0001545654-22-000018.txt : 20220506 0001545654-22-000018.hdr.sgml : 20220506 20220505201707 ACCESSION NUMBER: 0001545654-22-000018 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 91 CONFORMED PERIOD OF REPORT: 20220331 FILED AS OF DATE: 20220506 DATE AS OF CHANGE: 20220505 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alexander & Baldwin, Inc. CENTRAL INDEX KEY: 0001545654 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 454849780 STATE OF INCORPORATION: HI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-35492 FILM NUMBER: 22898442 BUSINESS ADDRESS: STREET 1: 822 BISHOP STREET, P.O. BOX 3440 CITY: HONOLULU STATE: HI ZIP: 96801 BUSINESS PHONE: (808) 525-6611 MAIL ADDRESS: STREET 1: 822 BISHOP STREET, P.O. BOX 3440 CITY: HONOLULU STATE: HI ZIP: 96801 FORMER COMPANY: FORMER CONFORMED NAME: A & B II, Inc. DATE OF NAME CHANGE: 20120502 FORMER COMPANY: FORMER CONFORMED NAME: & B II, Inc. DATE OF NAME CHANGE: 20120326 FORMER COMPANY: FORMER CONFORMED NAME: A&B II, Inc. DATE OF NAME CHANGE: 20120326 10-Q 1 alex-20220331.htm 10-Q alex-20220331
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________ to _________________
Commission file number 001-35492
ALEXANDER & BALDWIN, INC.
(Exact name of registrant as specified in its charter)
Hawaii45-4849780
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
822 Bishop Street
P. O. Box 3440,Honolulu,Hawaii96801
(Address of principal executive offices)(Zip Code)
(808) 525-6611
(Registrant's telephone number, including area code)
N/A
(Former name, former address, and former
fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, without par valueALEXNew York Stock Exchange
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, 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.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
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
Number of shares of common stock outstanding as of March 31, 2022: 72,680,364

1


ALEXANDER & BALDWIN, INC.
FORM 10-Q
For the Quarterly Period Ended March 31, 2022

TABLE OF CONTENTS
Page
PART I. FINANCIAL INFORMATION
Item 1.
Condensed Consolidated Balance Sheets - As of March 31, 2022 and December 31, 2021
Condensed Consolidated Statements of Operations - Three Months Ended March 31, 2022 and 2021
Condensed Consolidated Statements of Comprehensive Income (Loss) - Three Months Ended March 31, 2022 and 2021
Condensed Consolidated Statements of Cash Flows - Three Months Ended March 31, 2022 and 2021
Item 2.
Item 3.
Item 4.
PART II. OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 4.
Item 6.



PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ALEXANDER & BALDWIN, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in millions; unaudited)
March 31, December 31,
20222021
ASSETS
Real estate investments
Real estate property$1,590.9 $1,588.2 
Accumulated depreciation(187.8)(180.5)
Real estate property, net1,403.1 1,407.7 
Real estate developments61.9 65.0 
Investments in real estate joint ventures and partnerships8.8 8.8 
Real estate intangible assets, net49.4 51.6 
Real estate investments, net1,523.2 1,533.1 
Cash and cash equivalents33.7 70.0 
Restricted cash1.0 1.0 
Accounts receivable and retention, net of allowance for credit losses and allowance for doubtful accounts of $1.3 million and $1.3 million as of March 31, 2022, and December 31, 2021, respectively
37.6 28.9 
Inventories26.1 20.3 
Other property, net83.8 83.5 
Operating lease right-of-use assets19.3 20.1 
Goodwill8.7 8.7 
Other receivables, net of allowance for credit losses and allowance for doubtful accounts of $2.5 million and $2.5 million as of March 31, 2022, and December 31, 2021, respectively
13.1 11.6 
Prepaid expenses and other assets108.1 102.6 
Total assets$1,854.6 $1,879.8 
LIABILITIES AND EQUITY
Liabilities:
Notes payable and other debt$522.2 $532.7 
Accounts payable13.2 9.9 
Operating lease liabilities18.9 19.4 
Accrued pension and post-retirement benefits56.1 56.3 
Deferred revenue70.0 68.5 
Accrued and other liabilities96.4 119.5 
Total liabilities776.8 806.3 
Commitments and Contingencies (Note 8)
Redeemable Noncontrolling Interest7.4 6.9 
Equity:
Common stock - no par value; authorized, 150.0 million shares; outstanding, 72.7 million and 72.5 million shares at March 31, 2022 and December 31, 2021, respectively
1,809.6 1,810.5 
Accumulated other comprehensive income (loss)(72.8)(80.7)
Distributions in excess of accumulated earnings(666.4)(663.2)
Total equity1,070.4 1,066.6 
Total liabilities and equity$1,854.6 $1,879.8 
See Notes to Condensed Consolidated Financial Statements.
1


ALEXANDER & BALDWIN, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in millions, except per share data; unaudited)

Three Months Ended March 31,
20222021
Operating Revenue:
Commercial Real Estate$46.1 $39.9 
Land Operations12.9 17.1 
Materials & Construction39.2 24.0 
Total operating revenue98.2 81.0 
Operating Costs and Expenses: 
Cost of Commercial Real Estate24.0 23.4 
Cost of Land Operations9.3 8.1 
Cost of Materials & Construction34.1 23.7 
Selling, general and administrative12.4 12.2 
Total operating costs and expenses79.8 67.4 
Gain (loss) on disposal of commercial real estate properties, net 0.2 
Gain (loss) on disposal of non-core assets, net 0.1 
Total gain (loss) on disposal of assets, net 0.3 
Operating Income (Loss)18.4 13.9 
Other Income and (Expenses):
Income (loss) related to joint ventures1.6 3.4 
Pension and postretirement benefit (expense)(3.4)(0.6)
Interest and other income (expense), net (Note 2)
0.1 0.3 
Interest expense(5.7)(7.0)
Income (Loss) from Continuing Operations Before Income Taxes11.0 10.0 
Income tax benefit (expense) (0.1)
Income (Loss) from Continuing Operations11.0 9.9 
Net Income (Loss)11.0 9.9 
Loss (income) attributable to noncontrolling interest(0.5) 
Net Income (Loss) Attributable to A&B Shareholders$10.5 $9.9 
Earnings (Loss) Per Share Available to A&B Shareholders:
Basic Earnings (Loss) Per Share of Common Stock: 
Continuing operations available to A&B shareholders$0.14 $0.14 
Net income (loss) available to A&B shareholders$0.14 $0.14 
Diluted Earnings (Loss) Per Share of Common Stock:
Continuing operations available to A&B shareholders$0.14 $0.14 
Net income (loss) available to A&B shareholders$0.14 $0.14 
Weighted-Average Number of Shares Outstanding:
Basic72.672.5 
Diluted72.872.6 
Amounts Available to A&B Common Shareholders (Note 15):
Continuing operations available to A&B common shareholders$10.5 $9.9 
Net income (loss) available to A&B common shareholders$10.5 $9.9 
See Notes to Condensed Consolidated Financial Statements.
2


ALEXANDER & BALDWIN, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(amounts in millions; unaudited)
Three Months Ended March 31,
 20222021
Net Income (Loss)$11.0 $9.9 
Other Comprehensive Income (Loss), net of tax:
Cash flow hedges:
Unrealized interest rate hedging gain (loss)3.4 3.1 
Impact of reclassification adjustment to interest expense included in Net Income (Loss)0.4 0.3 
Employee benefit plans:
Amortization of net loss included in net periodic benefit cost0.9 0.6 
Settlement (gain) loss3.2  
Other comprehensive income (loss), net of tax7.9 4.0 
Comprehensive Income (Loss)18.9 13.9 
Comprehensive (income) loss attributable to noncontrolling interest(0.5) 
Comprehensive Income (Loss) Attributable to A&B Shareholders$18.4 $13.9 
See Notes to Condensed Consolidated Financial Statements.
3


ALEXANDER & BALDWIN, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in millions; unaudited)
Three Months Ended March 31,
 20222021
Cash Flows from Operating Activities:
Net income (loss)$11.0 $9.9 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operations:
Depreciation and amortization11.3 12.6 
Loss (gain) from disposals and asset transactions, net (0.3)
Share-based compensation expense1.5 1.4 
Equity in (income) loss from affiliates, net of operating cash distributions(1.6)(2.1)
Settlement charge related to pension plan termination3.2  
Changes in operating assets and liabilities:
Trade, contracts retention, and other contract receivables(6.8)5.4 
Inventories(5.8)(8.8)
Prepaid expenses, income tax receivable and other assets(5.7)(1.0)
Development/other property inventory3.1 2.2 
Accrued pension and post-retirement benefits0.8 0.9 
Accounts payable2.5 0.8 
Accrued and other liabilities(6.2)(0.4)
Net cash provided by (used in) operations7.3 20.6 
Cash Flows from Investing Activities:  
Capital expenditures for property, plant and equipment(3.8)(5.2)
Proceeds from disposal of assets 0.5 
Payments for purchases of investments in affiliates and other investments(0.1)(0.6)
Distributions of capital and other receipts from investments in affiliates and other investments 15.7 
Net cash provided by (used in) investing activities(3.9)10.4 
Cash Flows from Financing Activities:  
Payments of notes payable and other debt and deferred financing costs(10.5)(37.7)
Borrowings (payments) on line-of-credit agreement, net 4.0 
Cash dividends paid(27.0)(21.8)
Proceeds from issuance (repurchase) of capital stock and other, net(2.2)(0.7)
Net cash provided by (used in) financing activities(39.7)(56.2)
Cash, Cash Equivalents and Restricted Cash  
Net increase (decrease) in cash, cash equivalents and restricted cash(36.3)(25.2)
Balance, beginning of period71.0 57.4 
Balance, end of period$34.7 $32.2 
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Other Cash Flow Information:
Interest paid, net of capitalized interest$(4.9)$(6.2)
Income tax (payments)/refunds, net$ $0.1 
Noncash Investing and Financing Activities:
Capital expenditures included in accounts payable and accrued and other liabilities$0.1 $5.5 
Reconciliation of cash, cash equivalents and restricted cash:
Beginning of the period:
Cash and cash equivalents$70.0 $57.2 
Restricted cash1.0 0.2 
Cash, cash equivalents and restricted cash$71.0 $57.4 
End of the period:
Cash and cash equivalents$33.7 $32.0 
Restricted cash1.0 0.2 
Cash, cash equivalents and restricted cash$34.7 $32.2 
See Notes to Condensed Consolidated Financial Statements.
5


ALEXANDER & BALDWIN, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTEREST
For the Three Months Ended March 31, 2022 and 2021
(amounts in millions, except per share data; unaudited)
Total Equity
Common StockAccumulated
 Other
 Compre-
hensive Income (Loss)
(Distribution
in Excess
of Accumulated Earnings)
Earnings Surplus
TotalRedeem-
able
Non-
Controlling
Interest
SharesStated Value
Balance, January 1, 202172.4 $1,805.5 $(60.0)$(649.4)$1,096.1 $6.5 
Net income (loss)— — — 9.9 9.9  
Other comprehensive income (loss), net of tax— — 4.0 — 4.0 — 
Dividend on common stock ($0.15 per share)
— — — (10.9)(10.9)— 
Share-based compensation— 1.4 — — 1.4 — 
Shares issued (repurchased), net0.1 (0.7)—  (0.7)— 
Balance, March 31, 202172.5 $1,806.2 $(56.0)$(650.4)$1,099.8 $6.5 
Total Equity
Common StockAccumulated
 Other
 Compre-
hensive Income (Loss)
(Distribution
in Excess
of Accumulated Earnings)
Earnings Surplus
TotalRedeem-
able
Non-
Controlling
Interest
SharesStated Value
Balance, January 1, 202272.5 $1,810.5 $(80.7)$(663.2)$1,066.6 $6.9 
Net income (loss)— — — 10.5 10.5 0.5 
Other comprehensive income (loss), net of tax— — 7.9 — 7.9 — 
Dividend on common stock ($0.19 per share)
— — — (13.9)(13.9)— 
Share-based compensation— 1.5 — — 1.5 — 
Shares issued (repurchased), net0.2 (2.4)— 0.2 (2.2)— 
Balance, March 31, 202272.7 $1,809.6 $(72.8)$(666.4)$1,070.4 $7.4 
See Notes to Condensed Consolidated Financial Statements
6


Alexander & Baldwin, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
1.    BACKGROUND AND BASIS OF PRESENTATION
Description of Business: Alexander & Baldwin, Inc. ("A&B" or the "Company") is a real estate investment trust ("REIT") headquartered in Honolulu, Hawai‘i. The Company operates in three segments: Commercial Real Estate ("CRE"); Land Operations; and Materials & Construction ("M&C"). As of March 31, 2022, the Company owns a portfolio of commercial real estate improved properties in Hawai‘i consisting of 22 retail centers, 11 industrial assets, and four office properties, representing a total of 3.9 million square feet of gross leasable area, as well as a portfolio of ground leases in Hawai‘i representing 140.7 acres. Throughout this quarterly report on Form 10-Q, references to "we," "our," "us" and "our Company" refer to Alexander & Baldwin, Inc., together with its consolidated subsidiaries.
Basis of Presentation: The interim condensed consolidated financial statements are unaudited. Because of the nature of the Company's operations, the results for interim periods are not necessarily indicative of results to be expected for the year. While these condensed consolidated financial statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America ("GAAP") for complete financial statements. Therefore, the interim condensed consolidated financial statements should be read in conjunction with the consolidated balance sheets as of December 31, 2021 and 2020, and the related consolidated statements of operations, comprehensive income (loss), cash flows, and equity and redeemable noncontrolling interest for each of the three years ended December 31, 2021, 2020 and 2019, respectively, and the notes thereto included in the Company's Annual Report filed on Form 10-K for the year ended December 31, 2021 ("2021 Form 10-K"), and other subsequent filings with the U.S. Securities and Exchange Commission ("SEC").
Rounding: Amounts in the condensed consolidated financial statements and notes are rounded to the nearest tenth of a million. Accordingly, a recalculation of some per-share amounts and percentages, if based on the reported data, may result in differences.
2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company's significant accounting policies are described in Note 2 to the consolidated financial statements included in Item 8 of the Company's 2021 Form 10-K. There have not been any changes to the Company's significant accounting policies as described in the Company's 2021 Form 10-K.
Recently issued accounting pronouncements
In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, Reference Rate Reform, establishing ASC Topic 848, and amended the standard thereafter through ASU No. 2021-01 (collectively, "ASC 848"). ASC 848 provides optional practical expedients and exceptions related to the impacts of reference rate reform that affect certain debt, leases, derivatives and other contracts if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. Reference rate reform has not had a material impact on any of the Company's existing contracts. Therefore, the Company has not elected to apply any of the optional practical expedients and exceptions under ASC 848 as of the current date. The Company will assess future changes in its contracts and the impact of electing to apply the optional practical expedients and exceptions provided by ASC 848 as they occur, but expects their application will not have a material effect on its financial position or results of operations.
7


Interest and other income (expense), net
Interest and other income (expense), net for the three months ended March 31, 2022 and 2021, included the following (in millions):
Three Months Ended March 31,
20222021
Interest income$0.1 $0.3 
Interest and other income (expense), net$0.1 $0.3 

3.    INVESTMENTS IN AFFILIATES
The Company's investments in affiliates principally consist of equity investments in limited liability companies in which the Company has the ability to exercise significant influence over the operating and financial policies of these investments. Accordingly, the Company accounts for its investments using the equity method of accounting.
Operating results presented in the Company's condensed consolidated financial statements include the Company's proportionate share of net income (loss) from its equity method investments. Summarized financial information of entities accounted for by the equity method on a combined basis for the three months ended March 31, 2022 and 2021, is as follows (in millions):
Three Months Ended March 31,
20222021
Revenues$38.3 $69.9 
Operating costs and expenses36.4 63.0 
Gross Profit (Loss)$1.9 $6.9 
Income (Loss) from Continuing Operations1
$(2.2)$3.9 
Net Income (Loss)1
$3.0 $3.7 
1 Includes earnings from equity method investments held by the investee.
During the three months ended March 31, 2022 and 2021, Income (loss) related to joint ventures was $1.6 million and $3.4 million, respectively, and return on investment operating cash distributions was zero and $1.3 million, respectively.
4.    INVENTORIES
Inventories are stated at the lower of cost (principally first-in, first-out basis) or net realizable value. Inventories as of March 31, 2022, and December 31, 2021, were as follows (in millions):
March 31, December 31,
20222021
Asphalt$8.9 $4.7 
Processed rock and sand9.3 8.1 
Work in progress3.6 3.6 
Retail merchandise2.4 2.1 
Parts, materials and supplies inventories1.9 1.8 
Total$26.1 $20.3 
5.    FAIR VALUE MEASUREMENTS
The fair value of the Company's cash and cash equivalents, accounts receivable, net and short-term borrowings approximate their carrying values due to the short-term nature of the instruments.
The fair value of the Company's notes receivable approximated the carrying amount of $8.4 million as of March 31, 2022, and December 31, 2021. The fair value of these notes is estimated using a discounted cash flow analysis in which the Company uses unobservable inputs such as market interest rates determined by the loan-to-value and market capitalization rates
8


related to the underlying collateral at which management believes similar loans would be made and classified as a Level 3 measurement in the fair value hierarchy.
As of March 31, 2022, the carrying amount of the Company's notes payable and other debt was $522.2 million and the corresponding fair value was $525.4 million. As of December 31, 2021, the carrying amount of the Company's notes payable and other debt was $532.7 million, and the corresponding fair value was $554.3 million. The fair value of debt is calculated by discounting the future cash flows of the debt at market rates for instruments with similar risk, terms and maturities as compared to the Company's existing debt arrangements and classified as a Level 3 measurement in the fair value hierarchy.
The Company records its interest rate swaps at fair value. The fair values of the Company's interest rate swaps are based on the estimated amounts that the Company would receive or pay to terminate the contracts at the reporting date and are determined using interest rate pricing models and interest rate related observable inputs (refer to Note 7 for fair value information regarding the Company's derivative instruments). The fair values of the Company's interest rate swaps are classified as a Level 2 measurement in the fair value hierarchy.

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6.    NOTES PAYABLE AND OTHER DEBT
As of March 31, 2022, and December 31, 2021, notes payable and other debt consisted of the following (dollars in millions):

Interest Rate (%)Maturity DatePrincipal Outstanding
March 31, 2022December 31, 2021
Secured:
Heavy Equipment Financing(1)(1)$1.7 $1.9 
Laulani Village3.93%202459.9 60.2 
Pearl Highlands4.15%202478.9 79.4 
Manoa Marketplace(2)202955.8 56.3 
Subtotal$196.3 $197.8 
Unsecured:
Series A Note5.53%2024$21.3 $21.3 
Series J Note4.66%202510.0 10.0 
Series B Note5.55%202636.0 45.0 
Series C Note5.56%202613.0 13.0 
Series F Note4.35%202615.2 15.2 
Series H Note4.04%202650.0 50.0 
Series K Note4.81%202734.5 34.5 
Series G Note3.88%202728.1 28.1 
Series L Note4.89%202818.0 18.0 
Series I Note4.16%202825.0 25.0 
Term Loan 54.30%202925.0 25.0 
Subtotal$276.1 $285.1 
Revolving Credit Facilities:
GLP Asphalt revolving credit facility(3)2022$ $ 
A&B Revolver(4)202550.0 50.0 
Subtotal$50.0 $50.0 
Total debt (contractual)$522.4 $532.9 
Unamortized debt issuance costs(0.2)(0.2)
Total debt (carrying value)$522.2 $532.7 
(1) Loans have a weighted average stated interest rate of approximately 2.77% and stated maturity dates ranging from 2022 to 2024.
(2) Loan has a stated interest rate of LIBOR plus 1.35%, but is swapped through maturity to a 3.14% fixed rate.
(3) Loan has a stated interest rate of SOFR plus 1.75%.
(4) Loan has a stated interest rate of LIBOR plus 1.05% based on a pricing grid. $50 million is swapped through February 2023 to a 2.40% fixed rate.
On March 5, 2021, the Financial Conduct Authority announced a timeline for the phase-out of the London Interbank Offered Rate ("LIBOR"). The Federal Reserve, the Federal Deposit Insurance Corporation, and the Office of the Comptroller of the Currency subsequently issued a joint statement saying that banks should stop entering into new contracts with LIBOR as soon as possible but at least by December 31, 2021. As of January 1, 2022, LIBOR can only be used for legacy LIBOR obligations entered into prior to December 31, 2021. In addition, LIBOR will cease to be available after June 30, 2023. The Federal Reserve-formed Alternative Reference Rates Committee identified the Secured Overnight Financing Rate ("SOFR") as the recommended benchmark rate to replace LIBOR in the United States.

As of March 31, 2022, only the GLP Asphalt Revolving Credit Facility had transitioned to a benchmark based on SOFR. On April 29, 2022, the Company entered into a Sixth Amendment to this credit agreement with Wells Fargo Bank, NA, extending the maturity date by 45 days from May 1, 2022, to June 15, 2022.
7.    DERIVATIVE INSTRUMENTS
The Company is exposed to interest rate risk related to its variable-rate interest debt. The Company balances its cost of debt and exposure to interest rates primarily through its mix of fixed-rate and variable-rate debt. From time to time, the Company may use interest rate swaps to manage its exposure to interest rate risk. The Company effectively had no variable-rate debt at March 31, 2022, as a result of its interest rate swap agreements.
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Cash Flow Hedges of Interest Rate Risk
The Company has two interest rate swap agreements designated as cash flow hedges whose key terms are as follows (dollars in millions):

EffectiveMaturityFixed InterestNotional Amount atAsset (Liability) Fair Value at
DateDateRateMarch 31, 2022March 31, 2022December 31, 2021
4/7/20168/1/20293.14%$55.8 $1.5 $(1.7)
2/13/20202/27/20232.40%$50.0 $0.1 $(0.5)

The asset related to the interest rate swaps as of March 31, 2022, is presented within Prepaid expenses and other assets in the condensed consolidated balance sheet. The liability related to the interest rate swaps as of December 31, 2021, is presented within Accrued and other liabilities. The changes in fair value of the cash flow hedges are recorded in Accumulated other comprehensive income (loss) and subsequently reclassified into interest expense as interest is incurred on the related variable-rate debt.
The following table represents the pre-tax effect of the derivative instruments in the Company's condensed consolidated statement of comprehensive income (loss) during the three months ended March 31, 2022 and 2021, (in millions):

Three Months Ended March 31,
20222021
Derivatives in Designated Cash Flow Hedging Relationships:
Amount of gain (loss) recognized in OCI on derivatives$3.4 $3.1 
Impact of reclassification adjustment to interest expense included in Net Income (Loss)$0.4 $0.3 

As of March 31, 2022, the Company expects to reclassify $1.0 million of net gains (losses) on derivative instruments from accumulated other comprehensive income to earnings during the next 12 months.
The Company measures all of its interest rate swaps at fair value. The fair values of the Company's interest rate swaps are based on the estimated amounts that the Company would receive or pay to terminate the contracts at the reporting date and are determined using interest rate pricing models and interest rate related observable inputs. The fair values of the Company's interest rate swaps are classified as a Level 2 measurement in the fair value hierarchy.
8.    COMMITMENTS AND CONTINGENCIES
Commitments and other financial arrangements
The Company has various financial commitments and other arrangements including standby letters of credit and bonds that are not recorded as liabilities on the Company's condensed consolidated balance sheet as of March 31, 2022:
Standby letters of credit issued by the Company's lenders under the Company's revolving credit facilities totaled $1.1 million as of March 31, 2022. These letters of credit primarily relate to the Company's workers' compensation plans and construction activities; if drawn upon, the Company would be obligated to reimburse the issuer.
Bonds related to the Company's construction and real estate activities totaled $297.3 million as of March 31, 2022. Approximately $278.7 million represents the face value of construction bonds issued by third party sureties (bid, performance and payment bonds), and the remainder is related to commercial bonds issued by third party sureties (permit, subdivision, license and notary bonds); if drawn upon, the Company would be obligated to reimburse the surety that issued the bond for the amount of the bond, reduced for the work completed to date. As of March 31, 2022, the Company's maximum remaining exposure, in the event of defaults on all existing contractual construction obligations, was approximately $96.0 million.
The Company also provides certain bond indemnities and guarantees of indebtedness for certain of its unconsolidated affiliates that it accounts for as equity method investments (e.g., real estate joint ventures).
Bond indemnities are provided for the benefit of the surety in exchange for the issuance of surety bonds and cover joint venture construction activities (such as project amenities, roads, utilities, and other infrastructure). Under such bond indemnities, the Company and the joint venture partners agree to indemnify the surety bond issuer from all losses and expenses arising from the failure of the joint venture to complete the specified bonded construction; the Company
11


may be obligated to complete construction of the joint ventures' construction projects if the joint venture does not perform. The maximum potential amount of aggregate future payments is a function of the amount covered by outstanding bonds at the time of default by the joint venture, reduced by the amount of work completed to date.
Guarantees of indebtedness may be provided by the Company for the benefit of financial institutions providing credit to unconsolidated equity method investees. As of March 31, 2022, the Company had one arrangement with third party lenders that provided for a limited guarantee on any outstanding amounts related to an unconsolidated equity method investee's line of credit; related to borrowings on such line of credit by the equity method investee, there was $0.1 million outstanding as of March 31, 2022.
The recorded amounts of the bond indemnities and guarantee of indebtedness were not material individually or in the aggregate. Other than those described above, obligations of the Company's joint ventures do not have recourse to the Company, and the Company's "at-risk" amounts are limited to its investment.
Legal proceedings and other contingencies
Prior to the sale of approximately 41,000 acres of agricultural land on Maui to Mahi Pono Holdings, LLC ("Mahi Pono") in December 2018, the Company, through East Maui Irrigation Company, LLC ("EMI"), also owned approximately 16,000 acres of watershed lands in East Maui and held four water licenses to approximately 30,000 acres owned by the State of Hawai‘i in East Maui. The sale to Mahi Pono included the sale of a 50% interest in EMI (which closed February 1, 2019), and provided for the Company and Mahi Pono, through EMI, to jointly continue the existing process to secure a long-term lease from the State for delivery of irrigation water to Mahi Pono for use in Central Maui.
The last of these water license agreements expired in 1986, and all four agreements were then extended as revocable permits that were renewed annually. In 2001, a request was made to the State Board of Land and Natural Resources (the "BLNR") to replace these revocable permits with a long-term water lease. Pending the completion by the BLNR of a contested case hearing it ordered to be held on the request for the long-term lease, the BLNR has kept the existing permits on a holdover basis. Three parties (Healoha Carmichael; Lezley Jacintho; and Na Moku Aupuni O Ko‘olau Hui) filed a lawsuit on April 10, 2015, (the "Initial Lawsuit") alleging that the BLNR has been renewing the revocable permits annually rather than keeping them in holdover status. The lawsuit challenged the BLNR’s decision to continue the revocable permits for calendar year 2015 and asked the court to void the revocable permits and to declare that the renewals were illegally issued without preparation of an environmental assessment ("EA"). In December 2015, the BLNR decided to reaffirm its prior decisions to keep the permits in holdover status. This decision by the BLNR was challenged by the three parties. In January 2016, the court ruled in the Initial Lawsuit that the renewals were not subject to the EA requirement, but that the BLNR lacked legal authority to keep the revocable permits in holdover status beyond one year (the "Initial Ruling"). The Initial Ruling was appealed to the Intermediate Court of Appeals ("ICA") of the State of Hawai‘i.
In May 2016, while the appeal of the Initial Ruling was pending, the Hawai‘i State Legislature passed House Bill 2501, which specified that the BLNR has the legal authority to issue holdover revocable permits for the disposition of water rights for a period not to exceed three years. The governor signed this bill into law as Act 126 in June 2016. Pursuant to Act 126, the annual authorization of the existing holdover permits was sought and granted by the BLNR in December 2016, November 2017 and November 2018 for calendar years 2017, 2018, and 2019. No extension of Act 126 was approved by the Hawai‘i State Legislature in 2019.
In June 2019, the ICA vacated the Initial Ruling, effectively reversing the determination that the BLNR lacked authority to keep the revocable permits in holdover status beyond one year (the "ICA Ruling"). The ICA remanded the case back to the trial court to determine whether the holdover status of the permits was both (a) "temporary" and (b) in the best interest of the State, as required by statute. The plaintiffs filed a motion with the ICA for reconsideration of its decision, which was denied on July 5, 2019. On September 30, 2019, the plaintiffs filed a request with the Supreme Court of Hawai‘i to review and reverse the ICA Ruling. On November 25, 2019, the Supreme Court of Hawai‘i granted the plaintiffs' request to review the ICA Ruling and, on May 5, 2020, oral argument was held.
On October 11, 2019, the BLNR took up the renewal of all the existing water revocable permits in the state, acting under the ICA Ruling, and approved the continuation of the four East Maui water revocable permits for another one-year period through December 31, 2020. On November 13, 2020, the BLNR approved another renewal of such permits through December 31, 2021.
On March 2, 2022, the Supreme Court of Hawai’i vacated the ICA’s ruling relating to the BLNR's decision to continue the revocable permits for the calendar year 2015, holding that Hawaii Revised Statutes Chapter 343 (the Hawaii Environmental Policy Act) did apply to the permits. The court remanded the matter back to the Circuit Court to determine if any exceptions would apply and, if not, how HRS Chapter 343 should be applied in light of the steps taken by A&B/EMI toward the long-term
12


water lease. The Supreme Court of Hawai’i also determined that the BLNR had the statutory authority to continue the permits for more than one year, but required BLNR to make findings of fact and conclusions of law determining that the action would serve the best interests of the State. A&B/EMI will continue to defend against the plaintiffs’ claims on remand.
In a separate matter, on December 7, 2018, a contested case request filed by the Sierra Club (contesting the BLNR's November 2018 approval of the 2019 revocable permits) was denied by the BLNR. On January 7, 2019, Sierra Club filed a lawsuit in the circuit court of the first circuit in Hawai‘i against BLNR, A&B and EMI, seeking to invalidate the 2019 and 2020 holdovers of the revocable permits for, among other things, failure to perform an EA. The lawsuit also sought to enjoin A&B/EMI from diverting more than 25 million gallons a day until a permit or lease is properly issued by the BLNR, and for the imposition of certain conditions on the revocable permits by the BLNR. The count seeking to invalidate the revocable permits based on the failure to perform an EA was dismissed by the court, based on the ICA Ruling in the Initial Lawsuit. The Sierra Club’s lawsuit was amended to include a challenge to the BLNR’s renewal of the revocable permits for calendar year 2020. After a full trial on the merits held beginning in August of 2020, the court ruled, on April 6, 2021, against the Sierra Club on its lawsuit challenging the 2019 and 2020 revocable permits. On February 17, 2022, the Sierra Club filed its notice of appeal challenging the decision on the August 2020 trial. The court is separately considering a lawsuit filed by the Sierra Club appealing the BLNR’s decision to deny them a contested case hearing on the 2021 revocable permits, which were granted by the BLNR on or about November 13, 2020. On May 28, 2021, the court issued an interim decision that the Sierra Club’s due process rights were violated and ordered the BLNR to hold a contested case hearing on the 2021 permits, and that the permits should be vacated. On July 30, 2021, the court modified its ruling to say that the permits would not be invalidated, but left in place pending the outcome of the contested case hearing. The contested case hearing was held by the BLNR in December 2021 to address the continuation of the revocable permits for both calendar years 2021 and 2022 and a decision is pending. On December 27, 2021, the court, in the meantime, further modified its ruling to say that the permits will remain in place until the earlier of May 1, 2022, the date on which the BLNR renders a substantive decision on the continuation of the permits for calendar year 2022, or further order of the court. On April 26, 2022, the court granted an extension of the May 1, 2022 deadline to the earlier of June 15, 2022, or the date on which the BLNR renders a substantive decision on the continuation of the permits for calendar year 2022, or as may be further ordered by the court.
In connection with A&B’s obligation to continue the existing process to secure a long-term water lease from the State, A&B and EMI will defend against the remaining claims made by the Sierra Club.
The Company is a party to, or may be contingently liable in connection with, other legal actions arising in the normal conduct of its businesses, the outcomes of which, in the opinion of management after consultation with counsel, would not have a material effect on the Company's consolidated financial statements as a whole.
Further note that certain of the Company's properties and assets may become the subject of other types of claims and assessments at various times (e.g., environmental matters based on normal operations of such assets). Depending on the facts and circumstances surrounding such potential claims and assessments, the Company records an accrual if it is deemed probable that a liability has been incurred and the amount of loss can be reasonably estimated/valued as of the date of the financial statements.
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9.    REVENUE AND CONTRACT BALANCES
The Company generates revenue through its Commercial Real Estate, Land Operations, and Materials & Construction segments. Through its Commercial Real Estate segment, the Company owns and operates a portfolio of commercial real estate properties and generates income (i.e., revenue) as a lessor through leases of such assets. Refer to Note 10 for further discussion of lessor income recognition. The Land Operations and Materials & Construction segments generate revenue from contracts with customers. The Company further disaggregates revenue from contracts with customers by revenue type when appropriate if the Company believes disaggregation best depicts how the nature, amount, timing, and uncertainty of the Company's revenue and cash flows are affected by economic factors. Revenue by type for the three months ended March 31, 2022 and 2021, was as follows (in millions):
Three Months Ended March 31,
20222021
Revenues:
     Commercial Real Estate$46.1 $39.9 
     Land Operations:
Development sales revenue6.3  
Unimproved/other property sales revenue1.8 11.3 
Other operating revenue4.8 5.8 
Land Operations12.9 17.1 
     Materials & Construction39.2 24.0 
Total revenues$98.2 $81.0 
Timing of revenue recognition may differ from the timing of invoicing to customers. Certain construction contracts include retainage provisions that are customary in the industry (i.e., are not for financing purposes) and are included in Accounts receivable and contracts retention, net. The balances billed but not paid by customers pursuant to these provisions generally become due upon completion and acceptance of the project work or products by the customers. Within Prepaid expenses and other assets, the Company records assets for "costs and estimated earnings in excess of billings on uncompleted contracts" which represent amounts earned and reimbursable under contracts, but have a conditional right for billing and payment, such as achievement of milestones or completion of the project. When events or conditions indicate that it is probable that the amounts outstanding become unbillable, the transaction price and associated contract asset is reduced. Within Accrued and other liabilities, the Company records liabilities for "billings in excess of costs and estimated earnings on uncompleted contracts" which represent billings to customers on contracts in advance of work performed, including advance payments negotiated as a contract condition. Generally, unearned project-related costs will be earned over the next twelve months.
The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in millions):
March 31, 2022December 31, 2021
Accounts receivable$33.7 $25.1 
Contracts retention5.2 5.1 
Allowances (credit losses and doubtful accounts)(1.3)(1.3)
Accounts receivable and retention, net of allowance for credit losses and allowance for doubtful accounts$37.6 $28.9 
Costs and estimated earnings in excess of billings on uncompleted contracts$8.2 $10.4 
Billings in excess of costs and estimated earnings on uncompleted contracts$6.7 $6.8 
Variable consideration1
$62.0 $62.0 
Other deferred revenue$8.0 $6.5 
1 Variable consideration deferred as of the end of the periods related to amounts received in the sale of agricultural land on Maui in 2018 that, under revenue recognition guidance, could not be included in the transaction price.
For the three months ended March 31, 2022, the Company recognized revenue of approximately $2.0 million related to the Company's contract liabilities reported as of January 1, 2022. For the three months ended March 31, 2021, the Company recognized revenue of approximately $5.5 million related to the Company's contract liabilities reported as of January 1, 2021.

Regarding other information related to the Company's contracts with customers, the amount of revenue recognized from performance obligations satisfied in prior periods (e.g., due to changes in transaction price) was not material in any of the periods presented. Further, the total amount of the transaction price allocated to either wholly unsatisfied or partially satisfied
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performance obligations was $166.2 million and $140.5 million as of March 31, 2022 and December 31, 2021, respectively. Of the amount presented as of March 31, 2022, the Company expects to recognize as revenue approximately 70% - 75% of the remaining contract consideration allocated to either wholly unsatisfied or partially satisfied performance obligations over the next twelve months, with the remaining recognized thereafter.

10.    LEASES - THE COMPANY AS LESSOR
The Company leases land and buildings to third parties under operating leases. Such activity is primarily composed of operating leases within its CRE segment.
The historical cost of, and accumulated depreciation on, leased property as of March 31, 2022, and December 31, 2021, were as follows (in millions):
March 31, 2022December 31, 2021
Leased property - real estate$1,571.5 $1,563.2 
Less: Accumulated depreciation(189.1)(182.2)
Property under operating leases, net$1,382.4 $1,381.0 
Total rental income (i.e., revenue) under these operating leases during the three months ended March 31, 2022 and 2021, relating to lease payments and variable lease payments were as follows (in millions):
Three Months Ended March 31,
20222021
Lease payments$32.5 $29.6 
Variable lease payments15.2 11.7 
Total rental income$47.7 $41.3 

Contractual future lease payments to be received on non-cancelable operating leases as of March 31, 2022, were as follows (in millions):
March 31, 2022
2022$92.5 
2023115.4 
2024103.1 
202587.3 
202675.8 
202766.4 
Thereafter539.1 
Total future lease payments to be received$1,079.6 
11.    LEASES - THE COMPANY AS LESSEE
There have been no material changes from the Company's leasing activities as a lessee described in Note 15 to the consolidated financial statements included in Item 8 of the Company's 2021 Form 10-K. The following table provides information about the Company's operating lease costs and finance lease costs recognized during the three months ended March 31, 2022 and 2021, (in millions):
Three Months Ended March 31,
20222021
Operating lease cost$1.2 $1.1 
Finance lease cost$0.3 $0.3 

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12.    SHARE-BASED PAYMENT AWARDS
The 2012 Incentive Compensation Plan ("2012 Plan") allows for the granting of stock options, restricted stock units and common stock. The shares of common stock authorized to be issued under the 2012 Plan may be drawn from the shares of the Company's authorized but unissued common stock or from shares of its common stock that the Company acquires, including shares purchased on the open market or private transactions. During the three months ended March 31, 2022 and 2021, the Company granted approximately 266,300 and 342,700 of restricted stock unit awards, respectively. The weighted-average grant date fair value of the time-based and market-based performance share units granted under the 2012 Plan during the three months ended March 31, 2022 and 2021, was $25.99 and $16.50, respectively.
The fair value of the Company's time-based awards is determined using the Company's stock price on the date of grant. The fair value of the Company's market-based awards is estimated using the Company's stock price on the date of grant and the probability of vesting using a Monte Carlo simulation with the following weighted-average assumptions:
2022 Grants2021 Grants
Volatility of A&B common stock47.7%47.2%
Average volatility of peer companies49.5%49.6%
Risk-free interest rate1.4%0.2%
The Company recognizes compensation cost net of actual forfeitures of time-based or market-based awards. A summary of compensation cost related to share-based payments is as follows (in millions):
Three Months Ended March 31,
20222021
Share-based expense:
Time-based and market-based restricted stock units$1.5 $1.4 

13.    EMPLOYEE BENEFIT PLANS
On February 23, 2021, the Company’s Board of Directors approved a plan to effect the termination of the A&B Retirement Plan for Salaried Employees of Alexander & Baldwin, LLC and the Pension Plan for Employees of A&B Agricultural Companies (collectively, the “Defined Benefit Plans”), which became effective on May 31, 2021.
The Company will recognize a gain/loss upon settlement of the Defined Benefit Plans when the following three criteria have been met: (1) an irrevocable action to terminate the Defined Benefit Plans have occurred, (2) the Company is relieved of the primary responsibility of the Defined Benefit Plans, and (3) the significant risks related to the obligations of the Defined Benefit Plans and the assets used to effect the settlement is eliminated for the Company. During the first quarter of 2022, the Company recorded a partial settlement charge of $3.2 million in connection with certain benefit payments made from the master trust as a result of the Defined Benefit Plans termination process.
Components of the net periodic benefit cost for the Company's pension and post-retirement plans for the three months ended March 31, 2022 and 2021, are shown below (in millions):
Three Months Ended March 31,
20222021
Service cost$0.7 $0.2 
Interest cost0.5 1.7 
Expected return on plan assets(1.2)(1.7)
Amortization of net loss0.9 0.6 
Settlement (gain) loss3.2  
Net periodic benefit cost$4.1 $0.8 
The Company made no contributions to its defined benefit pension plans during the quarter ended March 31, 2022, and expects to make contributions in the range of $34 million to $48 million in the current fiscal year.
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14.    INCOME TAXES
The Company has been organized and operates in a manner that enables it to qualify, and believes it will continue to qualify, as a REIT for federal income tax purposes. The Company’s effective tax rate for the three months ended March 31, 2022, differed from the effective tax rate for the same period in 2021, primarily due to the taxable built-in gain on a REIT land sale in 2021.

As of March 31, 2022, tax years 2018 and later are open to audit by the tax authorities. The Company believes the result of any potential audits will not have a material adverse effect on its results of operations, financial condition, or liquidity.
15.    EARNINGS PER SHARE ("EPS")
Basic earnings per common share excludes dilution and is calculated by dividing net earnings allocated to common shares by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is calculated by dividing net earnings allocated to common shares by the weighted-average number of common shares outstanding for the period, as adjusted for the potential dilutive effect of non-participating share-based awards as well as adjusted by the number of additional shares, if any, that would have been outstanding had the potentially dilutive common shares been issued.
The following table provides a reconciliation of income (loss) from continuing operations to net income (loss) from continuing operations available to A&B common shareholders and net income (loss) available to A&B common shareholders (in millions):
Three Months Ended March 31,
20222021
Income (loss) from continuing operations$11.0 $9.9 
Exclude: (Income) loss attributable to noncontrolling interest(0.5) 
Income (loss) from continuing operations attributable to A&B shareholders10.5 9.9 
Income (loss) from continuing operations available to A&B common shareholders10.5 9.9 
Net income (loss) available to A&B common shareholders$10.5 $9.9 

The number of shares used to compute basic and diluted earnings per share is as follows (in millions):

Three Months Ended March 31,
20222021
Denominator for basic EPS - weighted average shares outstanding72.6 72.5 
Effect of dilutive securities:
Stock options and restricted stock unit awards0.2 0.1 
Denominator for diluted EPS - weighted average shares outstanding72.8 72.6 

The number of anti-dilutive securities, excluded from the calculation of diluted earnings per common share, consisted of the following (in millions):
Three Months Ended March 31,
20222021
Number of anti-dilutive securities0.1 0.3 

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16.    ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Other comprehensive income (loss) principally includes amortization of deferred pension and postretirement costs. The components of Accumulated other comprehensive loss, net of taxes, were as follows as of March 31, 2022, and December 31, 2021, (in millions):
March 31, 2022December 31, 2021
Employee benefit plans:
Pension plans$(70.5)$(74.6)
Post-retirement plans(2.6)(2.6)
Non-qualified benefit plans(0.7)(0.7)
Total employee benefit plans(73.8)(77.9)
Interest rate swap1.0 (2.8)
Accumulated other comprehensive income (loss)$(72.8)$(80.7)
The changes in Accumulated other comprehensive income (loss) by component for the three months ended March 31, 2022, were as follows (in millions, net of taxes):
Employee Benefit PlansInterest Rate SwapTotal
Balance, January 1, 2022$(77.9)$(2.8)$(80.7)
Other comprehensive income (loss) before reclassifications 3.4 3.4 
Amounts reclassified from accumulated other comprehensive income (loss)1
4.1 0.4 4.5 
Other comprehensive income (loss), net of taxes4.1 3.8 7.9 
Balance, March 31, 2022$(73.8)$1.0 $(72.8)
1 Amounts reclassified from Accumulated other comprehensive income related to interest rate swap settlements are presented as an adjustment to Interest expense in the condensed consolidated statements of operations. Amounts reclassified from Accumulated other comprehensive income related to employee benefit plan items are presented as part of Interest and other income (expense), net in the condensed consolidated statements of operations.

17.    RELATED PARTY TRANSACTIONS
Construction Contracts and Material Sales. The Company entered into contracts in the ordinary course of business, as a supplier, with affiliate entities that require accounting under the equity method due to the Company's financial interests in such entities (refer to Note 3) and also with affiliate parties that are members in entities in which the Company also is a member and holds a controlling financial interest. Related to the periods during which the relationship existed, revenues earned from transactions with such affiliates were $2.1 million and $1.4 million for the three months ended March 31, 2022 and 2021, respectively. Expenses recognized from transactions with such affiliates were $1.4 million and $0.3 million for the three months ended March 31, 2022 and 2021, respectively. Receivables from these affiliates were $1.5 million and $1.1 million as of March 31, 2022 and December 31, 2021, respectively. Amounts due to these affiliates were $0.9 million and $0.3 million as of March 31, 2022 and December 31, 2021, respectively.
Land Operations. The Company provided materials and services to certain unconsolidated investments in affiliates and recognized interest earned on notes receivable from such related parties. During the three months ended March 31, 2022 and 2021, revenues earned from transactions with these affiliates were $0.1 million and $1.5 million, respectively. There were no receivables from service arrangements or notes receivable with these affiliates as of March 31, 2022 and December 31, 2021.
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18.    SEGMENT RESULTS
Operating segments are components of an enterprise that engage in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the chief operating decision maker (its Chief Executive Officer) to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. As noted above, the Company operates and reports on three segments: Commercial Real Estate; Land Operations; and Materials & Construction.
Reportable segment information for the three months ended March 31, 2022 and 2021, is summarized below (in millions):
Three Months Ended March 31,
20222021
Operating Revenue:
Commercial Real Estate$46.1 $39.9 
Land Operations12.9 17.1 
Materials & Construction39.2 24.0 
Total operating revenue98.2 81.0 
Operating Profit (Loss): 
Commercial Real Estate1
20.6 15.4 
Land Operations2
(0.1)11.4 
Materials & Construction3.2 (4.0)
Total operating profit (loss)23.7 22.8 
Gain (loss) on disposal of commercial real estate properties, net 0.2 
Interest expense(5.7)(7.0)
Corporate and other expense(7.0)(6.0)
Income (Loss) from Continuing Operations Before Income Taxes$11.0 $10.0 
1 Commercial Real Estate segment operating profit (loss) includes intersegment operating revenue, primarily from the Materials & Construction segment, and is eliminated in the condensed consolidated statements of operations.
2 Land Operations segment operating profit (loss) includes equity in earnings (losses) from the Company's various equity method investments (primarily real estate joint ventures).
19.    SUBSEQUENT EVENTS
On April 26, 2022, the Company's Board of Directors declared a cash dividend of $0.20 per share on outstanding common stock, payable on July 6, 2022 to shareholders of record as of the close of business on June 17, 2022.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following analysis of the consolidated financial condition and results of operations of Alexander & Baldwin, Inc. ("A&B" or the "Company") and its subsidiaries should be read in conjunction with the condensed consolidated financial statements and related notes thereto included in Item 1 of this Form 10-Q and the Company's Annual Report on Form 10-K for the year ended December 31, 2021, ("2021 Form 10-K") filed with the U.S. Securities and Exchange Commission ("SEC").
Throughout this quarterly report on Form 10-Q, references to "we," "our," "us" and "our Company" refer to Alexander & Baldwin, Inc., together with its consolidated subsidiaries.
Forward-Looking Statements
Statements in this Form 10-Q that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and involve a number of risks and uncertainties that could cause actual results to differ materially from those contemplated by the relevant forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding possible or assumed future results of operations, business strategies, growth opportunities and competitive positions, as well as the rapidly changing challenges with, and the Company's plans and responses to, the coronavirus pandemic ("COVID-19") and related economic disruptions. Such forward-looking statements speak only as of the date the statements were made and are not guarantees of future performance. Forward-looking statements are subject to a number of risks, uncertainties, assumptions and other factors that could cause actual results and the timing of certain events to differ materially from those expressed in or implied by the forward-looking statements. These factors include, but are not limited to, prevailing market conditions and other factors related to the Company's REIT status and the Company's business, risks associated with COVID-19 and its impact on the Company's businesses, results of operations, liquidity and financial condition, the evaluation of alternatives by the Company related to its materials and construction business, and the risk factors discussed in the Company's most recent Form 10-K, Form 10-Q and other filings with the SEC. The information in this Form 10-Q should be evaluated in light of these important risk factors. We do not undertake any obligation to update the Company's forward-looking statements.
Introduction and Objective
Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") provides additional material information about the Company's business, recent developments and financial condition; its results of operations at a consolidated and segment level; its liquidity and capital resources including an evaluation of the amounts and certainty of cash flows from operations and from outside sources; and how certain accounting principles, policies and estimates affect its financial statements. MD&A is organized as follows:
Business Overview: This section provides a general description of the Company's business, as well as recent developments that management believes are important in understanding its results of operations and financial condition or in understanding anticipated future trends.
Consolidated Results of Operations: This section provides an analysis of the Company's consolidated results of operations for the three months ended March 31, 2022, as compared to the corresponding period of the preceding fiscal year.
Analysis of Operating Revenue and Profit by Segment: This section provides an analysis of the Company's results of operations by business segment for the three months ended March 31, 2022, as compared to the corresponding period of the preceding fiscal year.
Use of Non-GAAP Financial Measures: This section provides a discussion of the Company's non-GAAP financial measures included in this report and presents quantitative reconciliations between the non-GAAP financial measures and the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP. It also describes why the Company believes that presentation of the non-GAAP financial measure provides useful information to investors regarding the Company's financial condition and results of operations and, to the extent material, describes additional purposes for which the Company uses the non-GAAP financial measures.
Liquidity and Capital Resources: This section provides a discussion of any material changes in the Company's liquidity, financial condition and cash flows, including a discussion of any material changes in the Company's ability to fund its future commitments and ongoing operating activities in the short-term (i.e., over the next twelve months from the most recent fiscal period end) and in the long-term (i.e., beyond the next twelve months) through internal and
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external sources of capital, as compared to the end of preceding fiscal year ended December 31, 2021. It includes an evaluation of the amounts and certainty of cash flows from operations and from outside sources.
Other Matters: This section identifies and summarizes other matters to be discussed in Item 2 of this report including any changes in the significant judgments or estimates on the part of management in preparing the Company's consolidated financial statements that may materially impact the Company's reported results of operations and financial condition from the end of the preceding fiscal year ended December 31, 2021, the potential impact of recently issued accounting pronouncements and other miscellaneous matters as needed.
Amounts in the MD&A are rounded to the nearest tenth of a million. Accordingly, a recalculation of totals and percentages, if based on the reported data, may be slightly different.
Business Overview
Reportable segments
The Company operates three segments: Commercial Real Estate; Land Operations; and Materials & Construction. A description of each of the Company's reporting segments is as follows:
Commercial Real Estate ("CRE") - This segment functions as a vertically integrated real estate investment company with core competencies in investments and acquisitions (i.e., identifying opportunities and acquiring properties); construction and development (i.e., designing and ground-up development of new properties or repositioning and redevelopment of existing properties); and in-house leasing and property management (i.e., executing new and renegotiating renewal lease arrangements, managing its properties' day-to-day operations and maintaining positive tenant relationships). The Company's preferred asset classes include improved properties in retail and industrial spaces and also urban ground leases. Its focus within improved retail properties, in particular, is on grocery-anchored neighborhood shopping centers that meet the daily needs of Hawai‘i communities. Through its core competencies and with its experience and relationships in Hawai‘i, the Company seeks to create special places that enhance the lives of Hawai‘i residents and to provide venues and opportunities that enable its tenants to thrive. Income from this segment is principally generated by owning, operating and leasing real estate assets.
Land Operations - This segment includes the Company's legacy assets and landholdings that are subject to the Company's simplification and monetization effort. Financial results from this segment are principally derived from real estate development and land sales, income/loss from real estate joint ventures, hydroelectric energy and other legacy business activities.
Materials & Construction ("M&C") - This segment operates one of Hawai‘i's largest asphalt paving contractors and is one of the state's largest natural materials and infrastructure construction companies, primarily conducting business through its wholly-owned subsidiary, Grace Pacific LLC ("Grace Pacific"), a materials and construction company in Hawai‘i. The M&C segment also includes the Company-owned quarry land on Maui, as well as the Company’s unconsolidated joint venture interest in a materials company.
Simplification strategy
As a result of its conversion to a REIT and consequent de-emphasis of non-REIT operating businesses, the Company has pursued the simplification of its business, which includes ongoing efforts to accelerate the monetization of its non-commercial real estate assets, including its Materials & Construction businesses.
The Company is evaluating strategic alternatives in order to monetize and dispose of the remaining Materials & Construction businesses, either together as a group or individually. However, the outcome, including the timing, of the strategic exploration process is not certain, as any potential transaction related to the Materials & Construction businesses would be dependent upon a number of external factors that may be beyond the Company's control, including, among other factors, market conditions, industry trends, interest of third parties, and the availability of financing to potential buyer(s) on reasonable terms. There can be no assurance that the exploration of strategic alternatives will result in any agreements or transactions, or that, if completed, any agreements or transactions will be successful or on attractive terms. Accordingly, there can be no assurance that any of the options evaluated will be pursued or completed. Further, there can be no assurance that the outcome of the evaluation of strategic alternatives or any potential transaction or transactions will result in the Company being able to recover the carrying value of the Materials & Construction businesses or related disposal group.
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Termination of certain employee benefit plans
On February 23, 2021, the Company’s Board of Directors approved a plan to effect the termination of the A&B Retirement Plan for Salaried Employees of Alexander & Baldwin, LLC and the Pension Plan for Employees of A&B Agricultural Companies (collectively, the “Defined Benefit Plans”), which became effective on May 31, 2021.
In connection with the termination, the Company expects to make cash contributions in 2022 in order to fully fund the Defined Benefit Plans on a plan termination basis, an