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Rental Pool Operations
12 Months Ended
Dec. 31, 2024
Rental Pool Operations  
Rental Pool Operations

6. Rental Pool Operations

 

Under the Master Lease Agreement (the “Agreement” or “MLA”) with the Rental Pool participants (which expired on December 31, 2023, and was replaced with a new agreement (the "New MLA") as more fully described below), the Resort paid Participants a quarterly distribution equal to 40% of the Adjusted Gross Revenues on the first $10 million, 45% between $10 million and $11 million, and 50% above $11 million. Adjusted Gross Revenues are defined as Gross Revenues less agent’s commissions, audit fees, and occupancy fees and when the unit is used for Rental Pool Comps or as a model, linen replacements and credit card fees. Each participant receives a fixed occupancy fee, based upon apartment size for each day the unit is occupied. After allocation of occupancy fees and the payment of general Rental Pool expenses, the balance is allocated proportionally to the participants, based on the Participation Factor as defined in the Agreement or the New MLA. Additionally, occupancy fees are paid by the Resort to participants as rental fees for complimentary rooms unrelated to the Rental Pool operations. Associate room fees are also paid by the Resort to Participants for total room revenues earned from the rental of condominiums by our employees. In 2024 and 2023, amounts available to Participants under the Agreement or New MLA approximated $3,437,000 and $3,717,000, respectively, of which approximately $829,000 and $705,000 was owed as of December 31, 2024 and 2023, respectively. The balances owed, along with the incentives discussed in the following paragraph, are reflected as a Rental Pool liability in our consolidated balance sheets. The amounts were paid in 2025 and 2024, respectively.

 

On August 20, 2018, the Second Addendum to the Master Lease Agreement became effective. The addendum defined the Turn- Key renovation, the customization of certain units that did not require a full renovation and provided for an incentive payment plan (“Incentive”) to be paid to Participants. The Incentive provides for a quarterly payment to each Participant, beginning on January 1, 2019, and ending on December 31, 2023, so long as their units continue to participate in the Rental Pool. Incentive payments due as of December 31, 2024, and 2023 totaled approximately $0 and $112,000, respectively.

 

On July 2, 2019, the Third Addendum to the MLA became effective. The addendum provided Participants with two options for funding of the cost overruns created by the default of AMH Construction, Inc. (“AMH”). The first option provided that we would fund the cost overruns in exchange for the Participating Owner’s dedication of their unit to the Rental Pool as evidenced by a Memorandum of Lease recorded against the title of such participant’s unit in the land records of Pinellas County. The second option provided an additional incentive payment equal to the cost overrun amount in the form of quarterly payments,adjusted annually, resulting in a reimbursement of 10% of the total amount in 2019, 15% in 2020, 20% in 2021, 25% in 2022, and the remainder in 2023. Participants choosing option 1 represented 192 units (233 doors) and Participants choosing option 2 represented 13 units (15 doors). For option 1, we paid Participants $3,146,363 in 2019, which amount was being amortized over the five-year term of the Participants lease dedication beginning January 1, 2019 and ending on December 31, 2023.

 

As mentioned above, the Agreement was replaced in its entirety by a New MLA, with a term of 7 years, on November 21, 2023. The New MLA was effective on January 1, 2024, and will expire on December 31, 2030.Under the new Agreement, the Resort pays Participants a quarterly distribution equal to 42% of the Adjusted Gross Revenues (as defined above) on the first $8.7 million, 45% between $8.7 million and $9.7 million, and 50% above $9.7 million.The Incentive described above is not included in the New MLA. Additionally, the New MLA requires Participants to maintain an escrow balance equal to $1,000 plus an amount equal to an Aging Factor, which represents fifty percent (50%) of the estimated costs of future renovation to the Units in order to maintain the Standard established under the New MLA. The rest of the New MLA remains substantially similar to the expired Agreement.