UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported):
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November
5, 2015
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THE ST. JOE COMPANY
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(Exact Name of Registrant as
Specified in Its Charter)
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Florida
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1-10466
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59-0432511
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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133 South WaterSound Parkway
WaterSound, FL
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32413
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(850) 231-6400
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(Registrant’s Telephone Number, Including Area Code)
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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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:
⃞
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))
ITEM 2.02. RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
On November 5, 2015, The St. Joe Company
issued a press release announcing its financial results for the quarter
ended September 30, 2015. A copy of the press release is furnished with
this Current Report on Form 8-K as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND
EXHIBITS
(d) Exhibits
The following exhibit is furnished as part
of this Current Report on Form 8-K.
99.1 Press Release dated
November 5, 2015.
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.
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THE ST. JOE COMPANY
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Dated:
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November 5, 2015
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By:
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/s/ Marek Bakun
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Marek Bakun
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Chief Financial Officer
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Exhibit 99.1
The St.
Joe Company Reports Third Quarter 2015 Results and Announces Additional
Authority for Repurchases of Shares of Its Common Stock
WATERSOUND, Fla.--(BUSINESS WIRE)--November 5, 2015--The St. Joe Company
(NYSE: JOE) (the “Company”) today announced Net Income for the third
quarter of 2015 of $2.8 million, or $0.03 per share, compared with Net
Loss of $(0.1) million, or $(0.00) per share, for the third quarter of
2014. For the nine months ended September 30, 2015, the Company reported
Net Income of $0.8 million, or $0.01 per share compared to Net Income of
$417.6 million, or $4.52 per share for the same period last year. The
2014 earnings included the Company’s AgReserves and RiverTown
transactions.
During the nine months ended September 30, 2015, the Company repurchased
a total of 16,982,739 shares of its common stock outstanding. This
amount included 16,348,143 shares of its common stock acquired pursuant
to a tender offer at a purchase price of $18.00 per share, for a total
purchase price of $294.3 million. The tender offer was announced on
August 21, 2015 and expired on September 22, 2015. In addition, prior to
the commencement of the tender offer, the Company purchased 634,596
shares of its common stock under its Stock Repurchase Program at a
weighted average purchase price of $16.03 in open market transactions.
As of September 30, 2015, the Company had approximately 75.3 million
shares outstanding.
The Company’s Board of Directors recently approved an additional amount
of $200 million for the repurchase of its outstanding common stock under
the Company’s Stock Repurchase Program. As a result, the Company
currently has a total of $205.7 million available for share repurchases.
The Company may repurchase its stock in open market purchases pursuant
to Rule 10b-18, in privately negotiated transactions or otherwise. The
timing and amount of any additional shares to be repurchased will depend
upon a variety of factors, including market and business conditions,
applicable legal requirements and other factors. Repurchases may be
commenced or suspended at any time or from time to time without prior
notice. The Stock Repurchase Program will continue until otherwise
modified or terminated by the Company’s Board of Directors at any time
in its sole discretion.
Third Quarter 2015 update includes:
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Total revenue for the quarter was $27.8 million as compared to $24.0
million in the third quarter of 2014. The Company experienced
increases in real estate sales, resorts and leisure revenues, leasing
revenues and timber sales.
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Real estate sales increased to $4.9 million in the third quarter of
2015 as compared to $3.9 million in the third quarter of 2014.
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Resorts and leisure revenue increased approximately $1.6 million, or
10%, during the three months ended September 30, 2015, as compared to
the third quarter of 2014. The increase was primarily due to higher
membership revenue, additional nights rented, higher average rates in
vacation rental programs and ancillary receipts.
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Leasing operations increased $0.4 million during the third quarter of
2015, as compared to the third quarter of 2014. The increase was
primarily related to the increase in lease revenue at Pier Park North.
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Timber sales increased to $1.9 million during the third quarter of
2015 as compared to $1.1 million in the third quarter of 2014 due to
tons sold. Tons sold were approximately 109,000 during the third
quarter of 2015 as compared to approximately 76,000 tons during the
third quarter of 2014. Gross margins increased during the third
quarter of 2015 to 89%, as compared to 82% during the third quarter of
2014.
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Investment income and realized gains from the Company’s
available-for-sale securities for the third quarter of 2015 was $7.0
million as compared to $1.0 million during the third quarter of 2014.
Approximately $5.3 million in gains related to a sale of corporate
debt securities.
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As of September 30, 2015, the Company had cash, cash equivalents and
investments of $409.9 million, as compared to $671.4 million as of
December 31, 2014. The decrease was related to the $304.9 million of
cash used for the stock repurchases.
Jeffrey C. Keil, the Company’s President and Interim Chief Executive
Officer said, “We are pleased with the result of the repurchase programs
and the Board’s decision to increase the authority by $200 million.” Mr.
Keil added, “We are committed to maintaining a healthy balance sheet as
we continue to pursue value creation for our shareholders.”
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FINANCIAL DATA
Consolidated Results
($ in millions except share and per share amounts)
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Quarter Ended
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Nine Months Ended
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September 30,
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September 30,
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2015
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2014
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2015
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2014
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Revenues
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Real estate sales
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$4.9
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$3.9
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$24.3
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$630.6
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Resorts and leisure revenues
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18.5
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16.9
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45.7
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40.4
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Leasing revenues
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2.5
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2.1
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6.8
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4.9
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Timber sales
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1.9
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1.1
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6.0
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10.3
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Total revenues
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27.8
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24.0
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82.8
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686.2
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Expenses
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Cost of real estate sales
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2.5
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2.1
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12.3
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84.6
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Cost of resorts and leisure revenues
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14.7
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13.7
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38.2
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34.4
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Cost of leasing revenues
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0.7
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0.6
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2.0
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1.5
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Cost of timber sales
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0.2
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0.2
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0.6
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4.3
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Other operating and corporate expenses
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9.9
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6.5
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24.7
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22.3
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Administrative costs associated with special purpose entities
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--
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--
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--
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3.7
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Depreciation, depletion and amortization
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2.2
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2.2
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7.3
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6.2
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Total expenses
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30.2
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25.3
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85.1
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157.0
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Operating (loss) income
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(2.4)
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(1.3)
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(2.3)
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529.2
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Other income
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6.4
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0.8
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5.1
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3.5
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Income (loss) from operations before equity in income from
unconsolidated
affiliates and income taxes
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4.0
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(0.5)
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2.8
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532.7
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Income tax expense (benefit)
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1.2
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(0.3)
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2.0
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115.2
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Net income (loss)
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2.8
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(0.2)
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0.8
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417.5
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Net loss attributable to non-controlling interest
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--
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0.1
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--
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0.1
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Net income (loss) attributable to the Company
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$2.8
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$(0.1)
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$0.8
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$417.6
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Net income (loss) per share attributable to the Company
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$0.03
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$(0.00)
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$0.01
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$4.52
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Weighted average shares outstanding
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92,026,894
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92,295,213
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92,088,253
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92,297,467
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Revenues by Segment
($ in millions)
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Quarter Ended
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Nine Months Ended
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September 30,
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September 30,
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2015
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2014
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2015
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2014
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Revenues:
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Real estate sales
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Residential
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$4.9
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$3.7
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$14.3
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$13.6
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RiverTown Sale
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--
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--
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43.6
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Commercial
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--
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--
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4.7
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3.3
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AgReserves Sale and other rural land sales
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--
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0.2
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5.3
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570.1
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Total real estate sales
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4.9
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3.9
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24.3
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630.6
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Resorts and leisure revenues
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18.5
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16.9
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45.7
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40.4
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Leasing revenues
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2.5
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2.1
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6.8
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4.9
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Timber sales
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1.9
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1.1
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6.0
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10.3
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Total revenues
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$27.8
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$24.0
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$82.8
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$686.2
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Summary Balance Sheet
($ in millions)
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September 30, 2015
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December 31, 2014
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Assets
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Investment in real estate, net
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$315.5
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$321.8
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Cash and cash equivalents
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157.9
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34.5
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Investments
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252.0
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636.9
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Restricted investments
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7.2
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7.9
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Notes receivable, net
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2.9
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24.3
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Pledged cash and treasury securities
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25.3
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25.7
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Property and equipment, net
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10.3
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10.2
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Other assets
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32.7
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32.0
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Investments held by special purpose entities
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208.7
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209.8
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Total assets
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$1,012.5
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$1,303.1
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Liabilities and Equity
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Debt
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$69.7
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$63.8
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Accounts payable, accrued liabilities and deferred credits
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50.7
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47.5
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Deferred tax liabilities
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37.5
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34.8
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Senior Notes held by special purpose entity
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177.4
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177.3
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Total liabilities
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335.3
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323.4
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Total equity
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677.2
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979.7
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Total liabilities and equity
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$1,012.5
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$1,303.1
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Debt Schedule
($ in millions)
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September 30, 2015
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December 31, 2014
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In substance defeased debt
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$25.3
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$25.7
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Community Development District debt
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6.8
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6.5
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Pier Park North joint venture – construction loan
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37.6
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31.6
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Total debt
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$69.7
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$63.8
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Other Operating and Corporate Expenses
($ in millions)
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Quarter Ended
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Nine Months Ended
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September 30,
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September 30,
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2015
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2014
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2015
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2014
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Employee costs
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$4.5
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$1.8
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$10.0
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$6.9
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AgReserves Sale severance
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--
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--
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--
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1.2
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401(k) contribution / pension costs
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--
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0.9
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1.1
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2.2
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Non-cash stock compensation costs
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--
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0.1
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0.2
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0.2
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Property taxes and insurance
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1.4
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1.6
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4.4
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4.8
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Professional fees
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2.8
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1.2
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5.6
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3.8
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Marketing and owner association costs
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0.3
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0.3
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1.0
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1.1
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Occupancy, repairs and maintenance
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0.2
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0.2
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0.7
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0.7
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Other
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0.7
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0.4
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1.7
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1.4
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Total other operating and corporate expense
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$9.9
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$6.5
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$24.7
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$22.3
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Additional Information and Where to Find It
Additional information with respect to the Company’s results for the
third quarter of 2015 will be available in a Form 10-Q that will be
filed with the Securities and Exchange Commission.
Important Notice Regarding Forward-Looking Statements
This press release includes forward-looking statements, including
statements regarding the Company’s expectations regarding its financial
position and its pursuit of value creation for its shareholders, as well
as its plans with respect to share repurchases. The Company wishes to
caution readers that certain important factors may have affected and
could in the future affect the Company’s actual results and could cause
the Company’s actual results for subsequent periods to differ materially
from those expressed in any forward-looking statement made by or on
behalf of the Company, including (1) changes in the Company’s strategic
objectives and its ability to implement such strategic objectives; (2)
economic or other conditions that affect the future prospects for the
Southeastern region of the United States and the demand for the
Company’s products, including a slowing of the population growth in
Florida, inflation, or unemployment rates or declines in consumer
confidence or the demand for, or the prices of, housing; (3) any
potential negative impact of the Company’s longer-term property
development strategy, including losses and negative cash flows for an
extended period of time if the Company continues with the
self-development of recently granted entitlements; (4) the impact of
natural or man-made disasters or weather conditions, including
hurricanes and other severe weather conditions, on the Company’s
business; (5) the Company’s ability to capitalize on its leasing
operations in the Pier Park North joint venture; (6) the Company’s
ability to capitalize on opportunities relating to its mixed use and
active adult communities, including its ability to successfully and
timely obtain land-use entitlements and construction financing, maintain
compliance with state law requirements and address issues that arise in
connection with the use and development of its land, including the
permits required for the mixed use and active adult communities; (7) the
impact of market volatility on the value of the Company’s investments,
including potential unrealized losses or the realization of losses on
its investments; (8) the Company’s use of its share repurchase
authorization and its ability to carry out the Stock Repurchase Program
in accordance with applicable securities laws; (9) the Company’s ability
to realize the anticipated benefits of its Stock Repurchase Program; and
(10) the Company’s ability to effectively deploy and invest its assets,
including available-for-sale securities; as well as, the cautionary
statements and risk factor disclosures contained in the Company’s
Securities and Exchange Commission filings including the Company’s
Annual Report on Form 10-K filed with the Commission on February 26,
2015 as updated by subsequent Quarterly Reports on Form 10-Qs and other
current report filings.
About The St. Joe Company
The St. Joe Company together with its consolidated subsidiaries is a
real estate company concentrated primarily between Tallahassee and
Destin, Florida. More information about the Company can be found on its
website at www.joe.com.
© 2015, The St. Joe Company. “St. Joe®”, “JOE®”, the “Taking Flight”
Design®, “St. Joe (and Taking Flight Design)®” are registered service
marks of The St. Joe Company.
CONTACT:
St. Joe Investor Relations
Marek Bakun, 1-866-417-7132
Chief
Financial Officer
Marek.Bakun@Joe.Com
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