Commitments, Contingencies and Other

12 Months Ended

Dec. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

15.	Commitments, Contingencies and Other

(a)

Pursuant to his Employment Agreement, Mr. Peter Donovan served as Chief Executive Officer of Winthrop, commencing upon the Closing Date. Mr. Donovan’s Employment Agreement provides for a term of five years, with automatic annual renewals unless notice of non-renewal is given at least six months prior to the applicable employment period. Mr. Donovan was receiving an annual base salary of $300,000, subject to increases at the discretion of the Compensation Committee of Winthrop’s Board of Directors. During the initial term of Mr. Donovan’s Employment Agreement but subsequent to the third anniversary of the Closing Date, in the sole discretion of the Board of Directors of Winthrop, Mr. Donovan will assume the position of Executive Chairman of Winthrop in lieu of his position as Chief Executive Officer, with such authority, duties and responsibilities as are commensurate with his position as Executive Chairman and such other duties and responsibilities as may reasonably be assigned to him by the Chief Executive Officer of the Company. Effective December 19, 2015, pursuant to the terms and conditions of his Employment Agreement, Mr. Donovan assumed the position of Executive Chairman of Winthrop in lieu of the position of Chief Executive Officer of Winthrop. As Executive Chairman, Mr. Donovan is receiving an annual base salary of $200,000.

Under their respective Employment Agreements, the three other key executives were serving as Senior Managing Directors of Winthrop. Their Employment Agreements each provide for a term of three years, with automatic annual renewals unless notice of non-renewal is given at least six months prior to the applicable employment period. On June 16, 2015, the other three key executives were informed that their contracts would not be automatically renewed. Each of the three key executives is receiving an annual base salary of $250,000. In addition to their base salaries, each of the other three key executives were entitled to receive a “Stay/Client Retention Bonus” of $114,000. The Stay/Client Retention Bonus was payable in equal installments on the Closing Date and first, second and third anniversaries of the Closing Date. Two of the executives elected to receive the Stay/Client Retention Bonus in RSUs, valued at $2.00 per RSU (a total of 114,000 RSUs) which vested in equal annual installments on the first, second and third anniversaries of the Closing and one elected to receive cash payable in four equal installments of $28,500, the first paid and expensed on the Closing Date. In the first quarter of 2016, one of the three key executives was no longer employed by the Company.

(b)

On July 1, 2014, Winthrop, pursuant to the terms of its Milford Connecticut facility lease, gave eight months’ notice to their landlord to terminate their lease in Milford, Connecticut. In August 2014, the Company entered into a five-year sublease in Greenwich, Connecticut for 10,000 square feet. At December 31, 2016, annual future rent for the Greenwich space, which expires on September 30, 2019 aggregated $700,000 payable as follows; $248,000 (2017), $255,000 (2018), and $196,000 (through September 30, 2019). Rent expense charged to operations related to the facilities aggregated $240,000 and $225,000 in 2016 and 2015, respectively. The rent expense in 2016 and 2015 included deferred rent of $58,000 and $65,000, respectively, due to straight lining the amounts payable over the lease term commencing in August 2014 upon the Company gaining access to the premises. The Company also moved their corporate office from Mount Kisco, New York (see Note 16) to the new Greenwich facility in March 2015, which resulted in a consolidation of the Company’s corporate headquarters to Greenwich, Connecticut.

(c)

On September 26, 2014, the Connecticut Department of Energy and Environmental Protection (“DEEP”) issued two Orders requiring the investigation and repair of two dams in which the Company and its subsidiaries have certain ownership interests, which are included in Investment in undeveloped land in the Consolidated Balance Sheet. The first Order requires that the Company investigate and make specified repairs to the Acme Pond Dam located in Killingly, Connecticut. The second Order, as subsequently revised by DEEP on October 10, 2014, requires that the Company investigate and make specified repairs to the Killingly Pond Dam located in Killingly, Connecticut. While the Company has administratively appealed and contested the allegations in both Orders, and while discussions with DEEP are underway towards resolution of the Killingly Pond Dam matter, it is not possible at this time to evaluate the likelihood of, or to estimate the range of loss from, an unfavorable outcome of either matter.