Business Context and Reporting Period
This Form 8-K Current Report was filed by Consolidated-Tomoka Land Co. (CTO Realty Growth, Inc.) on July 18, 2012. The report details the entry into a material definitive agreement: the Fifth Amendment to a Lease Agreement with the City of Daytona Beach, effective July 18, 2012.
Key Financial Metrics
This filing does not provide consolidated revenue, profit, cash flow, margins, debt, or liquidity metrics for the company. It focuses exclusively on the terms of a specific lease amendment.
| Item | Value/Term |
|---|---|
| Base Rent (Effective Sept 1, 2012) | $250,000 per year |
| Rent Adjustment | 1.75% annually beginning Sept 1, 2013 |
| Additional Rent (Gross Revenue $5.5M - $6.5M) | 5% of excess |
| Additional Rent (Gross Revenue > $6.5M) | 7% of excess |
| Capital Improvement Obligation | Minimum $200,000 by Sept 1, 2015 |
Material Changes
The filing outlines changes to the lease agreement originally entered into on August 28, 1997. The material changes include:
- Establishment of a fixed base rent of $250,000 annually starting September 1, 2012.
- Implementation of a tiered additional rent structure based on gross revenue thresholds.
- Mandate for the company to spend at least $200,000 on capital improvements to the facilities prior to September 1, 2015.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future performance, or discussion of general risks. The primary contingency noted is the company's obligation to meet the $200,000 capital improvement spending requirement by the specified deadline. The filing references the full text of the Amendment (Exhibit 10.1) for complete terms and conditions.
Investor Verification Checklist
- Verify the definition of "gross revenues" in the attached Fifth Amendment to understand the scope of the additional rent calculation.
- Confirm the current status of the $200,000 capital improvement spending requirement.
- Review the original 1997 Lease Agreement and prior amendments to understand the full historical context of the lease terms.
- Check subsequent filings to ensure the 1.75% annual rent adjustment was applied correctly starting September 1, 2013.