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Related Party Transactions
6 Months Ended
Jun. 30, 2019
Related Party Transactions [Abstract]  
Related Party Transactions

12.  Related Party Transactions



As described above, BBX Capital owns approximately 90% of our outstanding common stock. BBX Capital may be deemed to be controlled by Alan B. Levan, Chairman of BBX Capital, and John E. Abdo, Vice Chairman of BBX Capital. Together, Messrs. Levan and 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. Levan and Mr. Abdo serve as our Chairman and Vice Chairman, respectively.



In April 2015, pursuant to a Loan Agreement and Promissory Note, our wholly owned subsidiary provided an $80.0 million loan to BBX Capital. Amounts outstanding on the loan bear interest at 6% per annum. Payments of interest are required on a quarterly basis, with all outstanding amounts being due and payable at the end of the five-year term. BBX Capital is permitted to prepay the loan in whole or in part at any time, and prepayments will be required, to the extent necessary, in order for us or our subsidiaries to remain in compliance with covenants under outstanding indebtedness. During each of the three months ended June 30, 2019 and 2018, we recognized $1.2 million of interest income on the loan to BBX Capital. During each of the six months ended June 30, 2019 and 2018, we recognized $2.4 million of interest income on the loan to BBX Capital.



We paid or reimbursed BBX Capital or its affiliated entities $0.5 million and $0.9 million during the three and six months ended June 30, 2019, respectively, and $0.3 and $0.6 million during the three and six months ended June 30, 2018, respectively, for management advisory, risk management, administrative and other services. We had accrued $0.2 million and $0.1 million for the services described above as of June 30, 2019 and December 31, 2018, respectively.  BBX Capital or its affiliates paid or reimbursed us $0.1 million during the three and six months ended June 30, 2019 and $0.2 million and $0.3 million during the three and six months ended June 30, 2018, respectively, for other shared services.  As of June 30, 2019, $0.2 million was due to us from BBX Capital for these services.



On March 4, 2019, BBX Capital announced its intention to take us private through a short-form merger under Florida law pursuant to which BBX Capital would have acquired all of the outstanding shares of our common stock not owned by it for $16.00 per share in cash. Under Florida law, BBX Capital had the right to terminate the merger at any time before it became effective.  On May 22, 2019, BBX Capital notified us and issued a press release announcing that it had made a determination not to proceed with the merger.



See also the description of the Agreement to Allocate Consolidated Income Tax Liability and Benefits under Note 11: Income Taxes above.