UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 27, 2011
Consolidated-Tomoka Land Co.
(Exact name of registrant as specified in its charter)
| Florida | 0-5556 | 59-0483700 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 1530 Cornerstone Boulevard, Suite 100 Daytona Beach, Florida |
32117 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (386) 274-2202
Not Applicable
(Former name or former address, if changed since last report.)
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 7.01 Regulation FD Disclosure.
The information contained in this Current Report on Form 8-K that is furnished under this Item 7.01 is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
A copy of material that will be used in an investor presentation delivered by representatives of Consolidated-Tomoka Land Co. (the “Company”) from time to time is attached to this Current Report on Form 8-K as Exhibit 99.1. These materials are dated October 27, 2011, and the Company disclaims any obligation to correct or update these materials in the future.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
| 99.1 | Investor Presentation Materials, dated October 27, 2011. |
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.
Date: October 27, 2011
| Consolidated-Tomoka Land Co. | ||
| By: | /s/ John P. Albright | |
| John P. Albright, President and | ||
| Chief Executive Officer | ||
2
Exhibit 99.1
INVESTOR PRESENTATION
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 1
Safe Harbor Statement: Certain statements contained in this document (other than statements of historical fact) are forward-looking statements. The words “believe,” “estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,” “plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions and variations thereof identify certain of such forward-looking statements, which speak only as of the dates on which they were made. Forward-looking statements are made based upon management’s expectations and beliefs concerning future developments and their potential effect upon the Company. There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management.
The Company wishes to caution readers that the assumptions which form the basis for forward-looking statements with respect to or that may impact earnings for the year ended December 31, 2011, and thereafter include many factors that are beyond the Company’s ability to control or estimate precisely. These risks and uncertainties include, but are not limited to, the strength of the real estate market in the City of Daytona Beach in Volusia County, Florida; the impact of a further downturn in economic conditions; our ability to successfully execute acquisition or development strategies; any loss of key management personnel; changes in local, regional and national economic conditions affecting the real estate development business and income properties; the impact of environmental and land use regulations; the impact of competitive real estate activity; variability in quarterly results due to the unpredictable timing of land sales; the loss of any major income property tenants; and the availability of capital. Additional information concerning these and other factors that could cause actual results to differ materially from those forward-looking statements is contained from time to time in the Company’s Securities and Exchange Commission filings, including, but not limited to, the Company’s Annual Report on Form 10-K. Copies of each filing may obtained from the Company or the SEC.
Cover Photo Credits:
Embry-Riddle Aeronautical University
Daytona International Speedway: Getty Images 2011
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 2
Consolidated-Tomoka Land Co.
Location:
1530 Cornerstone Boulevard, Suite 100 Daytona Beach, FL 32117 (386) 274-2202 www.ctlc.com
Management: John P. Albright
President and CEO jalbright@ctlc.com
Bruce W. Teeters
Sr. Vice President and Chief Financial Officer bteeters@ctlc.com
Linda Crisp
Vice President and Corporate Secretary lcrisp@ctlc.com
Gary Moothart
Vice President and Controller gmoothart@ctlc.com
Ticker
NYSE Amex: CTO Shares
5,724,147 Share price
$27 Annual dividend
$0.04 52 week range
$25.94 - $35.05 Equity cap
$157,473,000 Debt
$11,800,000
Other liabilities $44,000,000
as of September 30, 2011
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 3
Company Overview & Asset Profile
Current Business Segments:
Daytona Beach Area Land - owns approximately 11,500 acres
Income Property Portfolio - owns 26 single-tenant properties in the southeast
Self - Developed Properties - owns two multi-tenant properties
Fast Track Development Sites - owns several permitted, platted and/or pad ready sites for development
Golf – operates 2 golf courses and a clubhouse
Subsurface – owns 490,000 acres of mineral rights
Billboards – owns 22 billboards
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com
Page 4
Daytona Beach, Florida
Daytona Beach:
68,128 residents1
MSA 494,5932
Average temps: 79° summer / 59° winter
7 million visitors in 2009 spent $3.7 Billion3
Major Traffic Generators
“World’s Most Famous Beach”
23 miles of beach1
over 50 area hotels4
Daytona International Speedway5
8 major racing weekends per year including races: Daytona 500, Rolex 24,
Gatorade Duels, Coke Zero 400, ProAM 200 and more
Daytona 500 - NASCAR’s most prestigious race
Approximate mileage from Daytona Beach:
53 miles to Orlando
90 miles to Jacksonville
139 miles to Tampa
257 miles to Miami
Excellent Interstate Exposure:
I-95 north/south from Jacksonville to Miami
I-4 east/west from Daytona Beach through Orlando to Tampa
Sources: (captured October 2011)
1. Volusia County - http://floridabusiness.org/DB.pdf
2. Volusia County Economic Development
3. Daytona Conventions and Visitors Bureau Annual Report 2009-2010
4. Hotel & Lodging Association of Volusia County - www.daytonahotelmotel.com/directory/hotels
5. Daytona International Speedway - www.daytonainternationalspeedway. com/news/track-facts
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 5
Land
Summary: The Company owns approximately 11,500 acres within four miles of I-95 in Daytona Beach, Florida. The Company’s land straddles Interstate 95 for approximately 6.5 miles between International Speedway Boulevard (U.S. Highway 92) and State Road 40, (both beach access roads). Most of our land is 8 miles or less to the ocean.
Total Approximate Acres: 11,500 Approximate acres east of I-95: 1,400 Approximate acres west of I-95: 10,100
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 6
In the Path of Progress...
Summary: The Company has ensured that critical Infrastructure and amenities are in place for future development.
Infrastructure
1. Daytona Beach Police Department
in 2006, CTO sold 27.5 acres at a discounted price
2. Daytona Beach Water & Waste Water Treatment Plants
in 1976, CTO sold 79.25 acres
3. Daytona Beach Fire Station
in 2007, MSKP donated 2.15 acres
4. Champion Elementary School
in 2007, CTO donated 26 acres
5. Hinson Middle School
in 2000, CTO sold and donated a total of 50.28 acres
6. Father Lopez High School
in 2006, CTO sold 98.57 acres
Amenities
7. USTA 24 clay hydro-courts in 2001, CTO donated 18.87 acres
8. LPGA International 2 championship courses
North Course in 1992, CTO donated 420.54 acre South Course in 2000, CTO donated 241.81 acres
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 7
In the Path of Progress...
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 8
In the Path of Progress...
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 9
In the Path of Progress…
Summary: Daytona West, 7,000-acre tract west of I-95
Large contiguous land tract with
infrastructure
Multiple Use Possibilities
Easy access to I-95 / 1-4 Access
Commuter location to Orlando,
Maitland and Lake Mary
Major companies within 60 miles6
Lockheed-Martin
Siemens
Boeing
Darden Restaurants
Raytheon
AAA - American Automobile Association
Sources: (captured October 2011)
6. Google Earth Pro
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 10
In the Path of Progress…
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 11
In the Path of Progress…
Williamson North Development Site
Florida Hospital - Memorial Medical Center opened in July 2009. Florida Hospital is a $270 Million, 10 floor, 718,000 SF, 277 bed facility complete with 100,000 SF of medical offices and an adjacent 31,652 SF Cancer Treatment Facility. The hospital has expansion capacity to over 500 beds and a wellness center.7
Sources:
7. Florida Hospital - Memorial Medical Center - August 2011
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 12
Building in Progress...
Residential construction by KB Homes in LPGA International
Commercial construction for Ark Technologies in Gateway Center
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 13
Multi-Tenant Properties
OFFICE
SF Year Built Occupancy
Concierge 22,000 2009 75%
Asking Rent
$18.50 NNN
FLEX / OFFICE
Mason Commerce Phase I 30,720 2009 94%
Asking Rent
$12.50 NNN
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 14
Fast Track Development Sites are sites that are either already are, or are in the process of, being permitted, platted, subject to a development agreement, are pad-ready, or a combination thereof. Fast Track Development Sites generally have roads and utilities at or close to the site. Fast Track Development Sites may move through the governmental approval process faster because some of the approvals have been received.
Fast Track Development Sites Size Acres
Mason Commerce Phase II Two 15,360 4.85
Mason Ave Ext & Williamson Blvd. buildings
Flex / Office
Gateway Business Center 146,000 10.75
Mason Avenue Extension
Light Industrial
Williamson North 146,000 60+
Williamson Blvd. & Hand Ave
Professional / Retail / Office
Interstate Commerce Park 7 2-4 acre lots
Tomoka Farms Road, west of I-95 lots
Big Box Retail / Light Industrial available
Concierge Phase II 3 2± acre lots
Williamson & LPGA Blvds lots
Retail / Office available
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 15
Office Sites
Size
Concierge II Retail / Office
Williamson & LPGA Blvds
Lot 1 2.85 Acres
Cornerstone Office OfficePark
Williamson & LPGA Blvds
Lot 3 Two Story Building 48,000 SF
Lot 4 Three Story Building 72,000 SF
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 16
Single-Tenant Properties
Summary: The Company owns 26 single-tenant investment properties in the southeast with an average lease term of over 10 years and a net operating income of approximately $8.7MM including:
9 CVS 7 Walgreens
Consolidated
Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 17
Single-Tenant Properties
Property City, State Sq. Ft. Year Built
Walgreen #4442 Kissimmee, FL 13,905 1998
Walgreen #4646 Orlando, FL 15,120 1997
Walgreen #5897 Powder Springs, GA 15,120 2001
Walgreen #5903 Alpharetta, GA 15,120 2000
Walgreen #7273 Clermont, FL 13,650 2003
Walgreen #7695 Apopka, FL 14,560 2003
Walgreen #4816 Palm Bay, FL 13,905 1999
CVS #7883-01 Vero Beach, FL 13,813 2001
CVS #7897-01 Clermont, FL (#2) 13,813 2004
CVS#03483-01 (subleased) Sebring, FL 12,174 1999
CVS#04525-01 (vacant) Sanford (#2) 13,813 2004
CVS#05025-01 Tallahassee, FL 10,880 1995/2011
CVS#05195-01 Sanford, FL (#1) 11,900 2003
CVS#05202-01 (subleased) Melbourne, FL 10,908 2001
CVS#08374-01 (vacant) Roseland, FL 13,813 2003
CVS#08375-01 Clermont, FL (#1) 13,824 2002
RBC Centura Bank (vacant) Altamonte Spgs., FL 4,128 2004
RBC Centura Bank Alpharetta, GA 4,135 2001
RBC Centura Bank Orlando, FL 4,128 2004
Dick’s Sporting Goods (#276) McDonough, GA 46,315 2006
Harris Teeter (#167) Charlotte, NC 45,089 1993
Lowe’s #490 Lexington, NC 114,734 1996
Northern Tool & Equipment Co. Asheville, NC 25,454 2001
Vacant (former Barnes & Noble)(2) Lakeland, FL 18,150 1994
Barnes & Noble #2763 Daytona Beach, FL 28,000 1995
Best Buy (#668) McDonough, GA 30,038 2005
(1) excluding Lakeland Barnes & Noble Total SF 536,489 Avg Term(1)
(2) under contract 10+ years
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 18
Billboards / Subsurface
Billboards
Billboards owned 22
(19 on I-95)
Subsurface
Acres of full or fractional interest 490,000
(equivalent to 293,000 acres in terms of full interest)
Acres under Lease
Acres receiving oil well royalties 800
Acres in new lease effective Sept. 2011 136,237
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 19
Golf
Summary:The Company operates two golf
courses and a clubhouse. The golf courses at
LPGA International consist of the Rees Jones
“Champions” course and Arthur Hills “Legends”
course.
Ladies Professional Golf Association
Headquarters, located at an entrance of
LPGA International
Host of the Qualifying (Q-School)
Tournament each year
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 20
Investment Strategy
Summary: CTO’s investment strategy is to sell our low-basis agriculture investment
properties and exchange them under the 1031 exchange process into income-producing
properties while deferring income taxes.
CTO is broadening its investment strategy to include multi-tenant stabilized properties and
first mortgage investments in diversified geographic locations, including major MSAs.
Net-Lease Properties - continue selectively purchasing single tenant assets with
strong real estate fundamentals.
Ground Leases - invest in purchasing ground leases which have high collateralization
as the improvements are subordinated to the ground lease payments.
First Mortgages - while not qualifying as an exchange, first mortgage allow the
Company to invest its excess balance sheet into strong risk-adjusted yields.
Multi-Tenant Properties - invest in stabilized leased office and retail properties in
major MSAs.
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 21
Major Economic Drivers of Daytona Beach
Daytona International Speedway
The 480-acre complex, utilizing over 900 employees boasts the most diverse schedule of racing on the globe,
thus earning it the title of “World Center of Racing.” Major racing events include the Daytona 500, Coke Zero 400,
Gatorade Duels, Budweiser Shoot Out, Rolex 24, Daytona Supercross, Daytona ProAm 200, and the Daytona
Beach Half Marathon.8 www.daytonainternationalspeedway.com
Daytona International Airport
Daytona Beach International Airport offers 4 airlines with carrier service from Delta, US Airways, AirGate and Craig
Air Center, providing daily non-stop service to Charlotte and Atlanta.9 http://volusia.org/airport
Ocean Center
The Volusia County Ocean Center is the area's convention, entertainment and sports complex. It is a multi-use
facility that hosts conventions, trade shows, concerts, banquets, family entertainment shows and sporting events.
The Ocean Center boasts 205,000 square-feet of interior meeting space and is a partner in the Ocean Walk Village
with resorts, shopping, restaurants and movies within walking distance. The Ocean Center also has a 42,000
square-foot arena with 9,600 seats, accommodating larger venues.10 www.oceancenter.com
Beaches / Hotels
23 miles of beach help to attract 6.75 million visitors in 2009 who spent $3.7 billion at local businesses. The hotel
industry employs over 2,600 residents, generating a payroll of $47 million. Over 50 hotels in the Daytona Beach
area belong to the Hotel and Lodging Association of Volusia County.11
Sources: (captured October 2011)
8. Daytona International Speedway - www.daytonainternationalspeedway.com/news/track-facts;
9. Volusia County - www.volusia.org/airport
10. Ocean Center -www.oceancenter.com/about
11. Daytona Conventions and Visitors Bureau Annual Report 2009-2010
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 22
Major Economic Drivers of Daytona Beach
Halifax Health
The area’s only Level II Trauma Center and the only Pediatric ED
Halifax Health has been consistently ranked in the top five percent of all hospitals in the nation for clinical outcomes
in the several areas. Halifax Health employs 500 physicians and another 4,200 employees and has 944 beds available.12 www.halifaxhealth.org
Florida Hospital – Memorial Medical Center
Florida Hospitals include Florida Hospital Memorial Medical Center in Daytona Beach and Florida Hospital Oceanside in Ormond Beach. Opened in 2009 the new Memorial Medical Center has 277 single-room beds, 400 physicians and 1,700 employees on a 135 acre campus.13 www.floridahospitalmemorial.org
Embry Riddle Aeronautical University
Embry Riddle Aeronautical University, the best aviation and aerospace university in the world, offers more than 40 degree programs including undergraduate degree programs, Masters degree programs and Doctoral programs.
Embry-Riddle’s Daytona Beach campus, one of the largest employers in Volusia County, Florida, with 1,200 employees and 5,100 students and has a $431 million annual economic impact on the county, based on fiscal year 2010 figures. 14 www.erau.edu
University of Central Florida - Daytona Regional Campus
100,000 square-foot center serves over 1,000 students who can select from 16 undergraduate and five graduate degree programs.15 www.regionalcampuses.ucf.edu/campus/daytona-beach
Sources: (captured October 2011)
12. Halifax Health - www.halifaxhealth.org/aboutus/historyandfacts.aspx
13. Florida Hospital - Memorial Medical Center - www.floridahospitalmemorial.org/AboutUs.aspx
14. Embry-Riddle Aeronautical University - www.erau.edu
15. University of Central Florida - www.regionalcampuses.ucf.edu/campus/daytona-beach
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 23
Major Economic Drivers of Daytona Beach
Bethune-Cookman University
B-CU offers baccalaureate degrees in 35 majors through seven academic schools – Arts & Humanities; Business; Education; Nursing; Science, Engineering and Mathematics; Social Sciences and Graduate and Professional Studies; and a master’s degree program in transformative leadership for its 3,600 students.16 www.cookman.edu
Daytona State College
Daytona State offers one, two and four-year degrees, as well as a full range of non-credit courses and opportunities.
Over 100 programs are offered at the Bachelor, Associate, and certificate level. Daytona State College sites on100 acres, accommodates 19,000 students and employs 1,000 faculty and staff.17 www.daytonastate.edu
Sources: (captured October 2011)
16. Bethune-Cookman University - http://www.cookman.edu/about_bcu/fast_facts/index.html
17. Daytona State College - www.daytonastate.edu
Consolidated Tomoka
1530 Cornerstone Boulevard | Daytona Beach, Florida 32117 | 386.274.2202 | info@ctlc.com Page 24