UNITED STATES
Washington, DC 20549
FORM
For the Quarter Ended
Commission File Number
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(Address of principal executive office) |
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(Registrant's telephone number, including area code) |
Securities Registered pursuant to Section 12(b) of the Act:
None
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YES NO [ ]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
YES NO [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer [ ] | Accelerated filer [ ] | Smaller reporting company | |
Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YES [ ] NO
The number of shares outstanding of each of the registrant’s classes of common stock as of August 3, 2021 is as follows:
Class A Common Stock of $.01 par value,
Class B Common Stock of $.01 par value,
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BBX Capital, Inc. TABLE OF CONTENTS | ||
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Part I. | ||
Item 1. | Financial Statements |
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| 1 | |
| 2 | |
| 3 | |
| 5 | |
| Notes to Condensed Consolidated Financial Statements - Unaudited | 7 |
Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 31 |
Item 3. | 52 | |
Item 4. | 53 | |
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Part II. | OTHER INFORMATION |
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Item 1. | 53 | |
Item 1A. | 53 | |
Item 2. | 54 | |
Item 6. | 55 | |
| 56 |
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
BBX Capital, Inc.
Condensed Consolidated Statements of Financial Condition - Unaudited
(In thousands, except share data)
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| June 30, |
| December 31, | ||
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| 2020 | ||
ASSETS |
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Cash and cash equivalents |
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Restricted cash |
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Trade accounts receivable, net |
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Trade inventory |
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Real estate ($ |
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Investments in and advances to unconsolidated real estate joint ventures |
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Investment in and advances to IT'SUGAR, LLC |
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Note receivable from Bluegreen Vacations Holding Corporation |
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Property and equipment, net |
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Goodwill |
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Intangible assets, net |
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Operating lease assets |
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Deferred tax asset, net |
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Other assets |
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Total assets |
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LIABILITIES AND EQUITY |
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Liabilities: |
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Accounts payable |
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Accrued expenses |
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Other liabilities |
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Operating lease liabilities |
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Notes payable and other borrowings |
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Total liabilities |
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Commitments and contingencies (See Note 11) |
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Redeemable noncontrolling interest |
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Equity: |
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Preferred stock of $ |
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Class A Common Stock of $ issued and outstanding |
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Class B Common Stock of $ issued and outstanding |
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Additional paid-in capital |
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Accumulated earnings (deficit) |
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Accumulated other comprehensive income |
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Total shareholders' equity |
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Noncontrolling interests |
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Total equity |
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Total liabilities and equity |
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See Notes to Condensed Consolidated Financial Statements - Unaudited
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BBX Capital, Inc. | ||||||||||||
Condensed Consolidated Statements of Operations and Comprehensive Income - Unaudited | ||||||||||||
(In thousands, except share data) | ||||||||||||
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| For the Three Months Ended |
| For the Six Months Ended | ||||||||
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| June 30, | ||||||||
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| 2021 |
| 2020 | ||||
Revenues: |
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Trade sales |
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Sales of real estate inventory |
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Interest income |
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Net gains (losses) on sales of real estate assets |
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Other revenue |
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Total revenues |
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Costs and expenses: |
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Cost of trade sales |
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Cost of real estate inventory sold |
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Interest expense |
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Recoveries from loan losses, net |
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Impairment losses |
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Selling, general and administrative expenses |
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Total costs and expenses |
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Operating income (losses) |
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Equity in net earnings of unconsolidated real estate joint ventures |
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Other income |
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Gain on the consolidation of IT'SUGAR, LLC |
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Foreign exchange gain (loss) |
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Income (loss) from continuing operations before income taxes |
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(Provision) benefit for income taxes |
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Net income (loss) from continuing operations |
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Discontinued operations |
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Gain (loss) from operations |
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(Provision) benefit for income taxes |
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Income (loss) from discontinued operations |
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Net income (loss) |
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Net (income) loss attributable to noncontrolling interests |
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Net income (loss) attributable to shareholders |
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Basic and diluted earnings (loss) per share from continuing operations |
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Basic and diluted earnings per share from discontinued operations |
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Total basic and diluted earnings (loss) per share |
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Weighted average number of common shares outstanding |
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Net income (loss) |
| $ | 20,237 |
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| (9,513) |
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| 22,692 |
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| (34,892) |
Other comprehensive income (loss), net of tax: |
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Unrealized gain on securities available for sale |
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Foreign currency translation adjustments |
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Other comprehensive income (loss), net |
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Comprehensive income (loss), net of tax |
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Comprehensive (income) loss attributable to noncontrolling interests |
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Comprehensive income (loss) attributable to shareholders |
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See Notes to Condensed Consolidated Financial Statements – Unaudited
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BBX Capital, Inc. | ||||||||||||||||||||||||
Condensed Consolidated Statements of Changes in Equity - Unaudited | ||||||||||||||||||||||||
For the Three Months Ended June 30, 2021 and 2020 | ||||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
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| Shares of |
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| Accumulated |
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| Common Stock |
| Common |
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| Other |
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| Outstanding |
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| Comprehen- |
| Non- |
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| Class |
| Class |
| Parent |
| sive |
| controlling |
| Total | ||||||||||||
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| B |
| A |
| B |
| Equity |
| Income |
| Interests |
| Equity | ||||||||
Balance, March 31, 2020 |
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Net loss excluding $ |
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Other comprehensive income |
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Accretion of redeemable noncontrolling interest |
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Net transfers from Parent |
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