CONSOLIDATED TOMOKA LAND CO Item 1A RISK FACTORS |
6 ITEM 1A RISK FACTORS - ------- ------------ The real estate business is subject to a number of significant risks |
The risks described below may not be the only risks which potentially could impact our business |
These additional risks include those which are unknown at this time or that are currently considered immaterial |
If any of the circumstances described below actually occur to a significant degree, our business, financial condition, and/or results of operations could suffer, and the trading price of the Companyapstas common stock could decline |
FUTURE CHANGES IN THE REAL ESTATE MARKET COULD AFFECT THE VALUE OF - ------------------------------------------------------------------ OUR PROPERTIES AND BUSINESS - --------------------------- We have extensive real estate holdings in the City of Daytona Beach in Volusia County, Florida |
The value of the real property and the revenue from related sale and/or development activities may be adversely affected by a number of factors, including: * national, regional, and local economic climate; * local real estate conditions (such as an oversupply of land or a reduction in demand for real estate in an area); * competition from other available property; * availability of roads and utilities; * unexpected construction costs or delays; * government regulations and changes in real estate, zoning, land use, environmental or tax laws; * interest rate levels and the availability of financing; and * potential liabilities under environmental and other laws |
ABILITY TO SUCCESSFULLY EXECUTE ACQUISITION OR DEVELOPMENT STRATEGIES - --------------------------------------------------------------------- There is no assurance the we will be able to continue to implement our strategy of investing in income properties successfully |
Additionally, there is no assurance that the income property portfolio will expand at all, or if it will expand at any specified rate or to any specified size |
In addition, investment in additional real estate assets is subject to a number of risks |
As we expect to invest in markets other than the ones in which currently owned properties are located, we will be subject to risks associated with investment in new markets that may be relatively unfamiliar |
Development activities are subject to the risks normally associated with these activities |
These risks include those relating to the availability and timely receipt of zoning and other regulatory approvals, the cost and timely completion of construction (including risks from factors beyond our control, such as weather or labor conditions or material shortages), and the ability to obtain both construction and permanent financing on favorable terms |
These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of development activities once undertaken or provide a tenant the opportunity to terminate a lease |
Any of these situations may delay or eliminate proceeds or cash flows expected from these projects, which could have an adverse affect on financial condition and results of operations |
OUR OPERATIONS COULD BE NEGATIVELY IMPACTED BY THE LOSS OF KEY - -------------------------------------------------------------- MANAGEMENT PERSONNEL - -------------------- Our future success depends, to a significant degree, on the efforts of each member of senior management |
Replacement of any member of senior management could adversely affect our operations and our ability to execute business strategies |
Our Company does not have key man life insurance policies on members of senior management |
6 ITEM 1A RISK FACTORS (CONTINUED) - ------- ----------------------- CHANGES IN LOCAL, REGIONAL, AND NATIONAL ECONOMIC CONDITIONS COULD - ------------------------------------------------------------------ ADVERSELY AFFECT OUR BUSINESS - ----------------------------- The real estate development industry is cyclical in nature and is particularly vulnerable to shifts in local, regional, and national economic conditions outside of our control, such as: * short and long-term interest rates; * housing demand; * population growth; * employment levels and job growth; and * property taxes |
The real estate business is subject to a number of economic factors including the impact of rising and falling interest rates, which can affect the ability of purchasers to obtain financing, and population growth, which impacts supply and demand for new homes, as well as goods and services; and hence, land to meet those needs |
Any decline in the regional or national economies could adversely impact real estate sales and revenues |
Accordingly, financial condition could be adversely affected by any weakening in the regional or national economy |
In addition, weather conditions and natural disasters such as hurricanes, tornadoes, floods, droughts, fires, and other environmental conditions can adversely affect the Companyapstas business |
THE REAL ESTATE BUSINESS IS SUBJECT TO ENVIRONMENTAL AND - -------------------------------------------------------- LAND USE REGULATIONS - -------------------- We are subject to a wide variety of federal, state, and local laws and regulations relating to land use and development and to environmental compliance and permitting obligations, including those related to the use, storage, discharge, emission, and disposal of hazardous materials |
Any failure to comply with these laws could result in capital or operating expenditures or the imposition of severe penalties or restrictions on operations that could adversely affect present and future operations |
Municipalities may restrict or place moratoriums on the availability of utilities, such as water and sewer taps |
Additionally, development moratoriums may be imposed due to over capacity roads |
In some areas, municipalities may enact growth control initiatives, which will restrict the number of building permits available in a given year |
If municipalities in which the Company owns land and operates take actions like these, it could have an adverse affect by causing delays, increasing costs, or limiting the ability to operate in those municipalities |
WE SELL PROPERTY IN A HIGHLY COMPETITIVE MARKET, WHICH COULD - ------------------------------------------------------------ HURT FUTURE BUSINESS - -------------------- Our competitors are primarily other landowners in the Volusia County area |
These competitive conditions can make it difficult to sell land at desirable prices and can adversely affect operations, financial condition, or results of operations |
7 ITEM 1A RISK FACTORS (CONTINUED) - ------- ----------------------- OUR QUARTERLY RESULTS ARE SUBJECT TO VARIABILITY - ------------------------------------------------ We derive a substantial portion of our income from land sales |
The timing of commercial land sales activity is not predictable and is generally subject to the purchaserapstas ability to obtain approvals from the city, county and regulatory agencies for their intended use of the land on a timely basis |
As these approvals are subject to third party responses, it is not uncommon for delays to occur, which affect the timing of sales closings |
These timing issues have caused, and may continue to cause, our operating results to vary significantly from quarter to quarter and year to year |
LOSS OF REVENUES FROM MAJOR TENANTS WOULD REDUCE CASH FLOW - ---------------------------------------------------------- The two largest income property tenants CVS and Walgreens accounted for an aggregate of approximately 65prca of base rent as of December 31, 2005 |
The default, financial distress, or bankruptcy of one or both of these tenants could cause substantial vacancies |
Vacancies reduce revenues until the affected properties can be re-leased and could decrease the ultimate sale value of each such vacant property |
Upon the expiration of the leases that are currently in place, we may not be able to re-lease a vacant property at a comparable lease rate or without incurring additional expenditures in connection with such re- leasing |
THERE ARE A NUMBER OF RISKS INHERENT IN OWNING INCOME PROPERTIES - ---------------------------------------------------------------- Factors beyond our control can affect the performance and value of the income properties &apos portfolio |
Changes in national, regional, and local economic and market conditions may affect the performance of the income properties and their value |
Local real estate market conditions may include excess supply and intense competition for tenants, including competition based on: * rental rates; * attractiveness and location of the property; and * quality of maintenance, insurance, and management services |
In addition, other factors may adversely affect the performance and value of the income properties, including changes in laws and governmental regulations, changes in interest rates, and the availability of financing |
In addition, because real estate investments are relatively illiquid, the ability to adjust the portfolio of income properties promptly in response to economic or other conditions is limited |
Certain significant expenditures generally do not change in response to economic or other conditions, including debt service (if any), real estate taxes, and operating and maintenance costs |
8 ITEM 1A RISK FACTORS (CONTINUED) - ------- ----------------------- FUTURE GROWTH AND REAL ESTATE DEVELOPMENT REQUIRES ADDITIONAL CAPITAL - --------------------------------------------------------------------- WHOSE AVAILABILITY IS NOT ASSURED - --------------------------------- We expect to continue making investments in real estate development |
Based on the status of several specific real estate projects, we will continue to invest significant amounts in real estate over the next several years |
We could finance future expenditures from any of the following sources: * cash flow from operations; * bank borrowings; * non-recourse, sale leaseback, or other financing; * public offerings of debt or equity; * private placement of debt or equity; or * some combination of the above |
Financing for future expenditures may not be available on favorable terms or at all |
COMPETITION AND MARKET CONDITIONS RELATING TO GOLF OPERATIONS - ------------------------------------------------------------- COULD ADVERSELY AFFECT OPERATING RESULTS - ---------------------------------------- Golf operations face competition from similar nearby golf operations |
Any new competitive golf operations that are developed close to our existing golf operations also may adversely impact results of operations |
Golf operations are also subject to adverse market conditions such as population trends and changing demographics, any of which could adversely affect results of operations |
In addition, the golf operations may suffer if the economy weakens, if the popularity of golf decreases, or if unusual weather conditions or other factors cause a reduction in rounds played |
Our golf operations are seasonal, primarily due to the impact of the winter tourist season and summer Florida heat and rain |
OUR COMMON STOCK IS THINLY TRADED, AND THEREFORE, THE STOCK - ----------------------------------------------------------- PRICE MAY FLUCTUATE MORE THAN THE STOCK MARKET AS A WHOLE - --------------------------------------------------------- As a result of the thin trading market for our stock, its market price may fluctuate significantly more than the stock market as a whole or the stock prices of similar companies |
Among other things, trading of a relatively small volume of common stock may have a greater impact on the trading price than would be the case if public float were larger |