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UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2022
Sep. 30, 2021
Sep. 30, 2022
Sep. 30, 2021
Dec. 31, 2021
Operating Activities          
Net income $ 10,173 $ 226 $ 13,825 $ 1,987  
Adjustments to reconcile net income to net cash used by operating activities:          
Depreciation and amortization     3,342 3,408  
Amortization of premium/discount of marketable securities     116 77  
Equity in earnings of unconsolidated joint ventures, net (1,991) (1,510) (4,867) (2,816)  
Non-cash retirement plan expense (benefit)     81 (75)  
Non-cash profits recognized from land contribution     0 (2,784)  
Profit from water sales [1]     (1,889) (3,277)  
Profit from land sales     (18,372) 0  
Gain on sale of property plant and equipment     (1,140) (12)  
Deferred income taxes     (315) (1)  
Stock compensation expense     2,088 3,162  
Excess tax shortfall from stock-based compensation     3 155  
Loan fee write-off     85 0  
Distribution of earnings from unconsolidated joint ventures     7,336 364  
Changes in operating assets and liabilities:          
Receivables, inventories, prepaids and other assets, net     851 (2,597)  
Current liabilities     724 493  
Net cash provided by (used in) operating activities     1,868 (1,916)  
Investing Activities          
Maturities and sales of marketable securities     27,961 5,250  
Funds invested in marketable securities     (48,614) (10,355)  
Real estate and equipment expenditures     (17,687) (15,240)  
Reimbursement proceeds from Community Facilities District     0 135  
Proceeds from sale of real estate/assets     0 63  
Investment in unconsolidated joint ventures     (175) (2,900)  
Distribution of equity from unconsolidated joint ventures     3,968 5,690  
Proceeds from water sales [1]     5,202 8,997  
Investments in water assets     (988) (2,415)  
Net proceeds from land sales [2]     24,950 0  
Net cash used in investing activities     (5,383) (10,775)  
Financing Activities          
Borrowings of long-term debt     49,080 0  
Repayments of long-term debt     (51,272) (3,200)  
Deferred financing costs     (181) 0  
Interest rate swap settlement [3]     1,123 0  
Taxes on vested stock grants     (1,122) (966)  
Net cash used in financing activities     (2,372) (4,166)  
Decrease in cash and cash equivalents     (5,887) (16,857)  
Cash, cash equivalents, and restricted cash at beginning of period     37,398 55,320 $ 55,320
Cash, cash equivalents, and restricted cash at end of period 31,511 38,463 31,511 38,463 37,398
Reconciliation to amounts on consolidated balance sheets:          
Cash and cash equivalents 30,308 37,660 30,308 37,660 36,195
Restricted cash (Shown in Other Assets) 1,203 803 1,203 803  
Total cash, cash equivalents, and restricted cash $ 31,511 $ 38,463 31,511 38,463 $ 37,398
Non-cash investing activities          
Accrued capital expenditures included in current liabilities     841 737  
Accrued long-term water assets included in current liabilities     374 262  
Contribution to unconsolidated joint venture     0 8,464  
Long term deferred profit on land contribution     $ 0 $ 2,785  
[1]
In determining the classification of cash inflows and outflows related to water asset activity, the Company’s practices are supported by Accounting Standards Codification (“ASC”) 230-10-45-22, which provides that “Certain cash receipts and payments have aspects of more than one class of cash flows…. If so, the appropriate classification shall depend on the activity that is likely to be the predominant source of cash flows for the item.” Also, at the 2006 American Institution of Certified Public Accountants Conference on Current SEC and PCAOB Developments, the Securities and Exchange Commission, or SEC staff discussed that an entity should be consistent in how it classifies cash outflows and inflows related to an asset’s purchase and sale and noted that when cash flow classification is unclear, registrants must use judgment and analysis that considers the nature of the activity and the predominant source of cash flow for these items.

Given the nature of our water assets and the aforementioned authoritative guidance, the Company estimates the appropriate classification of water assets purchased based on the timing of the sale of the water. Water purchased in prior periods that was classified as investing was sold for $4.0 million in 2022, this cash inflow is appropriately classified in the Company’s investing activities. The profit of $1.6 million related to the water purchased in prior periods is appropriately being deducted from operating activities for the current period. The Company has and will continue to apply this methodology to water asset transactions that meet this fact pattern.
[2]
In determining the classification of cash inflows and outflows related to land development costs, the Company’s practices are supported by Accounting Standards Codification (“ASC”) 230-10-45-22, which provides that “Certain cash receipts and payments have aspects of more than one class of cash flows…. If so, the appropriate classification shall depend on the activity that is likely to be the predominant source of cash flows for the item.” Also, at the 2006 American Institution of Certified Public Accountants Conference on Current SEC and PCAOB Developments, the Securities and Exchange Commission, or SEC staff discussed that an entity should be consistent in how it classifies cash outflows and inflows related to an asset’s purchase and sale and noted that when cash flow classification is unclear, registrants must use judgment and analysis that considers the nature of the activity and the predominant source of cash flow for these items.

Given the nature of our land development costs and the aforementioned authoritative guidance, the Company estimates the appropriate classification of land development costs based on the timing of the sale of land. Land development costs incurred during prior periods that were classified as investing were sold for $26.7 million in 2022, this cash inflow is appropriately classified in the Company’s investing activities. The profit of $18.4 million related to land development costs incurred in prior periods is appropriately being deducted from operating activities for the current period. The Company has and will continue to apply this methodology to land sale transactions that meet this fact pattern.

In June 2021, the Company contributed land with a fair value of $8.5 million to TRC-MRC 4, LLC an unconsolidated joint venture formed to pursue the development, construction, leasing, and management of a 630,000 square foot industrial building on the Company's property at TRCC-East. The total cost of the land was $2.9 million. The Company recognized $2.8 million in profit and deferred $2.8 million of profit after applying the five-step revenue recognition model in accordance with Accounting Standards Codification (ASC) Topic 606 — Revenue From Contracts With Customers and ASC Topic 323, Investments — Equity Method and Joint Ventures. Historically, cash outflows related to land development expenditures were accounted for within investing activities. For consistency, the Company will continue to classify cash outflows and cash inflows related to land development as investing activities.
[3] The Company had an interest rate swap agreement with Wells Fargo Bank, N.A. to reduce its exposure to fluctuations in the floating interest rate tied to the London Inter-Bank Offered Rate, or LIBOR, under a term note with Wells Fargo. The hedging relationship qualified as an effective cash flow hedge at the initial assessment, based upon a regression analysis, and is recorded at fair value. On June 27, 2022, the Company terminated the interest rate swap agreement with Wells Fargo and received a $1,123,200 cash termination fee from Wells Fargo. See Interest rate swap liability (Note 10) for further discussion.