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Certain Relationships And Related Party Transactions
6 Months Ended
Jun. 30, 2020
Certain Relationships And Related Party Transactions [Abstract]  
Certain Relationships And Related Party Transactions 16. Certain Relationships and Related Party Transactions

The Company may be deemed to be controlled by Alan B. Levan, the Company’s Chairman and Chief Executive Officer, and John E. Abdo, the Company’s Vice Chairman. Together, Mr. Alan B. Levan and Mr. Abdo may be deemed to beneficially own shares of BBX Capital’s Class A Common Stock and Class B Common Stock representing approximately 78% of BBX Capital’s total voting power. Mr. Alan B. Levan and Mr. Abdo also serve as Chairman and Vice Chairman, respectively, of Bluegreen’s Board of Directors, and effective January 1, 2020, Mr. Alan B. Levan also became Bluegreen’s President and Chief Executive Officer. Jarett S. Levan, the Company’s President and son of Alan B. Levan, and Seth M. Wise, the Company’s Executive Vice President, also serve as directors of the Company and Bluegreen. In addition, Raymond S. Lopez, the Company’s Executive Vice President and Chief Financial Officer, also serves as Bluegreen’s Chief Financial Officer and Chief Operating Officer.

Woodbridge is a wholly-owned subsidiary of BBX Capital and owned approximately 93% of Bluegreen’s outstanding common stock as of June 30, 2020.

Bluegreen paid or reimbursed the Company for management advisory, risk management, administrative and other services in the amounts of $0.3 million and $0.6 million during the three and six months ended June 30, 2020, and $0.5 million and $0.9 million during the three and six months ended June 30, 2019, respectively.

In April 2015, pursuant to a Loan Agreement and Promissory Note, a wholly-owned subsidiary of Bluegreen provided an $80.0 million loan to BBX Capital. Effective April 17, 2020, Bluegreen and BBX Capital amended the loan agreement to extend the maturity date of the loan from April 2020 to April 2021 and reduce the interest rate from 6% to 4% per annum. Payments of interest are required on a quarterly basis, and all outstanding amounts are due and payable on April 17, 2021. BBX Capital is permitted to prepay the loan in whole or in part at any time, and prepayments may be required, to the extent necessary, in order for Bluegreen or its subsidiaries to remain in compliance with covenants under outstanding indebtedness. During the three months ended June 30, 2020 and 2019, BBX Capital recognized

$0.9 million and $1.2 million, respectively, of interest expense on the loan from Bluegreen, and during the six months ended June 30, 2020 and 2019, BBX Capital recognized $2.1 million and $2.4 million, respectively, of interest expense on the loan. The loan balance and related interest expense were eliminated in consolidation in the Company’s condensed consolidated financial statements.

During July 2020, Bluegreen declared a special cash dividend of $1.19 per share on its common stock, which is payable on August 21, 2020 to shareholders of record as of the close of business on August 6, 2020. In connection with the special cash dividend, Bluegreen obtained an undertaking from BBX Capital that it will use the proceeds of the special cash dividend of approximately $80.0 million to repay BBX Capital’s outstanding $80.0 million debt owed to Bluegreen.

The Company received $0 and $8.7 million of dividends from Bluegreen during the three and six months ended June 30, 2020, and $11.4 million and $22.9 million of dividends from Bluegreen during the three and six months ended June 30, 2019. In April 2020, Bluegreen suspended the payment of its regular quarterly dividend for the foreseeable future due to the effects of the COVID-19 pandemic and economic uncertainty.

In May 2015, the Company, Woodbridge, Bluegreen, Renin, and their respective subsidiaries entered into an Agreement to Allocate Consolidated Income Tax Liability and Benefits pursuant to which, among other customary terms and conditions, the parties agreed to file consolidated federal tax returns. Under the agreement, the parties calculate their respective income tax liabilities and attributes as if each of them were a separate filer. If any tax attributes of one party to the agreement are used by another party to the agreement to offset such other party’s tax liability, the party providing the benefit will receive an amount for the tax benefits realized. During the three and six months ended June 30, 2020, BBX Capital did not receive any tax sharing payments from Bluegreen and Renin. During the three and six months ended June 30, 2019, BBX Capital received $10.7 million and $13.0 million, respectively, of tax sharing payments from Bluegreen.

During each of the three and six months ended June 30, 2020 and 2019, the Company paid Abdo Companies, Inc. approximately $77,000 and $153,000, respectively, in exchange for certain management services. John E. Abdo, the Company’s Vice Chairman, is the principal shareholder and Chief Executive Officer of Abdo Companies, Inc.

Certain of the Company’s affiliates, including its executive officers, have independently made investments with their own funds in investments that the Company has sponsored or in which the Company holds investments.