )   123   Amber Ridge Loan         509     509     —      —    1800 Half St. Owner, LLC   59.73 %   37,314     40,161     —      —    Greenville/Woodfield Partnerships   40.00 %   15,919     19,214     —      —       Total        $       160,452     334,742       (1,201 )     (1,954 )
Joint Venture balance sheets (in thousands)	As of June 30, 2020   Total   RiverFront   Bryant Street   DST Hickory   1800 Half St.   Greenville/   Apartment/   Holdings II, LLC   Partnership   Creek   Partnership   Woodfield   Mixed Use                         Investments in real estate, net $  103,602       132,932       46,106       27,603       20,845      $ 331,088   Cash and cash equivalents   720       512       1,483       8,917       21,878       33,510   Unrealized rents & receivables   78       95       622       0       0       795   Deferred costs   26       14       440       2,807       372       3,659       Total Assets $  104,426       133,553       48,651       39,327       43,095     $ 369,052                                                     Secured notes payable $  60,252       35,770       29,268       0       0     $ 125,290   Other liabilities   2,094       19,405       171       392       3,213       25,275   Capital - FRP   36,732       58,224       5,120       37,460       15,953       153,489   Capital - Third Parties   5,348       20,154       14,092       1,475       23,929       64,998       Total Liabilities and Capital $  104,426       133,553       48,651       39,327       43,095     $ 369,052         As of June 30, 2020       Brooksville   BC FRP       Amber Ridge   Apartment/   Grand   Quarry, LLC   Realty, LLC   Hyde Park   Loan   Mixed Use   Total                         Investments in real estate, net.  $ 14,290       22,187       1,214       1,183       331,088      $ 369,962   Cash and cash equivalents   18       59       0       0       33,510       33,587   Unrealized rents & receivables   0       230       0       0       795       1,025   Deferred costs   2       213       0       0       3,659       3,874      Total Assets  $ 14,310       22,689       1,214       1,183       369,052     $ 408,448                                                   Secured notes payable  $ 0       12,130       0       0       125,290     $ 137,420   Other liabilities   41       105       0       0       25,275       25,421   Capital - FRP   7,476       5,227       1,214       1,183       153,489       168,589   Capital - Third Parties   6,793       5,227       0       0       64,998       77,018      Total Liabilities and Capital  $ 14,310       22,689       1,214       1,183       369,052      $ 408,448         As of December 31, 2019   Total   RiverFront   Bryant Street   DST Hickory   1800 Half St.   Greenville/   Apartment/   Holdings II, LLC   Partnership   Creek   Partnership   Woodfield   Mixed Use                         Investments in real estate, net $  87,521       95,903       46,685       14,391       1,889      $ 246,389   Cash and cash equivalents   630       387       1,764       25,770       17,325       45,876   Unrealized rents & receivables   82       158       446       0       0       686   Deferred costs   2       29       474       0       0       505       Total Assets $  88,235       96,477       49,369       40,161       19,214     $ 293,456                                                     Secured notes payable $  38,564       1,660       29,246       0       0     $ 69,470   Other liabilities   6,771       17,183       120       1,363       1,889       27,326   Capital - FRP   37,284       57,479       6,000       37,314       15,919       153,996   Capital - Third Parties   5,616       20,155       14,003       1,484       1,406       42,664       Total Liabilities and Capital $  88,235       96,477       49,369       40,161       19,214     $ 293,456       As of December 31, 2019       Brooksville   BC FRP       Amber Ridge   Apartment/   Grand   Quarry, LLC   Realty, LLC   Hyde Park   Loan   Mixed Use   Total                         Investments in real estate, net.  $ 14,293       22,423       3,492       509       246,389      $ 287,106   Cash and cash equivalents   18       15       0       0       45,876       45,909   Unrealized rents & receivables   0       220       0       0       686       906   Deferred costs   5       311       0       0       505       821      Total Assets  $ 14,316       22,969       3,492       509       293,456     $ 334,742                                                   Secured notes payable  $ 0       12,103       0       0       69,470     $ 81,573   Other liabilities   2       196       0       0       27,326       27,524   Capital - FRP   7,500       5,335       3,492       509       153,996       170,832   Capital - Third Parties   6,814       5,335       0       0       42,664       54,813      Total Liabilities and Capital  $ 14,316       22,969       3,492       509       293,456      $ 334,742

v3.20.2

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]
Discontinued operations results of operations	Three months ended   Six months ended     June 30,   June 30,     2019   2019  Lease Revenue   $ 222       460                     Cost of operations:                      Depreciation, depletion and amortization     12       41        Operating expenses     139       234        Property taxes     26       46        Management company indirect     —         —          Corporate expenses     —         —     Total cost of operations     177       321                     Total operating profit     45       139                     Interest expense     —         —     Gain on sale of buildings     9,245       9,268                     Income before income taxes     9,290       9,407   Provision for income taxes     2,514       2,545                     Income from discontinued operations   $ 6,776       6,862                     Earnings per common share:                  Income from discontinued operations-                     Basic   $ 0.68       0.69       Diluted   $ 0.68       0.69

v3.20.2

Business Segments - Business segments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Revenues	$ 5,849	$ 6,363	$ 11,632	$ 12,077
Operating profit	1,204	2,107	1,998	3,462
Corporate expenses	1,026	551	2,213	1,196
Interest expense	45	272	96	860
Depreciation, depletion and amortization	1,500	1,472	2,968	2,959
Cash items	34,481		34,481		$ 26,793
Total identifiable net assets	534,117		534,117		538,148
Investments available for sale	130,058		130,058		137,867
Asset Management
Segment Reporting Information [Line Items]
Revenues	716	662	1,368	1,303
Operating profit before corporate expenses	323	128	500	225
Corporate expenses	(265)	(139)	(573)	(302)
Capital expenditures	341	1,352	554	7,818
Depreciation, depletion and amortization	200	196	392	373
Total identifiable net assets	18,813		18,813		18,468
Mining royalty lands
Segment Reporting Information [Line Items]
Revenues	2,402	2,633	4,587	4,862
Operating profit before corporate expenses	2,194	2,458	4,195	4,502
Corporate expenses	(84)	(36)	(181)	(79)
Capital expenditures	0	0	0	0
Depreciation, depletion and amortization	62	42	100	94
Total identifiable net assets	37,911		37,911		38,409
Development
Segment Reporting Information [Line Items]
Revenues	279	316	572	585
Operating profit before corporate expenses	(703)	(565)	(1,477)	(1,118)
Corporate expenses	(617)	(341)	(1,329)	(740)
Capital expenditures	320	(122)	617	248
Depreciation, depletion and amortization	53	49	107	107
Total identifiable net assets	173,334		173,334		179,357
Stabilized Joint Venture
Segment Reporting Information [Line Items]
Revenues	2,452	2,752	5,105	5,327
Operating profit before corporate expenses	416	637	993	1,049
Corporate expenses	(60)	(35)	(130)	(75)
Capital expenditures	19	227	(4)	110
Depreciation, depletion and amortization	1,185	1,185	2,369	2,385
Total identifiable net assets	131,652		131,652		133,956
Corporate
Segment Reporting Information [Line Items]
Total identifiable net assets	7,868		7,868		$ 3,298
Total Segments
Segment Reporting Information [Line Items]
Revenues	5,849	6,363	11,632	12,077
Operating profit before corporate expenses	2,230	2,658	4,211	4,658
Operating profit	1,204	2,107	1,998	3,462
Corporate expenses	(1,026)	(551)	(2,213)	(1,196)
Interest expense	45	272	96	860
Capital expenditures	680	1,457	1,167	8,176
Depreciation, depletion and amortization	$ 1,500	$ 1,472	$ 2,968	$ 2,959

v3.20.2

Long-term debt (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Riverfront permanent loan	$ 88,993	$ 88,925
Less portion due within one year	0	0
Long-term debt	$ 88,993	$ 88,925

v3.20.2

Earnings per share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share [Abstract]
Weighted average common shares outstanding during the period - shares used for basic earnings per common share	9,620	9,915	9,712	9,933
Common shares issuable under share based payment plans which are potentially dilutive	29	45	32	45
Common shares used for diluted earnings per common share	9,649	9,960	9,744	9,978
Income from continuing operations	$ 3,977	$ 2,952	$ 5,476	$ 4,593
Discontinued operations	0	6,776	0	6,862
Net income attributable to the Company	$ 4,149	$ 9,825	$ 5,767	$ 11,723
Basic earnings per common share:
Income from continuing operations	$ 0.41	$ 0.30	$ 0.56	$ 0.46
Discontinued operations	0.00	0.68	0.00	0.69
Net income attributable to the Company	0.43	0.99	0.59	1.18
Diluted earnings per common share
Income from continuing operations	0.41	0.30	0.56	0.46
Discontinued operations	0.00	0.68	0.00	0.69
Net income attributable to the Company	$ 0.43	$ 0.99	$ 0.59	$ 1.17

v3.20.2

Summary of Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
Options outstanding	132,504	132,504
Options granted	0
Options exercised	0
Options outstanding weighted average exercise price	$ 33.82	$ 33.82
Options outstanding weighted average exercise price - Granted	0
Options outstanding weighted average exercise price - Exercised	$ 0
Options outstanding weighted average remaining term	5 years 3 months 20 days	5 years 9 months 22 days
Options outstanding weighted average grant date fair value	$ 1,631	$ 1,631
Options granted weighted average grant date fair value	$ 0
Options exercised weighted average grant date fair value	$ 0
Options exercisable	114,189
Options exerciseable weighted average exercise price	$ 32.11
Options exercisable weighted average remaining term	4 years 9 months 22 days
Options vested weighted average grant date fair value	$ 0
Options vested	0
Options exercisable weighted average grant date fair value	$ 1,333

v3.20.2

Restricted Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Shares outstanding	132,504	132,504
Options outstanding weighted average exercise price	$ 33.82	$ 33.82
Options outstanding weighted average remaining term	5 years 3 months 20 days	5 years 9 months 22 days
Options outstanding weighted average grant date fair value	$ 1,631	$ 1,631
Options granted weighted average grant date fair value	$ 0
Restricted Stock [Member]
Shares outstanding	20,520	0
Shares granted	20,520
Options outstanding weighted average exercise price	$ 46.30
Options outstanding weighted average exercise price - Granted	46.30
Options outstanding weighted average remaining term	3 years 10 months 29 days
Options outstanding weighted average grant date fair value	$ 950
Options granted weighted average grant date fair value	$ 950

v3.20.2

Stock Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Share-based Payment Arrangement [Abstract]
Stock option grants	$ 23	$ 28	$ 47	$ 57
Restricted stock awards granted in 2020	47	0	94
Employee stock award	0	0	530	0
Annual director stock award	500	0	500	0
Stock based compensation expense	$ 570	$ 28	$ 1,171	$ 57

v3.20.2

Investments in Joint Ventures (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Jul. 31, 2019	Dec. 24, 2018	May 04, 2018	Apr. 26, 2016	Oct. 04, 2006
Total Investment	$ 159,779		$ 159,779		$ 160,452
Total Assets of the Partnership	408,448		408,448		334,742
Profit (Loss) of the Partnership			(1,456)		(1,201)
Company's share of Net Loss of the Partnership	(1,343)	$ (272)	(1,985)	$ (536)	(1,954)
Investments in real estate, net	369,962		369,962		287,106
Cash and cash equivalents	33,587		33,587		45,909
Deferred costs	3,874		3,874		821
Unrealized rents & receivable	1,025		1,025		906
Secured notes payable	137,420		137,420		81,573
Other liabilities	25,421		25,421		27,524
Capital - FRP	168,589		168,589		170,832
Capital - Third parties	77,018		77,018		54,813
Total liabilities and capital	$ 408,448		$ 408,448		$ 334,742
Brooksville Quarry, LLC
Ownership percent	50.00%		50.00%		50.00%					50.00%
Total Investment	$ 7,476		$ 7,476		$ 7,499
Total Assets of the Partnership	14,310		14,310		14,316
Profit (Loss) of the Partnership			(42)		(84)
Company's share of Net Loss of the Partnership			(21)		(42)
Investments in real estate, net	14,290		14,290		14,293
Cash and cash equivalents	18		18		18
Deferred costs	2		2		5
Unrealized rents & receivable	0		0		0
Secured notes payable	0		0		0
Other liabilities	41		41		2
Capital - FRP	7,476		7,476		7,500
Capital - Third parties	6,793		6,793		6,814
Total liabilities and capital	$ 14,310		$ 14,310		$ 14,316
BC FRP Realty, LLC
Ownership percent	50.00%		50.00%		50.00%				50.00%
Total Investment	$ 5,286		$ 5,286		$ 5,391
Total Assets of the Partnership	22,689		22,689		22,969
Profit (Loss) of the Partnership			(210)		(1,114)
Company's share of Net Loss of the Partnership			(104)		(591)
Investments in real estate, net	22,187		22,187		22,423
Cash and cash equivalents	59		59		15
Deferred costs	213		213		311
Unrealized rents & receivable	230		230		220
Secured notes payable	12,130		12,130		12,103
Other liabilities	105		105		196
Capital - FRP	5,227		5,227		5,335
Capital - Third parties	5,227		5,227		5,335
Total liabilities and capital	$ 22,689		$ 22,689		$ 22,969
RiverFront Holdings II, LLC
Ownership percent	80.00%		80.00%		80.00%			80.00%
Total Investment	$ 25,484		$ 25,484		$ 25,975
Total Assets of the Partnership	104,426		104,426		88,235
Profit (Loss) of the Partnership			(1,326)		(95)
Company's share of Net Loss of the Partnership			(1,409)		(871)
Investments in real estate, net	103,602		103,602		87,521
Cash and cash equivalents	720		720		630
Deferred costs	26		26		2
Unrealized rents & receivable	78		78		82
Secured notes payable	60,252		60,252		38,564
Other liabilities	2,094		2,094		6,771
Capital - FRP	36,732		36,732		37,284
Capital - Third parties	5,348		5,348		5,616
Total liabilities and capital	$ 104,426		$ 104,426		$ 88,235
Bryant Street Partnerships
Ownership percent	61.36%		61.36%		61.36%		61.36%
Total Investment	$ 59,549		$ 59,549		$ 58,353
Total Assets of the Partnership	133,553		133,553		96,477
Profit (Loss) of the Partnership			0		260
Company's share of Net Loss of the Partnership			(825)		(573)
Investments in real estate, net	132,932		132,932		95,903
Cash and cash equivalents	512		512		387
Deferred costs	14		14		29
Unrealized rents & receivable	95		95		158
Secured notes payable	35,770		35,770		1,660
Other liabilities	19,405		19,405		17,183
Capital - FRP	58,224		58,224		57,479
Capital - Third parties	20,154		20,154		20,155
Total liabilities and capital	133,553		133,553		96,477
Hyde Park
Total Investment	1,214		1,214		3,492
Total Assets of the Partnership	1,214		1,214		3,492
Profit (Loss) of the Partnership			0		0
Company's share of Net Loss of the Partnership			0		0
Investments in real estate, net	1,214		1,214		3,492
Cash and cash equivalents	0		0		0
Deferred costs	0		0		0
Unrealized rents & receivable	0		0		0
Secured notes payable	0		0		0
Other liabilities	0		0		0
Capital - FRP	1,214		1,214		3,492
Capital - Third parties	0		0		0
Total liabilities and capital	$ 1,214		$ 1,214		$ 3,492
DST Hickory Creek
Ownership percent	26.65%		26.65%		26.65%	26.65%
Total Investment	$ 6,000		$ 6,000		$ 6,000
Total Assets of the Partnership	48,651		48,651		49,369
Profit (Loss) of the Partnership			(162)		(168)
Company's share of Net Loss of the Partnership			168		123
Investments in real estate, net	46,106		46,106		46,685
Cash and cash equivalents	1,483		1,483		1,764
Deferred costs	440		440		474
Unrealized rents & receivable	622		622		446
Secured notes payable	29,268		29,268		29,246
Other liabilities	171		171		120
Capital - FRP	5,120		5,120		6,000
Capital - Third parties	14,092		14,092		14,003
Total liabilities and capital	48,651		48,651		49,369
Amber Ridge
Total Investment	1,183		1,183		509
Total Assets of the Partnership	1,183		1,183		509
Profit (Loss) of the Partnership			0		0
Company's share of Net Loss of the Partnership			0		0
Investments in real estate, net	1,183		1,183		509
Cash and cash equivalents	0		0		0
Deferred costs	0		0		0
Unrealized rents & receivable	0		0		0
Secured notes payable	0		0		0
Other liabilities	0		0		0
Capital - FRP	1,183		1,183		509
Capital - Third parties	0		0		0
Total liabilities and capital	$ 1,183		$ 1,183		$ 509
1800 Half Street
Ownership percent	61.37%		61.37%		59.73%
Total Investment	$ 37,537		$ 37,537		$ 37,314
Total Assets of the Partnership	39,327		39,327		40,161
Profit (Loss) of the Partnership			126		0
Company's share of Net Loss of the Partnership			126		0
Investments in real estate, net	27,603		27,603		14,391
Cash and cash equivalents	8,917		8,917		25,770
Deferred costs	2,807		2,807		0
Unrealized rents & receivable	0		0		0
Secured notes payable	0		0		0
Other liabilities	392		392		1,363
Capital - FRP	37,460		37,460		37,314
Capital - Third parties	1,475		1,475		1,484
Total liabilities and capital	$ 39,327		$ 39,327		$ 40,161
Woodfield Partnerships
Ownership percent	40.00%		40.00%		40.00%
Total Investment	$ 16,050		$ 16,050		$ 15,919
Total Assets of the Partnership	43,095		43,095		19,214
Profit (Loss) of the Partnership			158		0
Company's share of Net Loss of the Partnership			80		0
Investments in real estate, net	20,845		20,845		1,889
Cash and cash equivalents	21,878		21,878		17,325
Deferred costs	372		372		0
Unrealized rents & receivable	0		0		0
Secured notes payable	0		0		0
Other liabilities	3,213		3,213		1,889
Capital - FRP	15,953		15,953		15,919
Capital - Third parties	23,929		23,929		1,406
Total liabilities and capital	43,095		43,095		19,214
Apartment Mixed Use Totals
Total Assets of the Partnership	369,052		369,052		293,456
Investments in real estate, net	331,088		331,088		246,389
Cash and cash equivalents	33,510		33,510		45,876
Deferred costs	3,659		3,659		505
Unrealized rents & receivable	795		795		686
Secured notes payable	125,290		125,290		69,470
Other liabilities	25,275		25,275		27,326
Capital - FRP	153,489		153,489		153,996
Capital - Third parties	64,998		64,998		42,664
Total liabilities and capital	$ 369,052		$ 369,052		$ 293,456

v3.20.2

Discontinued Operations - Discontinued operations results of operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Lease revenue	$ 3,447	$ 3,730	$ 7,045	$ 7,215
Depreciation, depletion and amortization	1,500	1,472	2,968	2,959
Operating expenses	781	910	1,706	1,792
Property taxes	646	713	1,383	1,466
Total operating profit	1,204	2,107	1,998	3,462
Interest expense	(45)	(272)	(96)	(860)
Income before income taxes	5,515	4,083	7,615	6,396
Provision for income taxes	1,538	1,131	2,139	1,803
Income from discontinued operations	$ 0	$ 6,776	$ 0	$ 6,862
Earnings per common share:
Basic earnings per common share Discontinued operations	$ 0.00	$ 0.68	$ 0.00	$ 0.69
Diluted earnings per common share discontinued operations	$ 0.00	$ 0.68	$ 0.00	$ 0.69
Discontinued Operations, Disposed of by Sale [Member]
Lease revenue		$ 222		$ 460
Depreciation, depletion and amortization		12		41
Operating expenses		139		234
Property taxes		26		46
Management company indirect		0		0
Corporate expenses		0		0
Total cost of operations		177		321
Total operating profit		45		139
Interest expense		0		0
Gain on sale of buildings		9,245		9,268
Income before income taxes		9,290		9,407
Provision for income taxes		2,514		2,545
Income from discontinued operations		$ 6,776		$ 6,862
Earnings per common share:
Basic earnings per common share Discontinued operations		$ 0.68		$ 0.69
Diluted earnings per common share discontinued operations		$ 0.68		$ 0.69

v3.20.2

Description of Business and Basis of Presentation (Details Narrative) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Jun. 30, 2020 integer	May 21, 2018 USD ($) integer
Asset Management Properties
Warehouse properties			4
Discontinued Operations, Disposed of by Sale [Member]
Warehouse properties				40
Land parcels				3
Sales price | $	$ 11,700	$ 347,200
Excluded [Member]
Warehouse properties				1
Property value | $				$ 11,700

v3.20.2

Business Segments (Details Narrative)	6 Months Ended
	Jun. 30, 2020 a Segments integer
Reportable business segments | Segments	4
Mining royalty lands
Mining royalty lands acres | a	13,400
Brooksville Quarry, LLC
Mining royalty lands acres | a	4,280
Asset Management
Warehouse properties | integer	2
Industrial acquision | integer	1

v3.20.2

Related Party Transactions (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Related Party Transactions [Abstract]
Charges/allocation related to Transition Services Agreement with Patriot	$ 290	$ 328	$ 580	$ 629

v3.20.2

Long-Term Debt (Details Narrative) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2017	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Feb. 06, 2019	Nov. 17, 2017
Capitalized interest	$ 940	$ 705		$ 1,875	$ 1,090
Debt cost amortization	34			68
Riverfront permanent loan	88,993			$ 88,993		$ 88,925
Dock 79 EagleBank
Term			120 months
Riverfront permanent loan								$ 90,000
Interest rate								4.125%
Payment terms			During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period.
Wells Fargo Level I
Commitment fee				0.15%
Interest rate over LIBOR				1.00%
Wells Fargo Level II
Commitment fee				0.20%
Interest rate over LIBOR				1.25%
Wells Fargo Level III
Commitment fee				0.25%
Interest rate over LIBOR				1.50%
Wells Fargo Bank, N.A.
Term						5 years
Revolving Credit Agreement							$ 20,000
Letters of credit issued	411			$ 411
Borrowed under the revolver	0			0
Available for borrowing	19,589			19,589
Available to pay dividends or repurchase stock	$ 219,000			$ 219,000
Letter of credit fee				1.00%
Interest rate	1.17825%			1.17825%
Covenant compliance				all

v3.20.2

Earnings per Share (Details Narrative) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share [Abstract]
Anti-dilutive shares	74,065	19,950	53,545	19,950
Shares repurchased by the Company			298,303
Repurchased shares average cost			$ 41.41

v3.20.2

Stock-Based Compensation Plans (Details Narrative) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($) Years $ / shares shares
Number of stock option plans	2
Options expire from date of grant	10 years
Exercisable installments	Immediate or 20% or 25%
Shares available for future issuance | shares	443,820
Aggregate intrinsic value of exercisable in-the-money options	$ 1,131
Aggregate intrinsic value of outstanding in-the-money options	$ 1,148
Market close price | $ / shares	$ 40.58
Total unrecognized compensation cost of options granted but not yet vested	$ 243
Compensation cost not yet vested recognition period	3 years 3 months 20 days
Expected minimum volatility	29.00%
Expected maximum volatility	41.00%
Risk-free interest rate minimum	1.00%
Risk-free interest rate maximum	2.90%
Expected life minimum | Years	3
Expecited life maximum | Years	7
Dividend yield	0.00%
Restricted Stock [Member]
Total unrecognized compensation cost of options granted but not yet vested	$ 856
Compensation cost not yet vested recognition period	3 years 10 months 29 days
Shares granted | shares	20,520
Vesting period	5 years
Option Grant [Member]
Shares granted | shares	11,448

v3.20.2

Contingent Liabilities (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2018	Jun. 30, 2016	Jun. 30, 2020
Contingent Liabilities
Environmental remediation expense (recovery)	$ (465)	$ 2,000	$ (92)

v3.20.2

Concentrations (Details Narrative) $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($) integer
Tenants leasing mining locations | integer	5
Mining Top Customer
Customer revenue concentration	31.50%
Accounts receivable concentration | $	$ 419

v3.20.2

Fair Value Measurements (Details Narrative) $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($) integer	Dec. 31, 2019 USD ($)	Jun. 30, 2019 USD ($)
Number of corporate bonds | integer	59
Unrealized gain on corporate bonds	$ 1,584
Realized gain on corporate bonds	242
Amortized cost of investments	128,474
Carrying amount of corporate bonds	130,058	$ 137,867
Carrying amount of other long-term debt	88,993		$ 88,857
Fair value of other long-term debt	95,606		$ 92,541
Fair Value, Measurements, Recurring [Member]
Assets measured at fair value	$ 130,058

v3.20.2

Investments in Joint Ventures (Details Narrative) $ in Thousands	1 Months Ended			3 Months Ended				6 Months Ended		12 Months Ended
	Jun. 30, 2020 USD ($) integer	Dec. 31, 2019 USD ($)	May 31, 2016 USD ($)	Jun. 30, 2020 USD ($) integer	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Dec. 31, 2006 USD ($)	Jun. 30, 2020 USD ($) integer	Jun. 30, 2019 USD ($)	Dec. 31, 2019 USD ($) integer	Dec. 31, 2018 USD ($)	Dec. 31, 2017	Dec. 31, 2016 USD ($)	Jun. 26, 2020 USD ($)	Dec. 23, 2019 a integer	Dec. 19, 2019 a integer	Jul. 31, 2019 USD ($) a ft² integer	Jun. 26, 2019 USD ($) integer	Mar. 13, 2019 USD ($)	Dec. 24, 2018 a	May 04, 2018 USD ($)	Jan. 27, 2018 USD ($)	Sep. 28, 2017 USD ($) integer	Apr. 26, 2016 a ft²	Oct. 04, 2006 a
Company's share of the loss of the joint venture				$ 1,343		$ 272		$ 1,985	$ 536	$ 1,954
Joint Venture consolidated retained earnings	$ (5,574)	$ (4,127)		(5,574)				(5,574)		(4,127)
Cash contribution								1,315	$ 6,592
Difference between capital recorded by the Company and the joint ventures	8,809			8,809				8,809
1800 Half Street
Square feet | a																11,246
Cash contribution		37,300
No. of homes | integer																344
408 Jackson
Square feet | a															4,700
Joint venture percentage stake															40.00%
Cash contribution		9,700
No. of homes | integer															227
Greenville
Joint venture percentage stake															40.00%
Cash contribution		6,200
No. of homes | integer															200
Bryant Street and MRP
Loan guarantee amount		$ 26,000								$ 26,000
Loan guarantee term										48 months
Loan guarantee description										The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term.
Loan guarantee interest savings		1.00%								1.00%
Loan guarantee present value		$ 1,900								$ 1,900
BC FRP Realty, LLC Debt
Construction financing																							$ 17,250
Interest rate over LIBOR												2.50%
Outstanding balance	12,160			12,160				12,160
Buildings | integer																							4
Eagle BankRiverFront Holdings II, LLC
Interest rate over LIBOR											3.25%
Outstanding balance	60,704			60,704				60,704
Loan commitment																					$ 71,000
Loan description											The loan is interest only and matures in 36 months with a 12 month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30 year amortization of principal at 2.15% over 7 year US Treasury Constant if NOI is sufficient for a 9% yield.
Bryant Street Partnerships Construction Loan
Interest rate over LIBOR									2.25%
Outstanding balance	$ 38,660			$ 38,660				$ 38,660
Loan commitment																			$ 132,000
Loan description									The loan matures March 13, 2023 with up to two extension of one year each upon certain conditions.
Bryant Street Partnerships Construction Loan Extension 1
Debt service coverage																			1.1
Loan-to-value																			65.00%
Bryant Street Partnerships Construction Loan Extension 2
Debt service coverage																			1.25
Loan-to-value																			65.00%
1800 Half Street Construction loan
Construction financing														$ 74,000
Interest rate over LIBOR	2.25%
1800 Half Street Construction loan extension
Loan extension fee														0.25%
Debt Yield for extension	9.90%
Amortization schedule	30 years
Vulcan
Joint venture percentage stake																									50.00%
Acres conributed | a																									553
Vulcan leasehold interest | a																									3,443
FRP additional contribution for land							$ 3,018
Additional land acquired | a																									288
St Johns Properties JV St Johns
Value of land contributed													$ 3,240
Joint venture percentage stake																								50.00%
Acres conributed | a																								10
MRP
Other ownership capital contribution											$ 5,600
Development fee											725
DST CS1031 Hickory Creek
Square feet | ft²																	273,940
Land acreage | a																	20.4
No. Single family homes | integer																	294
Buildings | integer																	19
Interest rate																	3.74%
Financing term					10 years
Amortization period					30 years
Financing obtained																	$ 29,672
Interest only period					5 years
Property value																	$ 45,600
Brooksville Quarry, LLC
Land acreage | a																									4,300
Joint venture percentage stake	50.00%	50.00%		50.00%				50.00%		50.00%															50.00%
Acres conributed | a																									3,443
Book value of land contribution							2,548
FRP additional contribution for land							$ 3,018
Additional land acquired | a																									288
Company's share of the loss of the joint venture								$ 21		$ 42
BC FRP Realty, LLC
Square feet | ft²																								329,000
Value of land contributed													$ 7,500
Joint venture percentage stake	50.00%	50.00%		50.00%				50.00%		50.00%														50.00%
Distribution received			$ 2,130
Acres conributed | a																								25
Company's share of the loss of the joint venture								$ 104		$ 591
RiverFront Holdings II, LLC
Value of land contributed											16,300
Joint venture percentage stake	80.00%	80.00%		80.00%				80.00%		80.00%											80.00%
Book value of land contribution											4,600
Company's share of the loss of the joint venture								$ 1,409		$ 871
Cash contribution											6,200
Preferred equity financing											$ 13,750
Preferred equity financing advanced										13,750
Preferred equity financing interest rate																					7.50%
Hyde Park
Company's share of the loss of the joint venture								$ 0		$ 0
Loan commitment																						$ 3,500
Interest rate																						10.00%
Preferred return																						20.00%
No. of homes | integer	126			126				126
Principal and interest payment								$ 2,670
Bryant Street Partnerships
Number of partnerships | integer										4
Land acreage | a																				5
Joint venture percentage stake	61.36%	61.36%		61.36%				61.36%		61.36%										61.36%
Company's share of the loss of the joint venture								$ 825		$ 573
Cash contribution										32,000
Preferred equity financing										$ 23,000
Preferred equity financing interest rate																				8.00%
DST Hickory Creek
Joint venture percentage stake	26.65%	26.65%		26.65%				26.65%		26.65%							26.65%
Distribution received								$ 168
Company's share of the loss of the joint venture								(168)		$ (123)
Cash contribution					$ 6,000
Amber Ridge
Company's share of the loss of the joint venture								$ 0		$ 0
Loan commitment																		$ 18,500
Interest rate																		10.00%
Preferred return																		20.00%
No. of homes | integer																		187

v3.20.2

Discontinued Operations (Details Narrative) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	May 21, 2018 USD ($) integer
Discontinued Operations, Disposed of by Sale [Member]
Warehouse properties			40
Land parcels			3
Sales price | $	$ 11,700	$ 347,200
Excluded [Member]
Warehouse properties			1
Property value | $			$ 11,700

v3.20.2

Subsequent Event (Details Narrative) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Jul. 31, 2020	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Gain		$ 3,589	$ 536	$ 3,597	$ 536
Property sale
Sales price	$ 12,300
Gain	$ 3,800

This regulatory filing also includes additional resources:
frphjunq20.pdf