-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CyEBhd6C2z/EJxYPbqWaeodBUQTiJZXxVEsHfRKhFyXrfeSU/0tY5DEtYt1ZYIn1 /psFoW1HUqpD6OxWaLT/tg== 0000023795-06-000050.txt : 20060719 0000023795-06-000050.hdr.sgml : 20060719 20060719163934 ACCESSION NUMBER: 0000023795-06-000050 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060718 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060719 DATE AS OF CHANGE: 20060719 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED TOMOKA LAND CO CENTRAL INDEX KEY: 0000023795 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 590483700 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11350 FILM NUMBER: 06969742 BUSINESS ADDRESS: STREET 1: 1530 CORNERSTONE BLVD., STE. 100 CITY: DAYTONA BEACH STATE: FL ZIP: 32117 BUSINESS PHONE: 386-274-2202 MAIL ADDRESS: STREET 1: PO BOX 10809 CITY: DAYTONA BEACH STATE: FL ZIP: 32120-0809 8-K 1 k80706b.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 18, 2006 Date of Report (Date of earliest event reported) CONSOLIDATED-TOMOKA LAND CO. (exact name of registrant as specified in its charter) FLORIDA 0-5556 59-0483700 (State or other (IRS Employer jurisdiction Identification of incorporation) (Commission File Number) Number) 1530 Cornerstone Boulevard, Suite 100 Daytona Beach, Florida 32117 (Address of principal executive offices) (Zip Code) (386)274-2202 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) PAGE> 1 FORM 8-K, July 18, 2006 CONSOLIDATED-TOMOKA LAND CO. COMMISSION FILE NO. 0-5556 EMPLOYER ID NO. 59-0483700 Item 2.02. Results of Operations and Financial Condition. On July 18, 2006, Consolidated-Tomoka Land Co., a Florida Corporation, issued a press release relating to the Company's earnings for the quarter and six months ended June 30, 2006. A copy of the press release is furnished as an exhibit to this report. Item 9.01. Financial Statements and Exhibits The following exhibit is furnished herewith pursuant to Item 2.02 of this Report and shall not be deemed to be "filed" for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. ( c ) Exhibits. 99.1 Press Release issued July 18, 2006 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 hereunto duly authorized. CONSOLIDATED-TOMOKA LAND CO. Date: July 18, 2006 By:/S/Bruce W. Teeters ---------------------- Bruce W. Teeters, Senior Vice President - Finance and Treasurer Chief Financial Officer 2 EX-99 2 prreld.txt PRESS RELEASE For Immediate Release Date: July 18, 2006 Contact: Bruce W. Teeters, Sr. Vice President Phone: (386) 274-2202 Facsimile: (386) 274-1223 CONSOLIDATED TOMOKA ANNOUNCES SECOND QUARTER EARNINGS DAYTONA BEACH FLORIDA - Consolidated-Tomoka Land Co. (AMEX-CTO) today reported net income of $3,791,933 or $.67 per basic share for the quarter ended June 30, 2006, compared with net income of $851,126 or $.15 per basic share for 2005's same period. Earnings before depreciation, amortization and deferred taxes (EBDDT) totaled $.77 per share in 2006's second quarter, compared with a negative $.20 per share in 2005. For the six months ended June 30, 2006, net income totaled $1.05 per basic share and EBDDT totaled $1.46 per share. The comparable numbers for the first six months of 2005 were net income of $1.76 per basic share and EBDDT of $2.36 per share. EBDDT is being provided to reflect the impact of the Company's business strategy of investing in income properties utilizing tax deferred exchanges. This strategy generates significant amounts of depreciation and deferred taxes. The Company believes EBDDT is useful, along with net income, to understanding the Company's operating results. William H. McMunn, president and chief executive officer, stated, "Operating results for the second quarter reflect higher land sales profit including recognition of approximately $2,590,000 of profit deferred from prior period sales. Profits from income properties rose 25% compared to last year's same period. In mid-June, the Company acquired stores leased by Best Buy and Dick's Sporting Goods in Atlanta, Georgia, increasing the portfolio of net-lease properties to twenty-five. Also, positively impacting second quarter profits were decreased stock option expense accruals compared with 2005. Management continues to focus on closing a backlog of pending contracts during the balance of the year." Consolidated-Tomoka Land Co. is a Florida-based Company primarily engaged in converting Company owned agricultural lands into a portfolio of income properties strategically located throughout the Southeast, and development, management and sale of targeted real estate properties. Visit our website at www.consolidatedtomoka.com 1 EARNINGS NEWS RELEASE QUARTER ENDED ---------------------------- JUNE 30, JUNE 30, 2006 2005 ------------ ------------ REVENUES $8,734,237 $6,367,019 ============ ============ NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $3,543,479 853,309 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $248,454 ($2,183) CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE -- -- (NET OF INCOME TAX) ----------- ------------ NET INCOME $3,791,933 $851,126 =========== ============ BASIC EARNINGS PER SHARE: NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $0.63 $0.15 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $0.04 -- CULULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (NET OF INCOME TAX) -- -- ----------- ------------ NET INCOME $0.67 $0.15 =========== ============ DILUTED EARNINGS PER SHARE: NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $0.63 $0.14 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $0.04 -- CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (NET OF INCOME TAX) -- -- ----------- ------------ NET INCOME $0.67 $0.14 =========== ============ SIX MONTHS ENDED ---------------------------- JUNE 30, JUNE 30, 2006 2005 ----------- ------------ REVENUES $17,122,955 $29,673,941 =========== ============ NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $5,948,381 $9,924,462 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $240,476 $9,097 CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (NET OF INCOME TAX) ($216,093) (1) ----------- ------------ NET INCOME $5,972,764 $9,993,559 =========== ============ BASIC EARNINGS PER SHARE: NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $1.05 $1.76 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $0.04 -- CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE ($0.04) (1) -- (NET OF INCOME TAX) ----------- ------------ NET INCOME $1.05 $1.76 =========== ============ DILUTED EARNINGS PER SHARE: NET INCOME BEFORE DISCONTINUED OPERATIONS AND CUMMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $1.05 $1.73 DISCONTINUED OPERATIONS (NET OF INCOME TAX) $1.04 -- CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE ($0.04) (1) -- ----------- ------------ NET INCOME $1.05 $1.73 =========== ============ (1) THE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE REPRESENTS THE CHANGE IN ACCOUNTING FOR STOCK OPTIONS WITH THE ADOPTION OF FINANCIAL ACCOUNTING STANDARDS BOARD STATEMENT NO. 123 (REVISED 2004). PAGE> 2 RECONCILIATION OF NET INCOME TO EARNINGS BEFORE DEPRECIATION, AMORTIZATION, AND DEFERRED TAXES QUARTER ENDED ----------------------- JUNE 30, JUNE 30, 2006 2005 ------------ ---------- Net Income $3,791,933 $ 851,126 Add Back: Depreciation and Amortization 526,509 425,342 Deferred Taxes 99,038 (2,383,638) Earnings Before Depreciation, ----------- ------------ Amortization, and Deferred Taxes $ 4,417,480 ($1,107,170) =========== ============ WEIGHTED AVERAGE SHARES OUTSTANDING 5,675,911 5,663,898 =========== ============ EBDDT PER SHARE $0.77 ($0.20) =========== ============ SIX MONTHS ENDED -------------------------- JUNE 30, JUNE 30, 2006 2005 ----------- ------------ Net Income $5,972,764 $9,933,559 Add Back: Depreciation and Amortization 1,026,109 825,073 Deferred Taxes 1,311,154 2,614,851 ----------- ------------ Earnings Before Depreciation, Amortization, and Deferred Taxes $8,310,027 $13,373,483 =========== =========== WEIGHTED AVERAGE SHARES OUTSTANDING 5,681,631 5,656,888 =========== =========== EBDDT Per Share $1.46 $2.36 ===== ===== EBDDT Earnings Before Depreciation, Amortization, and Deferred Taxes. EBDDT is not a measure of operating results or cash flows from operating activities as defined by accounting principles generally accepted in the United States of America. Further, EBDDT is not accepted in the United States of America Further, EBDDT is not necessarily indicative of cash availability to fund cash needs and should not be considered as an alternative to fund cash flow as a measure of liquidity. The Company believes, however, that EBDDT provides relevant information about operations and is useful, along with net income, for an understanding of the Company's operating results. EBDDT is calculated by adding depreciation, amortization, and deferred income taxes to net income as they represent non-cash charges. 3 CONSOLIDATED-TOMOKA LAND CO. CONSOLIDATED BALANCE SHEET
JUNE 30, DECEMBER 31, 2006 2005 ------------ ----------- ASSETS Cash $ 191,967 $ 1,127,143 Restricted Cash 0 7,840,167 Investment Securities 8,759,227 14,341,097 Land and Development Costs 10,848,455 9,142,551 Intangible Assets 5,296,617 4,591,944 Other Assets 5,760,919 5,205,415 ---------- ---------- $ 30,857,185 $42,248,317 ---------- ---------- Property, Plant and Equipment: Land, Timber and Subsurface Interests $ 2,629,265 $ 2,280,355 Golf Buildings, Improvements and Equipment 11,430,972 11,382,515 Income Properties Land, Buildings and Improvements 104,819,695 91,656,972 Other Building, Equipment and Land Improvements 2,219,273 1,769,407 ---------- ---------- Total Property, Plant and Equipment 121,099,205 107,089,249 Less Accumulated Depreciation and Amortization (6,845,322) (6,079,090) ---------- ---------- Net - Property, Plant and Equipment 114,253,883 101,010,159 ---------- ---------- TOTAL ASSETS $145,111,068 $143,258,476 =========== =========== LIABILITIES Accounts Payable $ 1,461,429 $ 248,698 Accrued Liabilities 7,555,922 6,083,047 Income Taxes Payable 1,915,892 5,157,171 Deferred Income Taxes 25,470,228 24,159,074 Deferred Profit 2,272,918 5,345,006 Notes Payable 7,863,051 7,297,593 ---------- ---------- TOTAL LIABILITIES $ 46,539,440 $ 48,290,589 ---------- ---------- SHAREHOLDERS' EQUITY Common Stock 5,687,949 5,667,796 Additional Paid in Capital 2,506,182 4,168,865 Retained Earnings 90,499,266 85,435,246 Accumulated Other Comprehensive Loss ( 121,769) ( 304,020) ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 98,571,628 94,967,887 ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $145,111,068 $143,258,476 =========== ===========
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