FRPH FRP Holdings Inc

FRP Holdings, Inc. (NASDAQ-FRPH)

First Quarter Consolidated Results of Operations

Net income for the first quarter of 2019 was $1,898,000 or $.19 per share versus $1,560,000 or $.15 per share in the same period last year.  Income from discontinued operations for the first quarter of 2019 was $86,000 or $.01 per share versus $1,722,000 or $.17 per share in the same period last year.

First Quarter Segment Operating Results

Asset Management Segment:

Most of the Asset Management Segment was reclassified to discontinued operations leaving only three commercial properties and one recent industrial acquisition, Cranberry Run, which we purchased this quarter for $6,411,000.  Cranberry Run is a five-building industrial park in Harford County, MD totaling 268,010 square feet of industrial/ flex space.  The park is currently 26% leased and occupied, and it is our plan to make $1,455,000 in improvements in order to re-lease the property for a total investment of $29.35 per square foot.  This past quarter, we entered into a Purchase and Sale Agreement to sell 7030 Dorsey Road in Anne Arundel County, one of the three commercial properties remaining from the asset sale last May, for $8,823,000.  The study period for the purchaser expired April 15, 2019 and we expect to close in the second quarter of 2019.  Total revenues in this segment were $641,000, up $60,000 or 10.3%, over the same period last year.  Operating loss was ($66,000), down $322,000 compared to the same quarter last year due to higher allocation of corporate expenses and operating losses associated with the Cranberry Run acquisition.

Mining Royalty Lands Segment:

Total revenues in this segment were $2,229,000 versus $1,772,000 in the same period last year.  Total operating profit in this segment was $2,001,000, an increase of $460,000 versus $1,541,000 in the same period last year.  Among the reasons for this increase in revenue and operating profit is the contribution from our Ft. Myers quarry, the revenue from which, now that mining has begun in earnest, was more than double the minimum royalty we have been receiving until recently.

Development Segment:

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:

• We are fully engaged in the formal process of seeking PUD entitlements for our 118-acre tract in Hampstead, Maryland, now known as “Hampstead Overlook.”  This past quarter, Hampstead Overlook received non-appealable rezoning from industrial to residential. 
• We finished shell construction in December on the two office buildings in the first phase of our joint venture with St. John Properties.  Shell construction of the two retail buildings was completed in January. We are now in the process of leasing these four single-story buildings totaling 100,030 square feet of office and retail space.  Phase I is currently 44% leased.
• We are the principal capital source of a residential development venture in Essexshire known as “Hyde Park.”  We have committed up to $9.2 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.  Hyde Park will hold 122 town homes and 4 single family lots and received a non-appealable Plan Approval this past quarter.  We are now in the process of obtaining record plat and construction drawing approval as well as seeking proposals from residential home builders. 
• During the second quarter of 2018, we began construction on a 94,350-square foot spec building at Hollander Business Park.  This Class “A” facility is our first building with a 32-foot clear.  Shell construction was completed subsequent to the end of the quarter and we are now in the process of leasing up the building.
• In April, we began construction on Phase II of our RiverFront on the Anacostia project, now known as “The Maren.”  We expect to deliver the building in the first half of 2020.
• 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.”  FRP contributed $32 million for common equity and another $23 million for preferred equity to the joint venture.  Construction began in February 2019 and should be finished in 2021.   

Stabilized Joint Venture Segment:

Average occupancy for the quarter was 93.49%, and at the end of the quarter Dock 79 was 94.75% leased and 93.11% occupied.  During the first quarter, 61.70% of expiring leases renewed with an average increase in rent of 3.14%.  Net Operating Income for this segment was $1,630,679, up $145,282 or 9.78% 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.

Summary and Outlook 

We began this year a very different company than we were at the start of 2018.  The asset sale of nearly a year ago has dramatically reshaped the landscape of our business and our direction forward.  The disposition of over 40 buildings, the infrastructure required to support it, and the cash we retained from that disposition has shifted our focus towards development as the number of ongoing projects in our development segment demonstrates.  Despite or maybe because of the lack of consensus regarding economic forecasts, indicators, and the volatility of markets, we believe we are in an enviable financial position given our current liquidity.  Though we, like any other company, would stand to benefit from the rising tide of this nearly unprecedented stretch of economic growth, the cash and investments on our balance sheet allow us to play defense and protect our assets should a downturn present itself as our projects are coming online, while also allowing us to play offense should that same downturn create opportunities to grow our business segments via attractively priced acquisitions.  It is because we prize this liquidity so much, that we remain steadfast in our commitment to redeploy these proceeds as carefully as we possibly can.  The substantial amount of dry powder retained from the sale affords this company an amazing opportunity that we are loath to squander.  We have some of the best assets in the business segments in which we compete, as demonstrated by another amazing quarter from our mining royalties segment and the continued ability to grow rents at Dock 79, and we will not make any further investments unless they fall in line with the quality of assets and opportunities of your company as it is situated presently.  This past quarter we repurchased 35,932 shares at an average cost of $47.71 per share.

Conference Call

The Company will also host a conference call on Monday, May 6, 2019 at 2:00 p.m. (EDT).  Analysts, stockholders and other interested parties may access the teleconference live by calling 1-800-311-9406 (passcode 939063) within the United States.  International callers may dial 1-334-323-7224 (passcode 939063).  Computer audio live streaming is available via the Internet through the Company’s website at www.frpholdings.com. You may also click on this link for the live streaming http://stream.conferenceamerica.com/frp050619.  For the archived audio via the internet, click on the following link http://archive.conferenceamerica.com/archivestream/frp050619.mp3. If using the Company’s website, click on the Investor Relations tab, then select the earnings conference stream.  An audio replay will be available for sixty days following the conference call. To listen to the audio replay, dial toll free 1-877-919-4059, international callers dial 1-334-323-0140.  The passcode of the audio replay is 54972211.  Replay options: “1” begins playback, “4” rewind 30 seconds, “5” pause, “6” fast forward 30 seconds, “0” instructions, and “9” exits recording.  There may be a 30-40 minute delay until the archive is available following the conclusion of the conference call.

Investors are cautioned that any statements in this press release which relate to the future are, by their nature, subject to risks and uncertainties that could cause actual results and events to differ materially from those indicated in such forward-looking statements. These include, but are not limited to: the possibility that we may be unable to find appropriate reinvestment opportunities for the proceeds from the Sale Transaction;  levels of construction activity in the markets served by our mining properties; demand for flexible warehouse/office facilities in the Baltimore-Washington-Northern Virginia area; demand for apartments in Washington D.C.; 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; cybersecurity 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.

FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) leasing and management of commercial properties owned by the Company, (ii) leasing and management of mining royalty land owned by the Company, (iii) real property acquisition, entitlement, development and construction primarily for apartment, retail, warehouse, and office, (iv) leasing and management of a residential apartment building.

Contact:	John D. Milton, Jr.
	Chief Financial Officer	904/858-9100

FRP HOLDINGS, INC. AND SUBSIDIARIES     CONSOLIDATED STATEMENTS OF INCOME(In thousands except per share amounts)(Unaudited)

		THREE MONTHS ENDED
		MARCH 31,
		2019				2018
Revenues:
Lease revenue		$	3,485				3,303
Mining lands lease revenue			2,229				1,772
Total Revenues			5,714				5,075
Cost of operations:
Depreciation, depletion and amortization			1,487				2,398
Operating expenses			882				865
Property taxes			753				675
Management company indirect			592				361
Corporate expenses			645				679
Total cost of operations			4,359				4,978
Total operating profit			1,355				97
Net investment income, including realized gains of $119 and $0			1,810				5
Interest expense			(588	)			(843	)
Equity in loss of joint ventures			(264	)			(12	)
Income (loss) from continuing operations before income taxes			2,313				(753	)
Provision for (benefit from) income taxes			672				(60	)
Income (loss) from continuing operations			1,641				(693	)
Income from discontinued operations, net of tax			86				1,722
Net income			1,727				1,029
Income (loss) attributable to noncontrolling interest			(171	)			(531	)
Net income attributable to the Company		$	1,898				1,560
Earnings per common share:
Income (loss) from continuing operations-
Basic		$	0.16				(0.07	)
Diluted		$	0.16				(0.07	)
Discontinued operations-
Basic		$	0.01				0.17
Diluted		$	0.01				0.17
Net income attributable to the Company-
Basic		$	0.19				0.16
Diluted		$	0.19				0.15
Number of shares (in thousands) used in computing:
-basic earnings per common share			9,952				10,015
-diluted earnings per common share			9,996				10,085

FRP HOLDINGS, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS(In thousands, except share data)(Unaudited)

		March 31				December 31
Assets:		2019				2018
Real estate investments at cost:
Land		$	85,072				83,721
Buildings and improvements			149,505				144,543
Projects under construction			7,086				6,683
Total investments in properties			241,663				234,947
Less accumulated depreciation and depletion			29,847				28,394
Net investments in properties			211,816				206,553
Real estate held for investment, at cost			7,167				7,167
Investments in joint ventures			94,294				88,884
Net real estate investments			313,277				302,604
Cash and cash equivalents			29,641				22,547
Cash held in escrow			185				202
Accounts receivable, net			688				564
Investments available for sale at fair value			148,778				165,212
Federal and state income taxes receivable			8,349				9,854
Unrealized rents			665				53
Deferred costs			990				773
Other assets			459				455
Assets of discontinued operations			3,091				3,224
Total assets		$	506,123				505,488
Liabilities:
Secured notes payable		$	88,823				88,789
Accounts payable and accrued liabilities			1,851				3,545
Environmental remediation liability			100				100
Deferred revenue			831				27
Deferred income taxes			27,981				27,981
Deferred compensation			1,448				1,450
Tenant security deposits			244				53
Liabilities of discontinued operations			243				288
Total liabilities			121,521				122,233
Commitments and contingencies
Equity:
Common stock, $.10 par value 25,000,000 shares authorized, 9,933,242 and 9,969,174 shares issued and outstanding, respectively			993				997
Capital in excess of par value			57,824				58,004
Retained earnings			306,704				306,307
Accumulated other comprehensive income, net			859				(701	)
Total shareholders’ equity			366,380				364,607
Noncontrolling interest MRP			18,222				18,648
Total equity			384,602				383,255
Total liabilities and shareholders’ equity		$	506,123				505,488

Asset Management Segment:

		Three months ended March 31
(dollars in thousands)		2019				%				2018				%				Change				%
Lease revenue		$	641				100.0	%			581				100.0	%			60				10.3	%
Depreciation, depletion and amortization			177				27.6	%			131				22.6	%			46				35.1	%
Operating expenses			209				32.6	%			128				22.0	%			81				63.3	%
Property taxes			56				8.8	%			39				6.7	%			17				43.6	%
Management company indirect			102				15.9	%			24				4.1	%			78				325.0	%
Corporate expense			163				25.4	%			3				0.5	%			160				5333.3	%
Cost of operations			707				110.3	%			325				55.9	%			382				117.5	%
Operating profit		$	(66	)			-10.3	%			256				44.1	%			(322	)			-125.8	%

Mining Royalty Lands Segment:

		Three months ended March 31
(dollars in thousands)		2019				%				2018				%				Change				%
Mining lands lease revenue		$	2,229				100.0	%			1,772				100.0	%			457				25.8	%
Depreciation, depletion and amortization			52				2.3	%			54				3.0	%			(2	)			-3.7	%
Operating expenses			16				0.7	%			40				2.3	%			(24	)			-60.0	%
Property taxes			68				3.1	%			60				3.4	%			8				13.3	%
Management company indirect			49				2.2	%			—				0.0	%			49				0.0	%
Corporate expense			43				1.9	%			77				4.3	%			(34	)			-44.2	%
Cost of operations			228				10.2	%			231				13.0	%			(3	)			-1.3	%
Operating profit		$	2,001				89.8	%			1,541				87.0	%			460				29.9	%

Development Segment:

		Three months ended March 31
(dollars in thousands)		2019				2018				Change
Lease revenue		$	269				297				(28	)
Depreciation, depletion and amortization			58				57				1
Operating expenses			46				118				(72	)
Property taxes			323				268				55
Management company indirect			395				241				154
Corporate expense			399				419				(20	)
Cost of operations			1,221				1,103				118
Operating loss		$	(952	)			(806	)			(146	)

Stabilized Joint Venture Segment:

		Three months ended March 31
(dollars in thousands)		2019				%				2018				%				Change				%
Lease revenue		$	2,575				100.0	%			2,425				100.0	%			150				6.2	%
Depreciation, depletion and amortization			1,200				46.6	%			2,156				88.9	%			(956	)			-44.3	%
Operating expenses			611				23.7	%			579				23.9	%			32				5.5	%
Property taxes			306				11.9	%			308				12.7	%			(2	)			-0.6	%
Management company indirect			46				1.8	%			96				3.9	%			(50	)			-52.1	%
Corporate expense			40				1.6	%			142				5.9	%			(102	)			-71.8	%
Cost of operations			2,203				85.6	%			3,281				135.3	%			(1,078	)			-32.9	%
Operating profit		$	372				14.4	%			(856	)			-35.3	%			1,228				-143.5	%

FRP HOLDINGS, INC. AND SUBSIDIARIES     DISCONTINUED OPERATIONS(In thousands except per share amounts)(Unaudited)

		THREE MONTHS ENDED
		MARCH 31,
		2019				2018
Lease revenue			238				7,547
Cost of operations:
Depreciation, depletion and amortization			29				1,885
Operating expenses			95				1,178
Property taxes			20				798
Management company indirect			—				178
Corporate expenses			—				747
Total cost of operations			144				4,786
Total operating profit			94				2,761
Interest expense			—				(400	)
Gain on sale of buildings			23				—
Income before income taxes			117				2,361
Provision for income taxes			31				639
Income from discontinued operations			86				1,722
Earnings per common share:
Income from discontinued operations-
Basic			0.01				0.17
Diluted			0.01				0.17

Non-GAAP Financial Measures.

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
Three months ended 03/31/19 (in thousands)
	Asset								Stabilized				Mining				Unallocated				FRP
									Joint
	Management				Development				Venture				Royalties				Corporate				Holdings
	Segment				Segment				Segment				Segment				Expenses				Totals
Income (loss) from continuing operations		(48	)			(716	)			(196	)			1,452				1,149				1,641
Income Tax Allocation		(18	)			(266	)			(9	)			539				426				672
Income (loss) from continuing operations before income taxes		(66	)			(982	)			(205	)			1,991				1,575				2,313
Less:
Unrealized rents		3				—				28				—				—				31
Interest income		—				224				—				—				1,586				1,810
Plus:
Unrealized rents		—				—				—				122				—				122
Equity in loss of Joint Venture		—				254				—				10				—				264
Interest Expense		—				—				577				—				11				588
Depreciation/Amortization		177				58				1,200				52				—				1,487
Management Co. Indirect		102				395				46				49				—				592
Allocated Corporate Expenses		163				399				40				43				—				645
Net Operating Income		373				(100	)			1,630				2,267				—				4,170

Net Operating Income Reconciliation
Three months ended 03/31/18 (in thousands)
	Asset								Stabilized				Mining				Unallocated				FRP
									Joint
	Management				Development				Venture				Royalties				Corporate				Holdings
	Segment				Segment				Segment				Segment				Expenses				Totals
Income (loss) from continuing operations		187				(584	)			(1,383	)			1,115				(28	)			(693	)
Income Tax Allocation		69				(217	)			(316	)			414				(10	)			(60	)
Income (loss) from continuing operations before income taxes		256				(801	)			(1,699	)			1,529				(38	)			(753	)
Less:
Unrealized rents		—				—				52				—				—				52
Other income		—				5				—				—				—				5
Plus:
Unrealized rents		20				—				—				119				—				139
Equity in loss of Joint Venture		—				—				—				12				—				12
Interest Expense		—				—				843				—				—				843
Depreciation/Amortization		131				57				2,156				54				—				2,398
Management Co. Indirect		24				241				96				—				—				361
Allocated Corporate Expenses		3				419				142				77				38				679
Net Operating Income		434				(89	)			1,486				1,791				—				3,622