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Commitments and Contingencies
3 Months Ended
Feb. 28, 2018
Commitments and Contingencies  
Commitments and Contingencies

8.    Commitments and Contingencies

 

As of February 28, 2018, Griffin had committed purchase obligations of approximately $19,301, principally related to the construction of 220 Tradeport Drive, the construction of an approximately 134,000 square foot industrial/warehouse building (“6975 Ambassador Drive”) in the Lehigh Valley of Pennsylvania and improvements at other Griffin properties.

 

On January 11, 2018, Griffin entered into an agreement to purchase an approximately 14 acre parcel of undeveloped land in the Lehigh Valley of Pennsylvania (the “Lehigh Valley Land”) for $3,600 in cash. If the transaction closes, Griffin plans to construct an industrial/warehouse building on the Lehigh Valley Land, the size of which will be based on findings during due diligence. The closing of this purchase, anticipated to take place in late fiscal 2018 or early fiscal 2019, is subject to several conditions, including the satisfactory outcome of due diligence and obtaining all governmental approvals for Griffin’s development plans for the Lehigh Valley Land. There is no guarantee that this transaction will be completed under its current terms, or at all.

 

On October 18, 2017, Griffin entered into a full building lease (the “220 Tradeport Lease”) for 220 Tradeport Drive with an investment grade tenant that intends to use 220 Tradeport Drive for the distribution of automotive parts. The 220 Tradeport Lease, which commences upon completion of construction of 220 Tradeport Drive, has a term of twelve years and six months with the tenant having several five year renewal options. Provided the tenant meets certain conditions, the tenant has an option (the “Expansion Option”) to cause Griffin to construct an approximately 54,000 square foot addition to 220 Tradeport Drive. If the tenant exercises the Expansion Option, the term of the 220 Tradeport Lease would be extended for at least ten years upon the tenant occupying the additional space. Griffin commenced site work at 220 Tradeport Drive in the 2018 first quarter and building construction is expected to begin in the 2018 second quarter, with completion expected in the second half of fiscal 2018. Griffin expects to spend approximately $15,000 for site work, building construction and tenant improvements at 220 Tradeport Drive. On March 29, 2018, Griffin closed on a construction to permanent mortgage loan with State Farm collateralized by 220 Tradeport Drive. The State Farm Loan is expected to provide a significant portion of the financing for the construction of 220 Tradeport Drive (see Note 4).

 

On October 4, 2017, Griffin entered into an agreement to purchase an approximately 22 acre parcel of undeveloped land in Concord, North Carolina (the “Concord Land”) for $2,600 in cash. If the transaction closes, Griffin plans to construct two industrial/warehouse buildings aggregating approximately 283,000 square feet on the Concord Land, which is located near Griffin’s existing industrial/warehouse building in Concord, North Carolina. Closing of this purchase, anticipated to take place in fiscal 2018, is subject to obtaining all governmental approvals for Griffin’s development plans for the Concord Land. There is no guarantee that this transaction will be completed under its current terms, or at all.

 

On January 25, 2016, Griffin entered into an Option Purchase Agreement (the “Simsbury Option Agreement”) whereby Griffin granted the buyer an exclusive three month option, in exchange for a nominal fee, to purchase approximately 280 acres of land in Simsbury, Connecticut for approximately $7,700. The buyer may extend the option period for up to three years upon payment of additional option fees. Through February 28, 2018, the buyer paid $260 of option fees to extend its option period through January 2019. In the 2018 first quarter, the buyer received approval from Connecticut’s regulatory authority for the buyer’s planned use of the land, which is to generate solar electricity. Subsequently, two appeals of the Connecticut regulatory authority’s approval for the land to be used to generate solar electricity were filed and the Attorney General of Massachusetts, the state where substantially all of the electricity generated will be used, has contested the purchase agreements for the electricity to be generated. A closing on the land sale contemplated by the Simsbury Option Agreement is subject to several significant contingencies, including satisfactory outcomes of the appeals of the Connecticut regulatory authority’s approval and a satisfactory resolution of the Massachusetts Attorney General’s challenge to the purchase agreements for the electricity to be generated from the land subject to purchase. There is no guarantee that the sale of land as contemplated under the Simsbury Option Agreement will be completed under its current terms, or at all.

 

On May 5, 2017, Griffin entered into an Option Purchase Agreement (the “EGW Option Agreement”) whereby Griffin granted the buyer an exclusive three month option, in exchange for a nominal fee, to purchase approximately 288 acres of undeveloped land in East Granby and Windsor, Connecticut for approximately $7,800. The buyer may extend the option period for up to three years upon payment of additional option fees. In fiscal 2017, the buyer paid $35 of additional option fees to extend its option period through May 5, 2018. The buyer has not yet obtained any of the approvals that would be required for the buyer’s planned use of the land, which is to generate solar electricity. The buyer has indicated to Griffin that it is likely that they will not pay additional option fees to extend the option period beyond the current expiration date of May 5, 2018.

 

On March 29, 2017, the full building tenant in an approximately 100,000 square foot industrial/warehouse building in NE Tradeport filed for protection under Chapter 11 of the U.S. Bankruptcy Code. Subsequent to the Chapter 11 filing, Griffin entered into an Amendment to Lease (the “Lease Amendment”) with this tenant whereby the tenant’s premises will be reduced to approximately 52,000 square feet no later than June 1, 2018, however, the per square foot rental rates and lease expiration date of March 31, 2024 under the existing lease remain the same for the space being retained. Under the Lease Amendment, the tenant agreed to pay a termination fee of $243 in monthly installments over the balance of the lease term of the space being retained. Rental revenue from this tenant was $249 in the 2018 first quarter.

 

On March 23, 2018, Griffin entered into a Purchase and Sale Agreement (the “Southwick Agreement”) whereby Griffin has agreed to sell approximately 49 acres of undeveloped land in Southwick, Massachusetts for $850. Closing on the sale is subject to satisfactory completion of due diligence by the buyer. There is no guarantee that the sale of land as contemplated under the Southwick Agreement will be completed under its current terms, or at all. 

 

From time to time, Griffin is involved, as a defendant, in various litigation matters arising in the ordinary course of business. In the opinion of management, based on the advice of legal counsel, the ultimate liability, if any, with respect to these matters is not expected to be material, individually or in the aggregate, to Griffin's consolidated financial position, results of operations or cash flows.