XML 60 R21.htm IDEA: XBRL DOCUMENT v2.4.0.8
Subsequent Events
6 Months Ended
Jun. 30, 2014
Subsequent Events [Abstract]  
Subsequent Events
SUBSEQUENT EVENTS
On July 15, 2014, Tejon Ranchcorp, or TRC, a wholly-owned subsidiary of the Company entered into a Membership Interest Purchase Agreement, or Agreement, with DMB TMV, LLC, or DMB TMV, pursuant to which DMB TMV agreed to sell its membership interest in TMV LLC to TRC for $70,000,000 in cash, the Purchase Price. The transaction contemplated by the Agreement closed simultaneously with the signing of the Agreement on July 15, 2014. From May 19, 2006 until the closing of the transaction contemplated by the Agreement, TRC and DMB TMV were co-owners and co-managers of TMV LLC, a joint venture formed by the parties to pursue the entitlement and development of the project commonly known as Tejon Mountain Village.

Pursuant to the Agreement, TRC paid DMB TMV an initial payment of $10,000,000 in cash on July 15, 2014 and both parties executed an Assignment and Assumption of Membership Interest pursuant to which DMB TMV transferred 100% of its membership interest in TMV LLC to TRC. TRC is required to pay DMB TMV the remaining $60,000,000 of the Purchase Price on or before October 13, 2014, but has a one-time right to extend the final payment due date by thirty days. In the event TRC fails to pay the remaining $60,000,000 of the Purchase Price before the final payment due date (as such date may be extended), any agreements and the transactions contemplated thereby will be void, DMB TMV will continue to be a member of TMV LLC and DMB TMV will have the right to retain the initial payment of $10,000,000.

The Agreement contains customary representations, warranties and covenants by TRC and DMB TMV, including indemnification obligations.

A copy of the Agreement is filed as an exhibit to the Current Report on Form 8-K that was filed on July 16, 2014. The foregoing description of the Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the filed Agreement.