10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 10-Q

_________________

(Mark One)

[X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2020

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: 001-36769

_____________________

FRP HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

_____________________

Florida	47-2449198
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
200 W. Forsyth St., 7th Floor, Jacksonville, FL	32202
(Address of principal executive offices)	(Zip Code)

904-396-5733

(Registrant’s telephone number, including area code)

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $.10 par value	FRPH	NASDAQ

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  [x]    No  [_]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).    Yes  [x]    No  [_]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [_]	Accelerated  filer [_]
Non-accelerated filer [x]	Smaller reporting company [x]
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  [x]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Outstanding at April 30, 2020
Common Stock, $.10 par value per share	9,649,895 shares

1 

FRP HOLDINGS, INC.

FORM 10-Q

QUARTER ENDED MARCH 31, 2020

CONTENTS

Page No.

Preliminary Note Regarding Forward-Looking Statements		3
	Part I.  Financial Information
Item 1.	Financial Statements
	Consolidated Balance Sheets	4
	Consolidated Statements of Income	5
	Consolidated Statements of Comprehensive Income	6
	Consolidated Statements of Cash Flows	7
	Condensed Notes to Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures about Market Risks	33
Item 4.	Controls and Procedures	34
	Part II.  Other Information
Item 1A.	Risk Factors	35
Item 2.	Purchase of Equity Securities by the Issuer	36
Item 6.	Exhibits	36
Signatures		37
Exhibit 31	Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	39
Exhibit 32	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	42

2 

Preliminary Note Regarding Forward-Looking Statements.

This Quarterly Report on Form 10-Q, together with other statements and information publicly disseminated by us, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words or phrases “anticipate,” “estimate,” ”believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and similar expressions identify forward-looking statements. Such statements reflect management’s current views with respect to financial results related to future events and are based on assumptions and expectations that may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial or otherwise, may differ, perhaps materially, from the results discussed in the forward-looking statements. Risk factors discussed in Item 1A of this Form 10-Q and other factors that might cause differences, some of which could be material, include, but are not limited to: the impact of the Covid-19 Pandemic on our operations and financial results; the possibility that we may be unable to find appropriate investment opportunities; levels of construction activity in the markets served by our mining properties; demand for apartments in Washington D.C. and Richmond, Virginia; our ability to obtain zoning and entitlements necessary for property development; the impact of lending and capital market conditions on our liquidity, our ability to finance projects or repay our debt; general real estate investment and development risks; vacancies in our properties; risks associated with developing and managing properties in partnership with others; competition; our ability to renew leases or re-lease spaces as leases expire; illiquidity of real estate investments; bankruptcy or defaults of tenants; the impact of restrictions imposed by our credit facility; the level and volatility of interest rates; environmental liabilities; inflation risks; cyber security risks; as well as other risks listed from time to time in our SEC filings, including but not limited to, our annual and quarterly reports. We have no obligation to revise or update any forward-looking statements, other than as imposed by law, as a result of future events or new information. Readers are cautioned not to place undue reliance on such forward-looking statements.

These forward-looking statements are made as of the date hereof based on management’s current expectations, and the Company does not undertake an obligation to update such statements, whether as a result of new information, future events or otherwise. Additional information regarding these and other risk factors may be found in the Company’s other filings made from time to time with the Securities and Exchange Commission.

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PART I. FINANCIAL INFORMATION, ITEM 1. FINANCIAL STATEMENTS

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited) (In thousands, except share data)

	March 31			December 31
Assets:	2020			2019
Real estate investments at cost:
Land	$	84,348			84,383
Buildings and improvements		147,781			147,019
Projects under construction		625			1,056
Total investments in properties		232,754			232,458
Less accumulated depreciation and depletion		31,727			30,271
Net investments in properties		201,027			202,187
Real estate held for investment, at cost		8,571			8,380
Investments in joint ventures		161,924			160,452
Net real estate investments		371,522			371,019
Cash and cash equivalents		11,375			26,607
Cash held in escrow		189			186
Accounts receivable, net		838			546
Investments available for sale at fair value		148,667			137,867
Unrealized rents		657			554
Deferred costs		967			890
Other assets		484			479
Total assets	$	534,699			538,148
Liabilities:
Secured notes payable	$	88,959			88,925
Accounts payable and accrued liabilities		1,653			2,431
Other liabilities		1,886			1,978
Deferred revenue		713			790
Federal and state income taxes payable		400			504
Deferred income taxes		50,397			50,111
Deferred compensation		1,433			1,436
Tenant security deposits		366			328
Total liabilities		145,807			146,503
Commitments and contingencies
Equity:
Common stock, $.10 par value 25,000,000 shares authorized, 9,766,906 and 9,817,429 shares issued and outstanding, respectively		977			982
Capital in excess of par value		57,818			57,705
Retained earnings		313,968			315,278
Accumulated other comprehensive income (loss), net		(203	)		923
Total shareholders’ equity		372,560			374,888
Noncontrolling interest MRP		16,332			16,757
Total equity		388,892			391,645
Total liabilities and shareholders’ equity	$	534,699			538,148

See accompanying notes.

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FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In thousands except per share amounts)

(Unaudited)

	THREE MONTHS ENDED
	MARCH 31,
	2020			2019
Revenues:
Lease revenue	$	3,598			3,485
Mining lands lease revenue		2,185			2,229
Total revenues		5,783			5,714
Cost of operations:
Depreciation, depletion and amortization		1,468			1,487
Operating expenses		925			882
Property taxes		737			753
Management company indirect		672			592
Corporate expenses (Note 4 Related Party)		1,187			645
Total cost of operations		4,989			4,359
Total operating profit		794			1,355
Net investment income, including realized gains of $108 and $119		1,991			1,810
Interest expense		(51	)		(588	)
Equity in loss of joint ventures		(642	)		(264	)
Gain on sale of real estate		8			—
Income from continuing operations before income taxes		2,100			2,313
Provision for income taxes		601			672
Income from continuing operations		1,499			1,641
Income from discontinued operations, net of tax		—			86
Net income		1,499			1,727
Loss attributable to noncontrolling interest		(119	)		(171	)
Net income attributable to the Company	$	1,618			1,898
Earnings per common share:
Income from continuing operations-
Basic	$	0.15			0.16
Diluted	$	0.15			0.16
Discontinued operations-
Basic	$	—			0.01
Diluted	$	—			0.01
Net income attributable to the Company-
Basic	$	0.17			0.19
Diluted	$	0.16			0.19
Number of shares (in thousands) used in computing:
-basic earnings per common share		9,803			9,952
-diluted earnings per common share		9,833			9,996

See accompanying notes.

5 

FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands except per share amounts)

(Unaudited)

	THREE MONTHS ENDED
	MARCH 31,
	2020			2019
Net income	$	1,499			1,727
Other comprehensive income net of tax:
Unrealized gain (loss) on investments available for sale,		(1,126	)		1,560
net of income tax effect of ($417) and $579
Comprehensive income	$	373			3,287
Less comp. income attributable to noncontrolling interest		(119	)		(171	)
Comprehensive income attributable to the Company	$	492			3,458

See accompanying notes

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FRP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

THREE MONTHS ENDED MARCH 31, 2020 AND 2019

(In thousands) (Unaudited)

	2020			2019
Cash flows from operating activities:
Net income	$	1,499			1,727
Adjustments to reconcile net income to
net cash provided by continuing operating activities:
Income from discontinued operations, net		—			(86	)
Depreciation, depletion and amortization		1,526			1,551
Equity in loss of joint ventures		642			264
Gain on sale of equipment and property		(8	)		—
Stock-based compensation		601			29
Realized gain on available for sale investments		(108	)		(119	)
Net changes in operating assets and liabilities:
Accounts receivable		(292	)		(124	)
Deferred costs and other assets		(183	)		(508	)
Accounts payable and accrued liabilities		(855	)		(890	)
Income taxes payable and receivable		182			1,505
Other long-term liabilities		979			(249	)
Net cash provided by operating activities of continuing operations		3,983			3,100
Net cash provided by operating activities of discontinued operations		—			150
Net cash provided by operating activities		3,983			3,250
Cash flows from investing activities:
Investments in properties		(487	)		(6,719	)
Investments in joint ventures		(2,115	)		(5,676	)
Purchases of investments available for sale		(24,748	)		(4,725	)
Proceeds from sales of investments available for sale		11,857			22,893
Proceeds from the sale of assets		8			—
Cash held in escrow		(3	)		17
Net cash provided by (used in) investing activities of continuing operations		(15,488	)		5,790
Net cash provided by investing activities of discontinued operations		—			23
Net cash provided by (used in) investing activities		(15,488	)		5,813
Cash flows from financing activities:
Distribution to noncontrolling interest		(306	)		(255	)
Repurchase of company stock		(3,421	)		(1,714	)
Net cash used in financing activities of continuing operations		(3,727	)		(1,969	)
Net cash used in financing activities of discontinued operations		—			—
Net cash used in financing activities		(3,727	)		(1,969	)
Net increase (decrease) in cash and cash equivalents		(15,232	)		7,094
Cash and cash equivalents at beginning of year		26,607			22,547
Cash and cash equivalents at end of the period	$	11,375			29,641

See accompanying notes.

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FRP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2020

(Unaudited)

(1) Description of Business and Basis of Presentation.

FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.

The accompanying consolidated financial statements include the accounts of FRP Holdings, Inc. (the “Company” or “FRP”) inclusive of our operating real estate subsidiaries, FRP Development Corp. (“Development”) and Florida Rock Properties, Inc. (”Properties”) and RiverFront Investment Partners I, LLC. Our investment in the Brooksville joint venture, BC FRP Realty joint venture, RiverFront Holdings II joint venture, Bryant Street Partnerships, 1800 Half Street and Greenville/Woodfield are accounted for under the equity method of accounting (See Note 11). Our ownership of RiverFront Investment Partners I, LLC includes a non-controlling interest representing the ownership of our partner. The Company uses the cost method to account for its investment in DST Hickory Creek because it does not have significant influence over operating and financial policies.

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and 3 additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. This resulted in the disposition of all of the Company’s industrial flex/office warehouse properties and constituted a major strategic shift and as a result, these properties have been reclassified as discontinued operations for all periods presented. The Asset Management segment currently contains four commercial properties.

These statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (primarily consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods have been included. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The accompanying consolidated financial statements and the information included under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the Company's consolidated financial statements and related notes included in the Company’s Form 10-K for the year ended December 31, 2019.

(2) Recently Issued Accounting Standards.

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. The Company is not a significant lessee. Lessors will account for leases using an approach that is substantially equivalent to existing accounting standards. The Company's existing leases will continue to be classified as operating leases. Leases entered into after the effective date of the new standard may be classified as operating or sales-type leases, based on specific classification criteria. Operating leases will continue to have a similar pattern of recognition as under current GAAP. Sales-type lease accounting, however, will result in the recognition of selling profit at lease commencement, with interest income recognized over the life of the lease. The new standard also includes a change to the treatment of internal leasing costs and legal costs, which can no longer be capitalized. Only incremental costs of a lease that would not have been incurred if the lease had not been obtained may be deferred as initial direct costs. The new standard also requires lessors to exclude from variable

8 

payments certain lessor costs, such as real estate taxes, that the lessor contractually requires the lessee to pay directly to a third party on its behalf. The new standard requires our expected credit loss related to the collectability of lease receivables to be reflected as an adjustment to the line item Lease Revenue. For the year ended December 31, 2019, the credit loss related to the collectibility of lease receivables was recognized in the line item Operating expenses and was not significant. Additionally, the new standard requires lessors to allocate the consideration in a contract between the lease component (right to use an underlying asset) and non-lease component (transfer of a good or service that is not a lease). However, lessors are provided with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components of a contract as a single lease component if certain criteria are met. The terms of the Company's leases generally provide that the Company is entitled to receive reimbursements from tenants for operating expenses such as real estate taxes, insurance and common area maintenance, in addition to the base rental payments for use of the underlying asset. Under the new standard, common area maintenance is considered a nonlease component of a lease contract, which would be accounted for under Topic 606. However, the Company will apply the practical expedient to account for its lease and non-lease components as a single, combined operating lease component. While the timing of recognition should remain the same, the Company is no longer presenting reimbursement revenue from tenants separately in our Consolidated Statements of Income beginning January 1, 2019. The new standard along with the adoption of ASU No. 2018-11, Leases - Targeted Improvements which the FASB issued in July 2018, was adopted effective January 1, 2019 and we have elected to use January 1, 2019 as our date of initial application. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. The adoption of this guidance did not have a material impact on our financial statements.

(3) Business Segments.

The Company is reporting its financial performance based on four reportable segments, Asset Management, Mining Royalty Lands, Development and Stabilized Joint Venture, as described below.

The Asset Management segment owns, leases and manages commercial properties. The flex/office warehouses in the Asset Management Segment were sold and reclassified to discontinued operations leaving only two commercial properties, one recent industrial acquisition, Cranberry Run, which we purchased in 2019, and 1801 62^nd Street, our most recent spec building in Hollander Business Park, which joined Asset Management April 1, 2019.

Our Mining Royalty Lands segment owns several properties comprising approximately 15,000 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.

Through our Development segment, we own and are continuously monitoring for their “highest and best use” several parcels of land that are in various stages of development.  Our overall strategy in this segment is to convert all of our non-income producing lands into income production through (i) an orderly process of constructing new buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will form joint ventures on new developments of land not previously owned by the Company.

The Company operates a residential apartment building Riverfront Investment Partners I, LLC partnership (“Dock 79”). The ownership of Dock 79 attributable to our partner MRP Realty is reflected on our consolidated balance sheet as a noncontrolling interest. Such noncontrolling interests are reported on the Consolidated Balance Sheets within equity but separately from shareholders' equity. On the Consolidated Statements of Income, all of the revenues and expenses from Dock 79 are reported in net income, including both the amounts attributable to the Company and the noncontrolling interest. The amounts of consolidated net income attributable to the noncontrolling interest is clearly identified on the accompanying Consolidated Statements of Income.

Operating results and certain other financial data for the Company’s business segments are as follows (in thousands):

9 

	Three Months ended
	March 31,
	2020			2019
Revenues:
Asset management	$	652			641
Mining royalty lands		2,185			2,229
Development		293			269
Stabilized Joint Venture		2,653			2,575
		5,783			5,714
Operating profit (loss):
Before corporate expenses:
Asset management	$	177			97
Mining royalty lands		2,001			2,044
Development		(774	)		(553	)
Stabilized Joint Venture		577			412
Operating profit before corporate expenses		1,981			2,000
Corporate expenses:
Allocated to asset management		(308	)		(163	)
Allocated to mining royalty lands		(97	)		(43	)
Allocated to development		(712	)		(399	)
Allocated to Stabilized Joint Venture		(70	)		(40	)
Total corporate expenses		(1,187	)		(645	)
	$	794			1,355
Interest expense	$	51			588
Depreciation, depletion and amortization:
Asset management	$	192			177
Mining royalty lands		38			52
Development		54			58
Stabilized Joint Venture		1,184			1,200
	$	1,468			1,487
Capital expenditures:
Asset management	$	213			6,466
Mining royalty lands		—			—
Development		297			370
Stabilized Joint Venture		(23	)		(117	)
	$	487			6,719

		March 31,	December 31,
Identifiable net assets		2020	2019
Asset management	$	18,644	18,468
Mining royalty lands		38,494	38,409
Development		176,575	179,357
Stabilized Joint Venture		132,801	133,956
Investments available for sale at fair value		148,667	137,867
Cash items		11,564	26,793
Unallocated corporate assets		7,954	3,298
	$	534,699	538,148

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(4) Related Party Transactions.

The Company is a party to a Transition Services Agreement which resulted from our January 30, 2015 spin-off of Patriot Transportation Holding, Inc. (Patriot). The Transition Services Agreement sets forth the terms on which Patriot will provide to FRP certain services that were shared prior to the Spin-off, including the services of certain shared executive officers. The boards of the respective companies amended and extended this agreement for one year effective April 1, 2020.

The consolidated statements of income reflect charges and/or allocation from Patriot for these services of $290,000 and $301,000 for the three months ended March 31, 2020 and 2019, respectively. Included in the charges above are amounts recognized for corporate executive stock-based compensation expense. These charges are reflected as part of corporate expenses.

To determine these allocations between FRP and Patriot as set forth in the Transition Services Agreement, we employ an allocation method to allocate said expenses and thus we believe that the allocations to FRP are a reasonable approximation of the costs related to FRP’s operations, but any such related-party transactions cannot be presumed to be carried out on an arm’s-length basis.

(5) Long-Term Debt.

Long-term debt is summarized as follows (in thousands):

	March 31,		December 31,
	2020		2019
Riverfront permanent loan	$	88,959		88,925
Less portion due within one year		—		—
	$	88,959		88,925

On February 6, 2019, the Company entered into a First Amendment to the 2015 Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, N.A. (“Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated debt to consolidated total capital, as defined which excludes FRP Riverfront. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The Credit Agreement contains certain conditions, affirmative financial covenants and negative covenants. As of March 31, 2020, there was no debt outstanding on this revolver, $411,000 outstanding under letters of credit and $19,589,000 available for borrowing. The letters of credit were issued to guarantee certain obligations to state agencies related to real estate development. Most of the letters of credit are irrevocable for a period of one year and typically are automatically extended for additional one-year periods. The letter of credit fee is 1% and applicable interest rate would have been 1.98938% on March 31, 2020. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of March 31, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined. The Company was in compliance with all covenants as of March 31, 2020.

On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation,

11 

Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.

Debt cost amortization of $34,000 was recorded during the three months ended March 31, 2020. During the three months ended March 31, 2020 and March 31, 2019 the Company capitalized interest costs of $935,000 and $385,000, respectively.

(6) Earnings per Share.

The following details the computations of the basic and diluted earnings per common share (in thousands, except per share amounts):

	Three Months ended
	March 31,
	2020		2019
Weighted average common shares outstanding
during the period – shares used for basic
earnings per common share		9,803		9,952
Common shares issuable under share based
payment plans which are potentially dilutive		30		44
Common shares used for diluted
earnings per common share		9,833		9,996
Income from continuing operations	$	1,499		1,641
Discontinued operations	$	—		86
Net income attributable to the Company	$	1,618		1,898
Basic earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.17		0.19
Diluted earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.16		0.19

For the three months ended March 31, 2020, 29,925 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. For the three months ended March 31, 2019, 22,470 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

During the first three months the Company repurchased 82,491 shares at an average cost of $41.47.

(7) Stock-Based Compensation Plans.

The Company has two Stock Option Plans (the 2006 Stock Incentive Plan and the 2016 Equity Incentive Option Plan) under which options for shares of common stock were granted to directors, officers and key employees. The 2016 plan permits the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, or stock awards. The options awarded under the plans have similar characteristics. All stock options are non-qualified

12 

and expire ten years from the date of grant. Stock based compensation awarded to directors, officers and employees are exercisable immediately or become exercisable in cumulative installments of 20% or 25% at the end of each year following the date of grant. When stock options are exercised the Company issues new shares after receipt of exercise proceeds and taxes due, if any, from the grantee.

The Company utilizes the Black-Scholes valuation model for estimating fair value of stock compensation for options awarded to officers and employees. Each grant is evaluated based upon assumptions at the time of grant. The assumptions were no dividend yield, expected volatility between 29% and 41%, risk-free interest rate of 1.0% to 2.9% and expected life of 3.0 to 7.0 years.

The dividend yield of zero is based on the fact that the Company does not pay cash dividends and has no present intention to pay cash dividends. Expected volatility is estimated based on the Company’s historical experience over a period equivalent to the expected life in years. The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate at the date of grant with a term consistent with the expected life of the options granted. The expected life calculation is based on the observed and expected time to exercise options by the employees.

In March 2020, 20,520 shares of restricted stock were granted to employees as part of a long-term incentive plan that will vest over the next five years. The number of common shares available for future issuance was 455,870 at March 31, 2020. In March 2020, 11,448 shares of stock were granted to employees rather than stock options as in prior years.

The Company recorded the following stock compensation expense in its consolidated statements of income (in thousands):

	Three Months ended
	March 31,
	2020		2019
Stock option grants	$	24		29
Restricted stock awards granted in 2020		47		—
Employee stock grant		530		—
Annual director stock award		—		—
	$	601		29

A summary of changes in outstanding options is presented below (in thousands, except share and per share amounts):

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Options	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		132,504	$	33.82	5.8	$	1,631
Granted		—	$	—		$	—
Exercised		—	$	—		$	—
Outstanding at March 31, 2020		132,504	$	33.82	5.5	$	1,631
Exercisable at March 31, 2020		114,189	$	32.11	5.1	$	1,333
Vested during three months ended
March 31, 2020		—				$	—

The aggregate intrinsic value of exercisable in-the-money options was $1,318,000 and the aggregate intrinsic value of outstanding in-the-money options was $1,339,000 based on the market closing price of $43.00 on March 31, 2020 less exercise prices.

The unrecognized compensation cost of options granted to FRP employees but not yet vested as of March 31, 2020 was $266,000, which is expected to be recognized over a weighted-average period of 3.4 years.

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A summary of changes in restricted stock awards is presented below (in thousands, except share and per share amounts):

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Restricted stock	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		0
Granted		20,520	$	46.30		$	950
Outstanding at March 31, 2020		20,520	$	46.30	4.2	$	950

Total compensation cost of restricted stock granted but not yet vested as of March 31, 2020 was $903,000 which is expected to be recognized over a weighted-average period of 4.2 years.

(8) Contingent Liabilities.

Certain of the Company’s subsidiaries are involved in litigation on a number of matters and are subject to certain claims which arise in the normal course of business. The Company has retained certain self-insurance risks with respect to losses for third party liability and property damage. The liability at any point in time depends upon the relative ages and amounts of the individual open claims. In the opinion of management, none of these matters are expected to have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows.

The Company executed a letter of intent with MRP in May 2016 to develop Phase II of the Riverfront on the Anacostia project and recorded an estimated environmental remediation expense of $2.0 million for the Company’s estimated liability under the proposed agreement. The Company substantially completed the remediation and reduced the estimated liability in the quarter ending September 30, 2018 by $465,000 and further reduced the liability $92,000 to zero in 2020. The Company has no obligation to remediate any known contamination on Phases III and IV of the development until such time as it makes a commitment to commence construction on each phase.

(9) Concentrations. 

The mining royalty lands segment has a total of five tenants currently leasing mining locations and one lessee that accounted for 30% of the Company’s consolidated revenues during the three months ended March 31, 2020 and $406,000 of accounts receivable at March 31, 2020.  The termination of these lessees’ underlying leases could have a material adverse effect on the Company. The Company places its cash and cash equivalents with Wells Fargo Bank and First Tennessee Bank.  At times, such amounts may exceed FDIC limits.

(10) Fair Value Measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 means the use of quoted prices in active markets for identical assets or liabilities. Level 2 means the use of values that are derived principally from or corroborated by observable market data. Level 3 means the use of inputs are those that are unobservable and significant to the overall fair value measurement.

At March 31, 2020 the Company was invested in 68 corporate bonds with individual maturities ranging from 2020 through 2022. The unrealized loss on these bonds of $331,000 was recorded as part of comprehensive income and was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $108,000 in its net investment income related to bonds that were sold first quarter 2020. The amortized cost of the investments was $148,998,000 and the carrying amount and fair value of such bonds were $148,667,000 as of March 31, 2020.

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At March 31, 2020 and 2019, the carrying amount reported in the consolidated balance sheets for cash and cash equivalents and revolving credit approximate their fair value based upon the short-term nature of these items.

The fair values of the Company’s other mortgage notes payable were estimated based on current rates available to the Company for debt of the same remaining maturities. At March 31, 2020, the carrying amount and fair value of such other long-term debt was $88,959,000 and $95,486,000, respectively. At March 31, 2019, the carrying amount and fair value of such other long-term debt was $88,823,000 and $90,173,000, respectively.

(11) Investments in Joint Ventures.

Brooksville. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the year ended March 31, 2020 includes a loss of $12,000 representing the Company’s portion of the loss of this joint venture.

BC FRP Realty (Windlass Run). In 2016, the Company entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for 4 buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at March 31, 2020 was $12,110,000.

RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a partnership to develop Phase II of our RiverFront on the Anacostia project and closed on construction financing with Eagle Bank. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the partnership including development costs paid prior to the formation of the partnership and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through June 30, 2019. The Company records interest income for this loan and a loss in equity in ventures for our 80% equity in the partnership. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The loan balance at March 31, 2020 was $51,560,000. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project.

Bryant Street Partnerships. On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23 million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25%

15 

over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.10 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The loan balance at March 31, 2020 was $18,683,000. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally.

Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots, and settlement is expected in the second quarter of 2020.

DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.65% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet on approximately 20.4 acres of land.  The property was constructed in 1984 and substantially renovated in 2016.  The DST purchased the property in April, 2019 for $45,600,000 with ten-year financing obtained for $29,672,000 at 3.74% with a 30 year amortization period, interest only for five years. The Company’s equity interest in the trust is accounted for under the cost method because we don’t have significant influence over the operating and financial policies. Monthly distributions are recorded as equity in gain or loss of joint ventures. Distributions of $83,000 were received in the first quarter of 2020.

Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of development infrastructure.

1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease to Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. MRP will contribute the remainder of its equity in 2020. The land will be acquired in two pieces over first half of 2020 and the construction loan is expected to close in the second quarter of 2020. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting because all major decisions are shared equally.

Greenville/Woodfield Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as .408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

16 

On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

Investments in Joint Ventures (in thousands):

								The
								Company's
								Share of  Profit
	Common			Total	Total Assets of	Profit (Loss)		(Loss) of  the
	Ownership			Investment	The Partnership	Of the Partnership		Partnership
As of March 31, 2020
Brooksville Quarry, LLC	50.00	%	$	7,486	14,335	(24	)	(12	)
BC FRP Realty, LLC	50.00	%		5,295	22,818	(124	)	(62	)
RiverFront Holdings II, LLC	80.00	%		26,092	100,315	(242	)	(391	)
Bryant Street Partnerships	61.36	%		59,008	110,925	—		(432	)
Hyde Park				3,741	3,741	—		—
DST Hickory Creek	26.65	%		6,000	49,208	(75	)	83
Amber Ridge Loan				876	876	—		—
1800 Half St. Owner, LLC	59.73	%		37,439	39,818	105		105
Greenville/Woodfield Partnerships	40.00	%		15,987	40,685	116		67
Total			$	161,924	382,721	(244	)	(642	)
As of December 31, 2019
Brooksville Quarry, LLC	50.00	%	$	7,499	14,316	(84	)	(42	)
BC FRP Realty, LLC	50.00	%		5,391	22,969	(1,114	)	(591	)
RiverFront Holdings II, LLC	80.00	%		25,975	88,235	(95	)	(871	)
Bryant Street Partnerships	61.36	%		58,353	96,477	260		(573	)
Hyde Park				3,492	3,492	—		—
DST Hickory Creek	26.65	%		6,000	49,369	(168	)	123
Amber Ridge Loan				509	509	—		—
1800 Half St. Owner, LLC	59.73	%		37,314	40,161	—		—
Greenville/Woodfield Partnerships	40.00	%		15,919	19,214	—		—
Total			$	160,452	334,742	(1,201	)	(1,954	)

Summarized Financial Information for the Investments in Joint Ventures (in thousands):

	As of March 31, 2020										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	99,680		110,573		46,472		17,844		5,208	$	279,777
Cash and cash equivalents		535		161		1,741		21,974		35,339		59,750
Unrealized rents & receivables		76		177		538		0		0		791
Deferred costs		24		14		457		0		138		633
Total Assets	$	100,315		110,925		49,208		39,818		40,685	$	340,951
Secured notes payable	$	50,503		15,383		29,257		0		0	$	95,143
Other liabilities		6,908		17,540		335		903		771		26,457
Capital - FRP		37,339		57,848		5,228		37,440		15,987		153,842
Capital - Third Parties		5,565		20,154		14,388		1,475		23,927		65,509
Total Liabilities and Capital	$	100,315		110,925		49,208		39,818		40,685	$	340,951

17 

	As of March 31, 2020
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,291		22,311		3,741		876		279,777	$	320,996
Cash and cash equivalents		41		20		0		0		59,750		59,811
Unrealized rents & receivables		0		225		0		0		791		1,016
Deferred costs		3		262		0		0		633		898
Total Assets	$	14,335		22,818		3,741		876		340,951	$	382,721
Secured notes payable	$	0		12,161		0		0		95,143	$	107,304
Other liabilities		47		117		0		0		26,457		26,621
Capital - FRP		7,486		5,270		3,741		876		153,842		171,215
Capital - Third Parties		6,802		5,270		0		0		65,509		77,581
Total Liabilities and Capital	$	14,335		22,818		3,741		876		340,951	$	382,721

	As of December 31, 2019										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	87,521		95,903		46,685		14,391		1,889	$	246,389
Cash and cash equivalents		630		387		1,764		25,770		17,325		45,876
Unrealized rents & receivables		82		158		446		0		0		686
Deferred costs		2		29		474		0		0		505
Total Assets	$	88,235		96,477		49,369		40,161		19,214	$	293,456
Secured notes payable	$	38,564		1,660		29,246		0		0	$	69,470
Other liabilities		6,771		17,183		120		1,363		1,889		27,326
Capital - FRP		37,284		57,479		6,000		37,314		15,919		153,996
Capital - Third Parties		5,616		20,155		14,003		1,484		1,406		42,664
Total Liabilities and Capital	$	88,235		96,477		49,369		40,161		19,214	$	293,456

	As of December 31, 2019
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,293		22,423		3,492		509		246,389	$	287,106
Cash and cash equivalents		18		15		0		0		45,876		45,909
Unrealized rents & receivables		0		220		0		0		686		906
Deferred costs		5		311		0		0		505		821
Total Assets	$	14,316		22,969		3,492		509		293,456	$	334,742
Secured notes payable	$	0		12,103		0		0		69,470	$	81,573
Other liabilities		2		196		0		0		27,326		27,524
Capital - FRP		7,500		5,335		3,492		509		153,996		170,832
Capital - Third Parties		6,814		5,335		0		0		42,664		54,813
Total Liabilities and Capital	$	14,316		22,969		3,492		509		293,456	$	334,742

The Company’s capital recorded by the unconsolidated Joint Ventures is $9,289,000 more than the Investment in Joint Ventures reported in the Company’s consolidated balance sheet due to the lower basis in property contributed.

The amount of consolidated retained earnings for these joint ventures was $(4,595,000) and $(4,127,000) as of March 31, 2020 and December 31, 2019 respectively.

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(12) Discontinued Operations.

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. These properties comprised substantially all the assets of our Asset Management segment and have been reclassified as discontinued operations for all periods presented. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. The results of operations associated with discontinued operations for the three months ended March 31, 2020 and 2019 were as follows (in thousands):

	Three months
	ended
	March 31, 2019
Lease revenue	$	238
Cost of operations:
Depreciation, depletion and amortization		29
Operating expenses		95
Property taxes		20
Management company indirect		—
Corporate expenses		—
Total cost of operations		144
Total operating profit		94
Interest expense		—
Gain on sale of buildings		23
Income before income taxes		117
Provision for income taxes		31
Income from discontinued operations	$	86
Earnings per common share:
Income from discontinued operations-
Basic		0.01
Diluted		0.01

(13) Subsequent Event.

The COVID-19 pandemic is having an extraordinary impact on the world economy and the markets in which we operate. While we recognize the importance of social distancing, stay at home and telework measures to protect human health, these measures will adversely affect our retail tenants, particularly our retail tenants, as long as they remain in place.  We are negotiating with our retail tenants on rent abatements and cash flow adjustments that will adversely affect our NOI.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

The following discussion includes a non-GAAP financial measure within the meaning of Regulation G promulgated by the Securities and Exchange Commission to supplement the financial results as reported in accordance with GAAP. The non-GAAP financial measure discussed is net operating income (NOI). The Company uses this metric to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. This measure is not, and should not be viewed as, a substitute for GAAP financial measures. Refer to “Non-GAAP Financial Measure” below in this quarterly report for a more detailed discussion, including reconciliations of this non-GAAP financial measure to its most directly comparable GAAP financial measure.

Overview - FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.

The Company’s operations are influenced by a number of external and internal factors. External factors include levels of economic and industrial activity in the United States and the Southeast, construction activity and costs, aggregates sales by lessees from the Company’s mining properties, interest rates, market conditions in the Baltimore/Northern Virginia/Washington DC area, and our ability to obtain zoning and entitlements necessary for property development. Internal factors include administrative costs, success in leasing efforts and construction cost management.

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. These properties comprised substantially all the assets of our Asset Management segment and constituted a strategic shift for the Company and have been reclassified as discontinued operations for all periods presented.

Asset Management Segment.

The Asset Management segment owns, leases and manages commercial properties.  These assets create revenue and cash flows through tenant rental payments, lease management fees and reimbursements for building operating costs. The major cash outlays incurred in this segment are for operating expenses, real estate taxes, building repairs, lease commissions and other lease closing costs, construction of tenant improvements, capital to acquire existing operating buildings and closing costs related thereto and personnel costs of our property management team.

As of March 31, 2020, the Asset Management Segment owned four commercial properties as follows:

1) 34 Loveton Circle in suburban Baltimore County, Maryland consists of one office building totaling 33,708 square feet which is 95.2% occupied (16% of the space is occupied by the Company for use as our Baltimore headquarters).

2) 155 E. 21st Street in Duval County, Florida was an office building property that remains under lease through March

2026. We permitted the tenant to demolish all structures on the property during 2018.

3) Cranberry Office Park consists of five office buildings totaling 268,010 square feet which are 54.0% occupied at March 31, 2020.

4) 1801 62^nd Street consists of 94,350 square feet and was completed in the second quarter of 2019. The building was 98.7% occupied at March 31, 2020.

Management focuses on several factors to measure our success on a comparative basis in this segment. The major factors we focus on are (1) revenue growth, (2) net operating income, (3) growth in occupied square feet, (4) actual occupancy rate, (5) average annual occupied square feet, (6) average annual occupancy rate (defined as the occupied square feet at the end of each month during a fiscal year divided by the number of months to date in that fiscal year as a percentage of the average number of square feet in the portfolio over that same time period), (7) growth of our portfolio (in square feet), and (8) tenant retention success rate (as a percentage of total square feet to be renewed).

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Mining Royalty Lands Segment.

Our Mining Royalty Lands segment owns several properties comprising approximately 15,000 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.  The typical lease in this segment requires the tenant to pay us a royalty based on the number of tons of mined materials sold from our property during a given fiscal year multiplied by a percentage of the average annual sales price per ton sold. As a result of this royalty payment structure, we do not bear the cost risks associated with the mining operations, however, we are subject to the cyclical nature of the construction markets in these states as both volumes and prices tend to fluctuate through those cycles. In certain locations, typically where the reserves on our property have been depleted but the tenant still has a need for the leased land, we collect a minimum annual rental amount. We believe strongly in the potential for future growth in construction in Florida, Georgia, and Virginia which would positively benefit our profitability in this segment.  Our mining properties had estimated remaining reserves of 516 million tons as of December 31, 2019 after a total of 8.1 million tons were consumed in 2019.

The major expenses in this segment are comprised of collection and accounting for royalties, management’s oversight of the mining leases, land entitlement for post-mining uses and property taxes at our non-leased locations and at our Grandin location which, unlike our other leased mining locations, are not paid by the tenant.  As such, our costs in this business are very low as a percentage of revenue, are relatively stable and are not affected by increases in production at our locations. Our current mining tenants are Vulcan Materials, Martin Marietta, Cemex, Argos and The Concrete Company. 

Additionally, these locations provide us with opportunities for valuable “second lives” for these assets through proper land planning and entitlement.

Significant “2^nd life” Mining Lands: 

Location	Acreage	Status
Brooksville, Fl	4,280 +/-	Development of Regional of Impact and County Land Use and Master Zoning in place for 5,800 residential unit, mixed-use development
Ft. Myers, FL	1,993 +/-	Approval in place for 105, 1 acre, waterfront residential lots after mining completed.
Gulf Hammock, Fl	1,600 +/-	Currently on the market
Total	7,873 +/-

Development Segment.

Through our Development segment, we own and are continuously monitoring for their “highest and best use” several parcels of land that are in various stages of development. Our overall strategy in this segment is to convert all our non-income producing lands into income production through (i) an orderly process of constructing new commercial and residential buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will purchase or form joint ventures on new developments of land not previously owned by the Company.

Revenues in this segment are generated predominately from land sales and interim property rents. The significant cash outlays incurred in this segment are for land acquisition costs, entitlement costs, property taxes, design and permitting, the personnel costs of our in-house management team and horizontal and vertical construction costs.

Since 1990, one of our primary strategies in this segment has been to acquire, entitle and ultimately develop commercial/industrial business parks providing 5–15 building pads which we typically convert into warehouse/office buildings. To date, our management team has converted 30 of these pads into developed buildings. Our typical practice has been to transfer these assets to the Asset Management segment on the earlier to occur of (i) commencement of rental revenue or (ii) issuance of the certificate of occupancy. We have also occasionally sold several of these pad sites over time to third parties.

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Development Segment – Warehouse/Office Land.

At March 31, 2020 this segment owned the following future development parcels:

1) 15 acres of horizontally developed land available for future construction of an additional 187,550 square feet of warehouse/office product at Lakeside Business Park in Harford County, Maryland.

2) 25 acres of horizontally developed land capable of supporting 227,490 square feet of warehouse, office, and flex buildings at Hollander 95 Business Park in Baltimore City, Maryland.

We will continue to actively monitor these submarkets where we have lots ready for construction and take advantage of the opportunities presented to us. We will also look for new parcels to place into development.

We have three properties that were either spun-off to us from Florida Rock Industries in 1986 or acquired by us from unrelated third parties. These properties, as a result of our “highest and best use” studies, are being prepared for income generation through sale or joint venture with third parties, and in certain cases we are leasing these properties on an interim basis for an income stream while we wait for the development market to mature.

Significant Investment Lands Inventory:

Location	Approx. Acreage	Status	NBV
RiverFront on the Anacostia Phases III-IV	2.5	Phase II contributed to JV and under construction.	$6,063,000
Hampstead Trade Center, MD	73	Residential conceptual design program ongoing	$8,434,000
Square 664E,on the Anacostia River in DC	2	Under lease to Vulcan Materials as a concrete batch plant through 2021 with one 5-year renewal option.	$7,969,000
Total	77.5		$22,466,000

RIVERFRONT ON THE ANACOSTIA PHASES III-IV: This property consists of 2.5 acres on the Anacostia River and is immediately adjacent to the Washington National’s baseball park in the SE Central Business District of Washington, DC. Once zoned for industrial use and under a ground lease, this property is no longer under lease and has been rezoned for the construction of approximately 600,000 square feet of “mixed-use” development in two phases. See “Stabilized Joint Venture Segment” below for discussion on Phase I and Development Joint Ventures below for discussion of Phase II. Phases III and IV are slated for office, and hotel/residential buildings, respectively, all with permitted first floor retail uses.

On August 24, 2015, in anticipation of commencing construction of the new Frederick Douglass bridge at a location immediately to the west of the existing bridge, the District of Columbia filed a Declaration of Taking for a total of 7,390 square feet of permanent easement and a 5,022-square-foot temporary construction easement on land along the western boundary of the land that will ultimately hold Phase III and IV. Previously, the Company and the District had conceptually agreed to a land swap with no compensation that would have permitted the proposed new bridge, including construction easements, to be on property wholly owned by the District. As a result, the Planned Unit Development was designed and ultimately approved by the Zoning Commission as if the land swap would occur once the District was ready to move forward with the new bridge construction. In September 2016 the Company received $1,115,400 as settlement for the easement. The Company will continue to seek an agreement from the District that the existing bridge easement will terminate when the new bridge has been placed in service and the existing bridge has been removed. The Company’s position is that otherwise Phase IV will be adversely impacted, and additional compensation or other relief will be due the Company.

HAMPSTEAD TRADE CENTER: We purchased this 118-acre tract in 2005 for $4.3 million in a Section 1031

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exchange with plans of developing it as a commercial business park. The “great recession” caused us to reassess our plans for this property. As a result, Management has determined that the prudent course of action is to attempt to rezone the property for residential uses and sell the entire tract to another developer such that we can redeploy this capital into assets with more near-term income producing potential. On December 22, 2018, The Town of Hampstead re-awarded FRP its request for rezoning with a 30-day appeal period. No appeal was filed, therefore, FRP can now move forward with its residential concept plan. We are fully engaged in the formal process of seeking PUD entitlements for this 118-acre tract in Hampstead, Maryland, now known as “Hampstead Overlook”.

SQUARE 664E, WASHINGTON, DC: This property sits on the Anacostia River at the base of South Capitol Street in an area known as Buzzard Point, less than half a mile down river from our RiverFront on the Anacostia property. The Square 664E property is approximately two acres and is currently under lease to Vulcan Materials for use as a concrete batch plant. The lease terminates on August 31, 2021 and Vulcan has the option to renew for one additional period of five years. In July 2018, Audi Field, the home of the DC United professional soccer club, opened its doors to patrons in Buzzard Point. The 20,000 seat stadium hosts 17 home games each year in addition to other outdoor events. The stadium is separated from our property by 1800 Half Street, the property acquired in a joint venture between the Company and MRP in December 2019.

The third leg of our Development Segment consists of investments in joint venture for properties in development as described below:

Development Segment - Investments in Joint Ventures (in thousands):

	As of March 31, 2020										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	99,680		110,573		46,472		17,844		5,208	$	279,777
Cash and cash equivalents		535		161		1,741		21,974		35,339		59,750
Unrealized rents & receivables		76		177		538		0		0		791
Deferred costs		24		14		457		0		138		633
Total Assets	$	100,315		110,925		49,208		39,818		40,685	$	340,951
Secured notes payable	$	50,503		15,383		29,257		0		0	$	95,143
Other liabilities		6,908		17,540		335		903		771		26,457
Capital - FRP		37,339		57,848		5,228		37,440		15,987		153,842
Capital - Third Parties		5,565		20,154		14,388		1,475		23,927		65,509
Total Liabilities and Capital	$	100,315		110,925		49,208		39,818		40,685	$	340,951

	As of March 31, 2020
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,291		22,311		3,741		876		279,777	$	320,996
Cash and cash equivalents		41		20		0		0		59,750		59,811
Unrealized rents & receivables		0		225		0		0		791		1,016
Deferred costs		3		262		0		0		633		898
Total Assets	$	14,335		22,818		3,741		876		340,951	$	382,721
Secured notes payable	$	0		12,161		0		0		95,143	$	107,304
Other liabilities		47		117		0		0		26,457		26,621
Capital - FRP		7,486		5,270		3,741		876		153,842		171,215
Capital - Third Parties		6,802		5,270		0		0		65,509		77,581
Total Liabilities and Capital	$	14,335		22,818		3,741		876		340,951	$	382,721

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Brooksville Quarry, LLC.. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the year ended March 31, 2020 includes a loss of $12,000 representing the Company’s portion of the loss of this joint venture (not including FRP’s royalty revenues).

BC Realty, LLC (Windlass Run). In March 2016, we entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. The project will take place in several phases, with construction of the first phase, which includes two office buildings and two retail buildings totaling 100,030-square-feet (inclusive of 27,950 retail), commenced in the fourth quarter of 2017 and projected to stabilize in the fourth quarter of 2020. The start of subsequent phases will follow with the final phase commencing in the 4th quarter of 2024. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for 4 buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at March 31, 2020 was $12,110,000. Shell building construction of the two office buildings and two retail buildings in the first phase of our joint venture with St. John Properties was completed in December 2018.

RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a Joint Venture to develop Phase II and closed on construction financing with Eagle Bank. Phase II on the Anacostia known as The Maren is a 250,000-square-foot mixed-use development which supports 264 residential units and 6,900 SF of retail. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the joint venture including development costs paid prior to the formation of the joint venture and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through December 31, 2019. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project. Construction began in April 2018, with substantial completion in March 2020, and stabilization (meaning 90% of the individual apartments are leased and occupied by third party tenants) in late 2021.

Bryant Street Partnerships: On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. This first phase is a mixed-use development which supports 487 residential units and 86,042 SF of first floor and stand-alone retail on approximately five acres of the roughly 12-acre site. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23 million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in joint ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed

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on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25% over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.1 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company will evaluate the guarantee liability based upon the success of the project and assuming no payments are made under the guarantee the Company will have a gain for $1.9 million when the loan is paid in full. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally. Construction began in February 2019, with substantial completion estimated in 3rd quarter 2021, and stabilization (meaning 88% of the individual apartments and retail are leased and occupied by third party tenants) in late 2022.

Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale. Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots, and settlement is expected in the second quarter of 2020.

Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of infrastructure development.

1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease by Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. The land will be acquired in two pieces over first half of 2020 and the construction loan is expected to close in the second quarter of 2020. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all major decisions are shared equally.

Greenville Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as ..408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting

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through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

Stabilized Joint Venture Segment.

Currently the segment includes two stabilized joint ventures which own, lease and manage buildings. These assets create revenue and cash flows through tenant rental payments, and reimbursements for building operating costs. The major cash outlays incurred in this segment are for property taxes, full service maintenance, property management, utilities, marketing and our management.

Dock 79. This first phase of our RiverFront on The Anacostia project is a joint venture owned by the Company (66%) and our partner, MRP Realty (34%) and is a 305-unit residential apartment building with approximately 18,000 sq. ft. of first floor retail space. For financial reporting purposes the Company consolidates this venture as it is considered the primary beneficiary of the Variable Interest Entity. As of March 31, 2020, the residential units were 93.44% occupied and 92.13% leased, while retail units are 76% leased with just one space remaining.

DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.649% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet.  The property was constructed in 1984 and substantially renovated in 2016.  The property is located in Henrico County, providing residents convenient access to some of the largest employment and economic drivers in Metro Richmond, including ten Fortune 1,000 companies. The Company’s equity interest in the trust is accounted for under the equity method of accounting and monthly distributions net of depreciation are recorded as equity in loss of joint ventures.

Comparative Results of Operations for the Three months ended March 31, 2020 and 2019

Consolidated Results

(dollars in thousands)		Three Months Ended March 31,
	2020				2019			Change			%
Revenues:
Lease Revenue	$		3,598		$	3,485		$	113			3.2	%
Mining lands lease revenue			2,185			2,229			(44	)		-2.0	%
Total Revenues			5,783			5,714			69			1.2	%
Cost of operations:
Depreciation/Depletion/Amortization			1,468			1,487			(19	)		-1.3	%
Operating Expenses			925			882			43			4.9	%
Property Taxes			737			753			(16	)		-2.1	%
Management company indirect			672			592			80			13.5	%
Corporate Expense			1,187			645			542			84.0	%
Total cost of operations			4,989			4,359			630			14.5	%
Total operating profit			794			1,355			(561	)		-41.4	%
Net investment income, including realized gains
of $108 and $119			1,991			1,810			181			10.0	%
Interest Expense			(51	)		(588	)		537			-91.3	%
Equity in loss of joint ventures			(642	)		(264	)		(378	)		143.2	%
Gain on sale of real estate			8			—			8			0.0	%
Income before income taxes			2,100			2,313			(213	)		-9.2	%
Provision for income taxes			601			672			(71	)		-10.6	%
Income from continuing operations			1,499			1,641			(142	)		-8.7	%

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Income from discontinued operations, net		—			86			(86	)	-100.0	%
Net income		1,499			1,727			(228	)	-13.2	%
Loss attributable to noncontrolling interest		(119	)		(171	)		52		-30.4	%
Net income attributable to the Company	$	1,618		$	1,898		$	(280	)	-14.8	%

Net income for the first quarter of 2020 was $1,618,000 or $.15 per share versus $1,898,000 or $.19 per share in the same period last year. The first quarter of 2020 was impacted by the following items:

• Corporate expense stock compensation of $601,000 compared to $29,000 in the same period last year due the timing of stock grants and a change from grants of stock options previously.
• Interest income increased $181,000 as we have increased investments in joint ventures offset by lower amounts invested in bonds and lower bond yields.
• Loss on joint ventures increased $378,000 primarily due to our share of the Bryant Street preferred interest, $118,000 amortization of guarantee liability related to the Bryant Street loan, $183,000 operating loss at the Maren due to pre-leasing efforts, partially offset by interest income generated in our opportunity zone investments prior to the funds being deployed.

Income from discontinued operations for the first quarter of 2019 was $86,000 or $.01 per share. The first quarter of 2019 included a $119,000 realized gain on the sale of bonds.

Asset Management Segment Results

	Three months ended March 31
(dollars in thousands)	2020			%			2019			%			Change			%
Lease revenue	$	652			100.0	%		641			100.0	%		11			1.7	%
Depreciation, depletion and amortization		192			29.5	%		177			27.6	%		15			8.5	%
Operating expenses		97			14.9	%		209			32.6	%		(112	)		-53.6	%
Property taxes		72			11.0	%		56			8.8	%		16			28.6	%
Management company indirect		114			17.5	%		102			15.9	%		12			11.8	%
Corporate expense		308			47.2	%		163			25.4	%		145			89.0	%
Cost of operations		783			120.1	%		707			110.3	%		76			10.7	%
Operating profit	$	(131	)		-20.1	%		(66	)		-10.3	%		(65	)		98.5	%

Most of the Asset Management Segment was reclassified to discontinued operations leaving two commercial properties as well as Cranberry Run, which we purchased in the first quarter of 2019, and 1801 62^nd Street which joined this segment on April 1 of 2019. Cranberry Run is a five-building industrial park in Harford County, MD totaling 268,010 square feet of industrial/ flex space and at quarter end was 54% leased and occupied, up from 26.1% at year end. 1801 62^nd Street is our most recent spec building in Hollander Business Park and is our first warehouse with a 32-foot clear-height ceiling. We completed construction on this building in 2019 and it is now 100% leased and occupied. Total revenues in this segment were $652,000, up $11,000 or 1.7%, over the same period last year. Operating loss was $131,000, down $65,000 from an operating loss of $66,000 in the same quarter last year due to higher allocation of corporate expenses.

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Mining Royalty Lands Segment Results

	Three months ended March 31
(dollars in thousands)	2020		%			2019		%			Change			%
Mining lands lease revenue	$	2,185		100.0	%		2,229		100.0	%		(44	)		(2.0	)%
Depreciation, depletion and amortization		38		1.8	%		52		2.3	%		(14	)		-26.9	%
Operating expenses		13		0.6	%		16		0.7	%		(3	)		-18.8	%
Property taxes		67		3.1	%		68		3.1	%		(1	)		-1.5	%
Management company indirect		66		3.0	%		49		2.2	%		17			34.7	%
Corporate expense		97		4.4	%		43		1.9	%		54			125.6	%
Cost of operations		281		12.9	%		228		10.2	%		53			23.2	%
Operating profit	$	1,904		87.1	%		2,001		89.8	%		(97	)		-4.8	%

Total revenues in this segment were $2,185,000 versus $2,229,000 in the same period last year. Total operating profit in this segment was $1,904,000, a decrease of $97,000 versus $2,001,000 in the same period last year. The primary reason for this decrease is that we are no longer receiving double minimums at our Lake Louisa property, because our tenant, Cemex, received its final permit to begin mining the property in July 2019.

Development Segment Results

	Three months ended March 31
(dollars in thousands)	2020			2019			Change
Lease revenue	$	293			269			24
Depreciation, depletion and amortization		54			58			(4	)
Operating expenses		209			46			163
Property taxes		359			323			36
Management company indirect		445			395			50
Corporate expense		712			399			313
Cost of operations		1,779			1,221			558
Operating loss	$	(1,486	)		(952	)		(534	)

The Development segment is responsible for (i) seeking out and identifying opportunistic purchases of income producing warehouse/office buildings, and (ii) developing our non-income producing properties into income production.

With respect to ongoing projects:

• PUD entitlements for our 118-acre tract in Hampstead, Maryland, now known as “Hampstead Overlook,” are ongoing. In February of this year, Hampstead Overlook received Concept Plan approval from the Town of Hampstead for 164 single and 91 town home residential units.  
• We finished shell building construction in December 2018 on the two office buildings in the first phase of our joint venture with St. John Properties.  Shell building construction of the two retail buildings was completed in January 2019. We are now in the process of leasing these four single-story buildings totaling 100,030 square feet of office and retail space. At quarter end, Phase I was 44% leased and occupied.

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• We are the principal capital source of a residential development venture in Baltimore County, Maryland known as “Hyde Park.”  We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale.  Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots, and settlement is expected in the second quarter of 2020.
• We are the principal capital source of a residential development venture in Prince George’s County, Maryland known as “Amber Ridge.”  We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which a “waterfall” determines the split of proceeds from sale.  Amber Ridge will hold 187 town homes.  We are currently pursuing entitlements and have two homebuilders under contract to purchase all 187 units upon completion of development infrastructure.
• In April 2018, we began construction on Phase II of our RiverFront on the Anacostia project, now known as “The Maren.”  The 14-story project will have 264 units and 6,450 square feet of ground floor retail.  At the end of the quarter the project was 95% complete, leasing commenced, and the first units of the building are occupied.
• In December 2018, the Company entered into a joint venture agreement with MidAtlantic Realty Partners (MRP) for the development of the first phase of a multifamily, mixed-use development in northeast Washington, DC known as “Bryant Street.”  The project is comprised of four buildings, with 487 units and 85,930 square feet of retail.  FRP contributed $32 million for common equity and another $23 million for preferred equity to the joint venture.  Construction began in February 2019 and as of the end of the quarter was 53% complete.  The project is currently on time, within budget, and expected to be complete in the fourth quarter of 2021, with the first of the four buildings delivering in the fourth quarter of 2020.  This project is located in an opportunity zone and has allowed us to defer $14.9 million in taxes associated with last year’s asset sale.
• In December 2019, the Company entered into a joint venture agreement with MRP for the development of a mixed-use project known as “1800 Half Street.” The development is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia, currently under lease by Vulcan, and Audi Field, the home stadium of the DC United. The 10-story structure will have 344 apartments and 11,246 square feet of ground floor retail. FRP contributed $37.3 million in common equity. The project is a qualified opportunity zone investment and will defer just over $10 million in taxes associated with last year’s asset sale. Construction is anticipated to be begin in second quarter of this year.
• In December 2019, the company entered into two joint ventures in Greenville, SC with a new partner, Woodfield Development. Woodfield specializes in Class-A multi-family, mixed use developments primarily in the Carolinas and DC. Our first joint venture with them is a 200-unit multifamily project known as “Riverside.” FRP contributed $6.2 million in common equity for a 40% ownership interest. Construction began this quarter and should be complete in the third quarter of 2021. The second joint venture in Greenville with Woodfield is a 227-unit multifamily development known as “.408 Jackson.” It will have 4,700 square feet of retail and is located across the street from Greenville’s minor league baseball stadium. FRP contributed $9.7 million in common equity for a 40% ownership interest. Construction is set to begin in the second quarter of 2020 and should be complete in the second quarter of 2022. Both projects are qualified opportunity investments and will defer a combined $4.3 million in taxes.

Stabilized Joint Venture Segment Results

	Three months ended March 31
(dollars in thousands)	2020		%			2019		%			Change			%
Lease revenue	$	2,653		100.0	%		2,575		100.0	%		78			3.0	%
Depreciation, depletion and amortization		1,184		44.6	%		1,200		46.6	%		(16	)		-1.3	%
Operating expenses		606		22.9	%		611		23.7	%		(5	)		-0.8	%
Property taxes		239		9.0	%		306		11.9	%		(67	)		-21.9	%
Management company indirect		47		1.8	%		46		1.8	%		1			2.2	%
Corporate expense		70		2.6	%		40		1.6	%		30			75.0	%
Cost of operations		2,146		80.9	%		2,203		85.6	%		(57	)		-2.6	%
Operating profit	$	507		19.1	%		372		14.4	%		135			36.3	%

29 

Dock 79’s average occupancy for the quarter was 93.52%, and at the end of the quarter, Dock 79 was 92.13% leased and 93.44% occupied. This quarter, 54.24% of expiring leases renewed with an average increase in rent on those renewals of 1.46%. Net Operating Income this quarter for this segment was $1,812,000, up $182,000 or 11.17% compared to the same quarter last year. Dock 79 is a joint venture between the Company and MRP, in which FRP Holdings, Inc. is the majority partner with 66% ownership.

In July 2019, the Company completed a like-kind exchange by reinvesting $6,000,000 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek DST. The DST owns a 294-unit garden-style apartment community known as Hickory Creek consisting of 19 three-story apartment buildings containing 273,940 rentable square feet.  Hickory Creek was constructed in 1984 and substantially renovated in 2016 and is located in Henrico County, Virginia. The Company is 26.649% beneficial owner and receives monthly distributions. First quarter distributions were $83,000. The project is a qualified 1031 like-kind exchange investment and will defer $790,000 in taxes associated with the sales of 7030 Dorsey Road and 1502 Quarry Drive.

Liquidity and Capital Resources. The growth of the Company’s businesses requires significant cash needs to acquire and develop land or operating buildings and to construct new buildings and tenant improvements. As of March 31, 2020, we had $11,375,000 of cash and cash equivalents along with $148,667,000 of investments available for sale. As of March 31, 2020, we had no debt borrowed under our $20 million Wells Fargo revolver, $411,000 outstanding under letters of credit and $19,589,000 available to borrow under the revolver. In November 2017, we secured $90 million in permanent financing for Dock 79 from EagleBank, the proceeds of which were used to pay off $79 million of construction and mezzanine debt. The remainder was distributed pari passu between the Company and our partners.

Cash Flows - The following table summarizes our cash flows from operating, investing and financing activities for each of the periods presented (in thousands of dollars):

		Three months
		Ended March 31,
		2020		2019
Total cash provided by (used for):
Operating activities	$	3,983			3,250
Investing activities		(15,488	)		5,813
Financing activities		(3,727	)		(1,969	)
Increase (decrease) in cash and cash equivalents	$	(15,232	)		7,094
Outstanding debt at the beginning of the period	$	88,925			88,789
Outstanding debt at the end of the period	$	88,959			88,823

Operating Activities - Net cash provided by operating activities for the three months ended March 31, 2020 was $3,983,000 versus $3,250,000 in the same period last year. Net cash provided by operating activities of discontinued operations for the three months ended March 31, 2019 was $150,000.

Investing Activities - Net cash used in investing activities for the three months ended March 31, 2020 was $15,488,000 versus cash provided by investing activities of $5,813,000 in the same period last year. Net cash used in investing activities was higher due primarily to the purchase of investments available for sale offset by the proceeds on the sale of investments available for sale offset, while the prior year included the acquisition of Cranberry Business Park, and the preferred equity contribution to the RiverFront Holdings II joint venture.

At March 31, 2020 the Company was invested in 68 corporate bonds with individual maturities ranging from 2020

30 

through 2022. The unrealized loss on these bonds of $331,000 was recorded as part of comprehensive income and was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $108,000 in its net investment income related to bonds that were sold first quarter 2020.

Financing Activities – Net cash used in investing activities was $3,727,000 versus $1,969,000 in the same period last year due primarily due to the increased purchase of company stock in the three months ended March 31, 2020.

Credit Facilities - On February 6, 2019 the Company entered into a First Amendment to the 2015 Credit Agreement (the "Credit Agreement") with Wells Fargo Bank, N.A. (Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo, dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility (“Revolver”) with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated total debt to consolidated total capital. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of March 31, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined.

On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation, Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.

Cash Requirements – The Board of Directors has authorized Management to repurchase shares of the Company’s common stock from time to time as opportunities arise. As of March 31, 2020, $7,518,000 was authorized for future repurchases of common stock. On May 6, 2020, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. The Company does not currently pay any cash dividends on common stock.

The Company currently expects its capital expenditures for the remainder of 2020 to include approximately $38.6 million for real estate development including investments in joint ventures, which will be funded mostly out of cash and investments on hand, cash generated from operations and property sales, or borrowings under our credit facilities.

Impact of the COVID-19 Pandemic. The COVID-19 pandemic is having an extraordinary impact on the world economy and the markets in which we operate. As an essential business, we have continued to operate throughout the pandemic in accordance with White House guidance and orders issued by state and local authorities. We have implemented social distancing and other measures to protect the health of our employees and customers. While we recognize the importance of social distancing, stay at home and telework measures to protect human health, these measures will adversely affect our retail tenants as long as they remain in place.  We are negotiating with our retail tenants on rent abatements and cash flow adjustments that will adversely affect our NOI. During this period, we will continue to fulfill our duty to operate while managing our business in a prudent fashion.

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Summary and Outlook. As important as these first quarter numbers are, what weighs heaviest on the mind of management and no doubt our shareholders is the economic fallout of the novel corona virus. Asset Management has been somewhat insulated. Industrial in general has responded well to this situation, and though this environment may prolong the time it takes to fill our vacancies, almost all of the tenants we have are paying rent and we have no reason at this time to believe the situation will change. We have two office tenants who have been affected and will have trouble paying rent, and we are in the process of coming up with a solution that accommodates their difficulties, doesn’t require us to go out and find new tenants, but still compensates us for the lost rent when we emerge from this situation. The Development Segment was an initial cause for concern when it seemed likely for a time that construction might be halted by the local governments where our projects were located. Thankfully, that was not the case. Construction has been allowed to continue in Washington, DC and South Carolina, and so development remains ongoing at Bryant St and our two properties in Greenville, SC. We have been signing leases for the Maren since March and had our first tenants move in March 23, 2020. The building is 17.42% leased and 4.17% occupied as of April 27, 2020 and we expect construction to be complete before the end of the second quarter. On a positive note, we were able to close on the sale of our remaining lots at Lakeside Business Park on April 3, 2020 for $3.75 million.

The first quarter numbers for the Mining Royalties segment were strong and were it not for the fact that we are no longer receiving double minimums from Cemex in Lake Louisa, they would have been the same or better than first quarter 2019—which is to say, on pace to match our best year ever. Mining is considered an essential business and so tenants are still operating on our properties. It is improbable that home construction and demand has been anything but adversely affected during the last few weeks. However, the decrease in road traffic due to people working from home has allowed states and municipalities to push forward their timeline for transportation infrastructure projects. We have not seen any second quarter numbers, and it is beyond our ability to anticipate the consequences, seen and unforeseen, that shutting down the economy has had on the construction materials business. It is our hope that the bump in local infrastructure projects as well as the backlog of jobs created by the sustained period of labor shortage until recently will be enough to sustain the aggregates business until things return to normal.

Dock 79 has been a cause for concern since the onset this pandemic. Our team is doing its utmost to ensure the safety of our tenants. However, our restaurant tenants have been hit hard by this as only one of the three restaurants has been able to remain open for takeout. We are working on a way to allow them to suspend rent payments during the shutdown, without forgoing the ability to recoup them at a later date. On the residential side, the district has suspended property owners from raising rents effective back to March 11. Prior to the order, we expected to renew 19 of our 22 expiring leases in April with another two tenants going month-to-month. Since those renewals included rent increases, we will have to amend the terms of the leases but the renewal rate for April should be unaffected. Dock 79 was 90.8% leased and 92.8% occupied as of April 27, 2020. Given the current level of economic uncertainty, we plan to continue to renew tenants to traditional lease terms rather than go month-to-month until the order is lifted, preferring the safety of keeping tenants in place to chasing future rents. Until the rent freeze is lifted, this negates our ability to grow rents and will dampen rent growth for 2020.

Our country and the world face a challenging situation. The economic cost and loss of life is staggering. Very few companies will make it through this unscathed, and we are no exception. However, our balance sheet and liquidity have positioned us to sustain it better than a lot of businesses. The fallout from this horrible situation may provide us with investment opportunities as asset prices drop, but our primary concern as a business is that we are able to protect the assets and projects we already have. We have continued to put money back into the company in the form of share buybacks. During the first quarter of 2020, the Company repurchased 82,491 shares at an average cost of $41.47 per share.

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Non-GAAP Financial Measure.

To supplement the financial results presented in accordance with GAAP, FRP presents certain non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. The non-GAAP financial measure included in this quarterly report is net operating income (NOI). FRP uses this non-GAAP financial measure to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. This measure is not, and should not be viewed as, a substitute for GAAP financial measures.

Net Operating Income Reconciliation
Three months ended 03/31/20 (in thousands)
							Stabilized
	Asset						Joint		Mining		Unallocated		FRP
	Management			Development			Venture		Royalties		Corporate		Holdings
	Segment			Segment			Segment		Segment		Expenses		Totals
Income (loss) from continuing operations		(90	)		(954	)		370		1,380		793		1,499
Income Tax Allocation		(33	)		(354	)		182		512		294		601
Income (loss) from continuing operations before income taxes		(123	)		(1,308	)		552		1,892		1,087		2,100
Less:
Equity in profit of Joint Ventures		—			—			83		—		—		83
Gains on sale of buildings		8			—			—		—		—		8
Unrealized rents		110			—			—		61		—		171
Interest income		—			891			—		—		1,100		1,991
Plus:
Unrealized rents		—			—			4		—		—		4
Equity in loss of Joint Venture		—			713			—		12		—		725
Interest Expense		—			—			38		—		13		51
Depreciation/Amortization		192			54			1,184		38		—		1,468
Management Co. Indirect		114			445			47		66		—		672
Allocated Corporate Expenses		308			712			70		97		—		1,187
Net Operating Income (loss)		373			(275	)		1,812		2,044		—		3,954

Net Operating Income Reconciliation
Three months ended 03/31/19 (in thousands)
							Stabilized
	Asset						Joint			Mining		Unallocated		FRP
	Management			Development			Venture			Royalties		Corporate		Holdings
	Segment			Segment			Segment			Segment		Expenses		Totals
Income (loss) from continuing operations		(48	)		(716	)		(196	)		1,452		1,149		1,641
Income Tax Allocation		(18	)		(266	)		(9	)		539		426		672
Income (loss) from continuing operations before income taxes		(66	)		(982	)		(205	)		1,991		1,575		2,313
Less:
Unrealized rents		3			—			28			—		—		31
Interest income		—			224			—			—		1,586		1,810
Plus:
Unrealized rents		—			—			—			122		—		122
Equity in loss of Joint Venture		—			254			—			10		—		264
Interest Expense		—			—			577			—		11		588
Depreciation/Amortization		177			58			1,200			52		—		1,487
Management Co. Indirect		102			395			46			49		—		592
Allocated Corporate Expenses		163			399			40			43		—		645
Net Operating Income		373			(100	)		1,630			2,267		—		4,170

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

Interest Rate Risk - We are exposed to the impact of interest rate changes through our variable-rate borrowings under our Credit Agreement with Wells Fargo.

33 

Under the Wells Fargo Credit Agreement, the applicable margin for borrowings at March 31, 2020 was LIBOR plus 1.0%. The applicable margin for such borrowings will be increased in the event that our debt to capitalization ratio as calculated under the Wells Fargo Credit Agreement Facility exceeds a target level.

The Company did not have any variable rate debt at March 31, 2020, so a sensitivity analysis was not performed to determine the impact of hypothetical changes in interest rates on the Company’s results of operations and cash flows.

ITEM 4. CONTROLS AND PROCEDURES

CONCLUSION REGARDING THE EFFECTIVENESS OF DISCLOSURE CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosure.

The Company also maintains a system of internal accounting controls over financial reporting that are designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements.

All control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving the desired control objectives.

As of March 31, 2020, the Company, under the supervision and with the participation of the Company's management, including the CEO, CFO and CAO, carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on this evaluation, the Company’s CEO, CFO and CAO concluded that the Company's disclosure controls and procedures are effective in alerting them in a timely manner to material information required to be included in periodic SEC filings.

There have been no changes in the Company’s internal controls over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

34 

PART II. OTHER INFORMATION

Item 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

The following risk factor set forth below is in addition to the risk factors discussed under Part I, Item 1A (Risk Factors) of the Company’s most recent annual report on Form 10-K.

The current pandemic of the novel coronavirus COVID-19 could materially and adversely impact or disrupt our financial condition, results of operations, cash flows and performance.

Since being reported in December 2019, the novel coronavirus (COVID-19) pandemic has had repercussions across regional and global economies and financial markets. The outbreak of COVID-19 has significantly adversely impacted global economic activity, contributed to significant volatility and negative pressure in financial markets and increased economic uncertainty. In response to the pandemic, many states and cities in which we own properties have instituted quarantines, restrictions on travel, “shelter in place” rules, restrictions on types of business that may continue to operate, and/or restrictions on the types of construction projects that may continue. In response to these restrictions and to protect employee safety, many of our employees are working remotely.

As a result, the COVID-19 pandemic is negatively impacting many industries, especially the commercial real estate business which has mixed use tenants including apartment dwellers, small businesses and restaurants. The significance, extent and duration of the impacts of the COVID-19 pandemic remains largely uncertain and dependent on future developments that cannot be accurately predicted at this time, such as the continued severity and spread of the virus, the period of time during which mandated social distancing or other mitigation measures remain in place, the timetable for developing effective treatments and a vaccine and the trajectory of the economic recovery.

At this time, the Company anticipates that the pandemic could have material and adverse effects on our ability to successfully operate and on our financial condition, results of operations and cash flows due to, among other factors:

● Our ability to continue to collect rents, on a timely basis or at all, without reductions or other concessions, from tenants of the Asset Management and Stabilized Joint Ventures segments;

● Our ability to renew leases on favorable terms with tenants of the Asset Management and Stabilized Joint Ventures segments;

● A decline in royalties collected by our Mining Royalties section in the event that the pandemic results in a decline in construction activity;

● Our ability to complete pending and planned construction projects in a timely manner due to restrictions imposed on construction activities, delays in the permitting process or delays in the supply of materials or labor necessary for construction.

● Difficulty in obtaining debt financing for our development projects on favorable terms or an inability to comply with financial covenants of our credit facility and other debt agreements and result in a default and potentially an acceleration of indebtedness;

35 

● Any impairment in value of our tangible or intangible assets which could be recorded as a result of a weaker economic conditions;  

● the potential negative impact on the health of our personnel, particularly if a significant number of them are impacted, could result in a deterioration in our ability to ensure business continuity during this disruption.

​The rapid development and fluidity of this situation precludes any prediction as to the full adverse impact of the COVID-19 pandemic.

Item 2. PURCHASES OF EQUITY SECURITIES BY THE ISSUER

						(c)
						Total
						Number of
						Shares		(d)
						Purchased		Approximate
		(a)				As Part of		Dollar Value of
		Total		(b)		Publicly		Shares that May
		Number of		Average		Announced		Yet Be Purchased
		Shares		Price Paid		Plans or		Under the Plans
Period		Purchased		per Share		Programs		or Programs (1)
	January 1
	Through
	January 31		324	$	49.86		324	$	10,923,000
	February 1
	Through
	February 29		15,246	$	48.65		15,246	$	10,181,000
	March 1
	Through
	March 31		66,921	$	39.79		66,921	$	7,518,000
	Total		82,491	$	41.47		82,491

(1) On February 4, 2015, the Board of Directors authorized management to expend up to $5,000,000 to repurchase shares of the Company’s common stock from time to time as opportunities arise. On December 5, 2018, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. On August 5, 2019, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization. On May 6, 2020, the Board of Directors approved a $10,000,000 increase in the Company’s stock repurchase authorization.

Item 6. EXHIBITS

(a) Exhibits. The response to this item is submitted as a separate Section entitled "Exhibit Index", on page 38.

36 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

		FRP Holdings, Inc.
Date:  May 14, 2020	By	JOHN D. BAKER II
		John D. Baker II
		Chief Executive Officer
		(Principal Executive Officer)
	By	JOHN D. BAKER III
		John D. Baker III.
		Treasurer and Chief Financial Officer
		(Principal Financial Officer)
	By	JOHN D. KLOPFENSTEIN
		John D. Klopfenstein
		Controller and Chief Accounting
		Officer (Principal Accounting Officer)

37 

FRP HOLDINGS, INC.

FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 2020

EXHIBIT INDEX

(14)	Financial Code of Ethical Conduct between the Company, Chief Executive Officers and Financial Managers, adopted December 3, 2014, incorporated by reference to Exhibit 14 to the Company’s Form 10-Q filed on November 9, 2017.
(31)(a)	Certification of John D. Baker II.
(31)(b)	Certification of John D. Baker III.
(31)(c)	Certification of John D. Klopfenstein.
(32)	Certification of Chief Executive Officer, Chief Financial Officer, and Chief Accounting Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document
101.XSD	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase

38 

EX-31

CERTIFICATIONS                                                                                                                Exhibit 31(a)

I, John D. Baker II, certify that:

1. I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 14, 2020                                                                                              /s/John D. Baker II

                                                                                                                        Chief Executive Officer

EX-31

CERTIFICATIONS                                                                                                               Exhibit 31(b)

I, John D. Baker III, certify that:

1. I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 14, 2020                                                                             /s/John D. Baker III

                                                                                                        Treasurer and Chief Financial Officer

EX-31

CERTIFICATIONS                                                                                                                  Exhibit 31(c)

I, John D. Klopfenstein, certify that:

1. I have reviewed this report on Form 10-Q of FRP Holdings, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosures controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial report; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 14, 2020                                                                          /s/John D. Klopfenstein

                                                                                                     Controller and Chief Accounting Officer

EX-32

Exhibit 32

CERTIFICATION UNDER SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned certifies that this periodic report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in this periodic report fairly presents, in all material respects, the financial condition and results of operations of FRP Holdings, Inc.

		FRP Holdings, Inc.
Date:  May 14, 2020	By	/s/JOHN D. BAKER II
		John D. Baker II
		Chief Executive Officer
		(Principal Executive Officer)
	By	/s/JOHN D. BAKER III
		John D. Baker III
		Treasurer and Chief Financial Officer
		(Principal Financial Officer)
	By	/s/JOHN D. KLOPFENSTEIN
		John D. Klopfenstein
		Controller and Chief Accounting
		Officer (Principal Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to FRP Holdings, Inc. and will be retained by FRP Holdings, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification accompanies the issuer’s Quarterly report on Form 10-Q and is not filed as provided in SEC Release Nos. 33-8212, 34-4751 and IC-25967, dated June 30, 2003.

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Long-term debt (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Riverfront permanent loan	$ 88,959	$ 88,925
Less portion due within one year	0	0
Long-term debt	$ 88,959	$ 88,925

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Subsequent Event

3 Months Ended

Mar. 31, 2020

Subsequent Events [Abstract]

Subsequent Event

(13) Subsequent Event.

The COVID-19 pandemic is having an extraordinary impact on the world economy and the markets in which we operate. While we recognize the importance of social distancing, stay at home and telework measures to protect human health, these measures will adversely affect our retail tenants, particularly our retail tenants, as long as they remain in place.  We are negotiating with our retail tenants on rent abatements and cash flow adjustments that will adversely affect our NOI.

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Stock-Based Compensation Plans (Tables)

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement [Abstract]

Stock Compensation Expense (in thousands

	Three Months ended
	March 31,
	2020		2019
Stock option grants	$	24		29
Restricted stock awards granted in 2020		47		—
Employee stock grant		530		—
Annual director stock award		—		—
	$	601		29

Summary of Stock Activity (in thousands, except share and per share amounts)

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Options	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		132,504	$	33.82	5.8	$	1,631
Granted		—	$	—		$	—
Exercised		—	$	—		$	—
Outstanding at March 31, 2020		132,504	$	33.82	5.5	$	1,631
Exercisable at March 31, 2020		114,189	$	32.11	5.1	$	1,333
Vested during three months ended
March 31, 2020		—				$	—

Summary of Restricted Stock awards (in thousands, except share and per share amounts)

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Restricted stock	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		0
Granted		20,520	$	46.30		$	950
Outstanding at March 31, 2020		20,520	$	46.30	4.2	$	950

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Description of Business and Basis of Presentation

3 Months Ended

Mar. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business and Basis of Presentation

(1) Description of Business and Basis of Presentation.

FRP Holdings, Inc. is a holding company engaged in the real estate business, namely (i) mining royalty land ownership and leasing, (ii) land acquisition, entitlement and development primarily for future warehouse/office or residential building construction, (iii) ownership, leasing, and management of a residential apartment building, and (iv) warehouse/office building ownership, leasing and management.

The accompanying consolidated financial statements include the accounts of FRP Holdings, Inc. (the “Company” or “FRP”) inclusive of our operating real estate subsidiaries, FRP Development Corp. (“Development”) and Florida Rock Properties, Inc. (”Properties”) and RiverFront Investment Partners I, LLC. Our investment in the Brooksville joint venture, BC FRP Realty joint venture, RiverFront Holdings II joint venture, Bryant Street Partnerships, 1800 Half Street and Greenville/Woodfield are accounted for under the equity method of accounting (See Note 11). Our ownership of RiverFront Investment Partners I, LLC includes a non-controlling interest representing the ownership of our partner. The Company uses the cost method to account for its investment in DST Hickory Creek because it does not have significant influence over operating and financial policies.

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and 3 additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. This resulted in the disposition of all of the Company’s industrial flex/office warehouse properties and constituted a major strategic shift and as a result, these properties have been reclassified as discontinued operations for all periods presented. The Asset Management segment currently contains four commercial properties.

These statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the instructions to Form 10-Q and do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (primarily consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods have been included. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The accompanying consolidated financial statements and the information included under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" should be read in conjunction with the Company's consolidated financial statements and related notes included in the Company’s Form 10-K for the year ended December 31, 2019.

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Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	Apr. 30, 2020
Document And Entity Information
Entity Registrant Name	FRP HOLDINGS, INC.
Entity Central Index Key	0000844059
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Incorporation State Country	FL
Entity File Number	001-36769
Is Entity's Reporting Status Current?	Yes
Is the interactive data current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		9,649,895
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020
Is Entity a smaller reporting company	true
Is Entity an emerging growth company	false
Is Entity a shell company	false
Security title	Common stock, $.10 par value
Trading symbol	FRPH
Name of exchange on which registered	NASDAQ

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Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Investment income realized gains	$ 108	$ 119

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Fair Value Measurements (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2020 USD ($) integer	Dec. 31, 2019 USD ($)	Mar. 31, 2019 USD ($)
Number of corporate bonds | integer	68
Unrealized loss on corporate bonds	$ 331
Realized gain on corporate bonds	108
Amortized cost of investments	148,998
Carrying amount of corporate bonds	148,667	$ 137,867
Carrying amount of other long-term debt	88,959		$ 88,823
Fair value of other long-term debt	95,486		$ 90,173
Fair Value, Measurements, Recurring [Member]
Assets measured at fair value	$ 148,667

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Earnings per Share (Details Narrative) - $ / shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Earnings Per Share [Abstract]
Anti-dilutive shares	29,925	22,470
Shares repurchased by the Company	82,491
Repurchased shares average cost	$ 41.47

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Investments in Joint Ventures (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Jul. 31, 2019	Dec. 24, 2018	May 04, 2018	Apr. 26, 2016	Oct. 04, 2006
Total Investment	$ 161,924		$ 160,452
Total Assets of the Partnership	382,721		334,742
Profit (Loss) of the Partnership	(244)		(1,201)
Company's share of Net Loss of the Partnership	(642)	$ (264)	(1,954)
Investments in real estate, net	320,996		287,106
Cash and cash equivalents	59,811		45,909
Deferred costs	898		821
Unrealized rents & receivable	1,016		906
Secured notes payable	107,304		81,573
Other liabilities	26,621		27,524
Capital - FRP	171,215		170,832
Capital - Third parties	77,581		54,813
Total liabilities and capital	$ 382,721		$ 334,742
Brooksville Quarry, LLC
Ownership percent	50.00%		50.00%					50.00%
Total Investment	$ 7,486		$ 7,499
Total Assets of the Partnership	14,335		14,316
Profit (Loss) of the Partnership	(24)		(84)
Company's share of Net Loss of the Partnership	(12)		(42)
Investments in real estate, net	14,291		14,293
Cash and cash equivalents	41		18
Deferred costs	3		5
Unrealized rents & receivable	0		0
Secured notes payable	0		0
Other liabilities	47		2
Capital - FRP	7,486		7,500
Capital - Third parties	6,802		6,814
Total liabilities and capital	$ 14,335		$ 14,316
BC FRP Realty, LLC
Ownership percent	50.00%		50.00%				50.00%
Total Investment	$ 5,295		$ 5,391
Total Assets of the Partnership	22,818		22,969
Profit (Loss) of the Partnership	(124)		(1,114)
Company's share of Net Loss of the Partnership	(62)		(591)
Investments in real estate, net	22,311		22,423
Cash and cash equivalents	20		15
Deferred costs	262		311
Unrealized rents & receivable	225		220
Secured notes payable	12,161		12,103
Other liabilities	117		196
Capital - FRP	5,270		5,335
Capital - Third parties	5,270		5,335
Total liabilities and capital	$ 22,818		$ 22,969
RiverFront Holdings II, LLC
Ownership percent	80.00%		80.00%			80.00%
Total Investment	$ 26,092		$ 25,975
Total Assets of the Partnership	100,315		88,235
Profit (Loss) of the Partnership	(242)		(95)
Company's share of Net Loss of the Partnership	(391)		(871)
Investments in real estate, net	99,680		87,521
Cash and cash equivalents	535		630
Deferred costs	24		2
Unrealized rents & receivable	76		82
Secured notes payable	50,503		38,564
Other liabilities	6,908		6,771
Capital - FRP	37,339		37,284
Capital - Third parties	5,565		5,616
Total liabilities and capital	$ 100,315		$ 88,235
Bryant Street Partnerships
Ownership percent	61.36%		61.36%		61.36%
Total Investment	$ 59,008		$ 58,353
Total Assets of the Partnership	110,925		96,477
Profit (Loss) of the Partnership	0		260
Company's share of Net Loss of the Partnership	(432)		(573)
Investments in real estate, net	110,573		95,903
Cash and cash equivalents	161		387
Deferred costs	14		29
Unrealized rents & receivable	177		158
Secured notes payable	15,383		1,660
Other liabilities	17,540		17,183
Capital - FRP	57,848		57,479
Capital - Third parties	20,154		20,155
Total liabilities and capital	110,925		96,477
Hyde Park
Total Investment	3,741		3,492
Total Assets of the Partnership	3,741		3,492
Profit (Loss) of the Partnership	0		0
Company's share of Net Loss of the Partnership	0		0
Investments in real estate, net	3,741		3,492
Cash and cash equivalents	0		0
Deferred costs	0		0
Unrealized rents & receivable	0		0
Secured notes payable	0		0
Other liabilities	0		0
Capital - FRP	3,741		3,492
Capital - Third parties	0		0
Total liabilities and capital	$ 3,741		$ 3,492
DST Hickory Creek
Ownership percent	26.65%		26.65%	26.65%
Total Investment	$ 6,000		$ 6,000
Total Assets of the Partnership	49,208		49,369
Profit (Loss) of the Partnership	(75)		(168)
Company's share of Net Loss of the Partnership	83		123
Investments in real estate, net	46,472		46,685
Cash and cash equivalents	1,741		1,764
Deferred costs	457		474
Unrealized rents & receivable	538		446
Secured notes payable	29,257		29,246
Other liabilities	335		120
Capital - FRP	5,228		6,000
Capital - Third parties	14,388		14,003
Total liabilities and capital	49,208		49,369
Amber Ridge
Total Investment	876		509
Total Assets of the Partnership	876		509
Profit (Loss) of the Partnership	0		0
Company's share of Net Loss of the Partnership	0		0
Investments in real estate, net	876		509
Cash and cash equivalents	0		0
Deferred costs	0		0
Unrealized rents & receivable	0		0
Secured notes payable	0		0
Other liabilities	0		0
Capital - FRP	876		509
Capital - Third parties	0		0
Total liabilities and capital	$ 876		$ 509
1800 Half Street
Ownership percent	59.73%		59.73%
Total Investment	$ 37,439		$ 37,314
Total Assets of the Partnership	39,818		40,161
Profit (Loss) of the Partnership	105		0
Company's share of Net Loss of the Partnership	105		0
Investments in real estate, net	17,844		14,391
Cash and cash equivalents	21,974		25,770
Deferred costs	0		0
Unrealized rents & receivable	0		0
Secured notes payable	0		0
Other liabilities	903		1,363
Capital - FRP	37,440		37,314
Capital - Third parties	1,475		1,484
Total liabilities and capital	$ 39,818		$ 40,161
Woodfield Partnerships
Ownership percent	40.00%		40.00%
Total Investment	$ 15,987		$ 15,919
Total Assets of the Partnership	40,685		19,214
Profit (Loss) of the Partnership	116		0
Company's share of Net Loss of the Partnership	67		0
Investments in real estate, net	5,208		1,889
Cash and cash equivalents	35,339		17,325
Deferred costs	138		0
Unrealized rents & receivable	0		0
Secured notes payable	0		0
Other liabilities	771		1,889
Capital - FRP	15,987		15,919
Capital - Third parties	23,927		1,406
Total liabilities and capital	40,685		19,214
Apartment Mixed Use Totals
Total Assets of the Partnership	340,951		293,456
Investments in real estate, net	279,777		246,389
Cash and cash equivalents	59,750		45,876
Deferred costs	633		505
Unrealized rents & receivable	791		686
Secured notes payable	95,143		69,470
Other liabilities	26,457		27,326
Capital - FRP	153,842		153,996
Capital - Third parties	65,509		42,664
Total liabilities and capital	$ 340,951		$ 293,456

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Earnings per share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Earnings Per Share [Abstract]
Weighted average common shares outstanding during the period - shares used for basic earnings per common share	9,803	9,952
Common shares issuable under share based payment plans which are potentially dilutive	30	44
Common shares used for diluted earnings per common share	9,833	9,996
Income from continuing operations	$ 1,499	$ 1,641
Discontinued operations	0	86
Net income attributable to the Company	$ 1,618	$ 1,898
Basic earnings per common share:
Income from continuing operations	$ 0.15	$ 0.16
Discontinued operations	0.00	0.01
Net income attributable to the Company	0.17	0.19
Diluted earnings per common share
Income from continuing operations	0.15	0.16
Discontinued operations	0.00	0.01
Net income attributable to the Company	$ 0.16	$ 0.19

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Related Party Transactions (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Related Party Transactions [Abstract]
Charges/allocation related to Transition Services Agreement with Patriot	$ 290	$ 301

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Long-Term Debt

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Long-Term Debt

(5) Long-Term Debt.

Long-term debt is summarized as follows (in thousands):

	March 31,		December 31,
	2020		2019
Riverfront permanent loan	$	88,959		88,925
Less portion due within one year		—		—
	$	88,959		88,925

On February 6, 2019, the Company entered into a First Amendment to the 2015 Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, N.A. (“Wells Fargo”), effective February 6, 2019. The Credit Agreement modifies the Company’s prior Credit Agreement with Wells Fargo dated January 30, 2015. The Credit Agreement establishes a five-year revolving credit facility with a maximum facility amount of $20 million. The interest rate under the Credit Agreement will be a maximum of 1.50% over LIBOR, which may be reduced quarterly to 1.25% or 1.0% over LIBOR if the Company meets a specified ratio of consolidated debt to consolidated total capital, as defined which excludes FRP Riverfront. A commitment fee of 0.25% per annum is payable quarterly on the unused portion of the commitment but the amount may be reduced to 0.20% or 0.15% if the Company meets a specified ratio of consolidated total debt to consolidated total capital. The Credit Agreement contains certain conditions, affirmative financial covenants and negative covenants. As of March 31, 2020, there was no debt outstanding on this revolver, $411,000 outstanding under letters of credit and $19,589,000 available for borrowing. The letters of credit were issued to guarantee certain obligations to state agencies related to real estate development. Most of the letters of credit are irrevocable for a period of one year and typically are automatically extended for additional one-year periods. The letter of credit fee is 1% and applicable interest rate would have been 1.98938% on March 31, 2020. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth and dividend restriction. As of March 31, 2020, these covenants would have limited our ability to pay dividends to a maximum of $219 million combined. The Company was in compliance with all covenants as of March 31, 2020.

On November 17, 2017, Riverfront Holdings I, LLC (the "Joint Venture") refinanced the Dock 79 project pursuant to a Loan Agreement and Deed of Trust Note entered into with EagleBank ("Loan Documents"). The Joint Venture, which was formed between the Company and MRP in 2014 in connection with the development of the Riverfront on the Anacostia property, borrowed a principal sum of $90,000,000 in connection with the refinancing. The loan is secured by the Dock 79 real property and improvements, bears a fixed interest rate of 4.125% per annum and has a term of 120 months. During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period. The loan is a non-recourse loan. However, all amounts due under the Loan Documents will become immediately due upon an event of default by the Joint Venture, such events including, without limitation, Joint Venture's (i) failure to: pay, permit inspections or observe covenants under the Loan Documents, (ii) breach of representations made under the Loan Documents (iii) voluntary or involuntary bankruptcy, and (iv) dissolution, or the dissolution of the guarantor. MidAtlantic Realty Partners, LLC, an affiliate of MRP, has executed a carve-out guaranty in connection with the loan.

Debt cost amortization of $34,000 was recorded during the three months ended March 31, 2020. During the three months ended March 31, 2020 and March 31, 2019 the Company capitalized interest costs of $935,000 and $385,000, respectively.

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Concentrations

3 Months Ended

Mar. 31, 2020

Risks and Uncertainties [Abstract]

Concentrations

(9) Concentrations. 

The mining royalty lands segment has a total of five tenants currently leasing mining locations and one lessee that accounted for 30% of the Company’s consolidated revenues during the three months ended March 31, 2020 and $406,000 of accounts receivable at March 31, 2020.  The termination of these lessees’ underlying leases could have a material adverse effect on the Company. The Company places its cash and cash equivalents with Wells Fargo Bank and First Tennessee Bank.  At times, such amounts may exceed FDIC limits.

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Long-Term Debt (Details Narrative) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2017	Dec. 31, 2019	Feb. 06, 2019	Nov. 17, 2017
Capitalized interest	$ 935	$ 385
Debt cost amortization	34
Riverfront permanent loan	$ 88,959			$ 88,925
Dock 79 EagleBank
Term			120 months
Riverfront permanent loan						$ 90,000
Interest rate						4.125%
Payment terms			During the first 48 months of the loan term, the Joint Venture will make monthly payments of interest only, and thereafter, make monthly payments of principal and interest in equal installments based upon a 30-year amortization period.
Wells Fargo Level I
Commitment fee	0.15%
Interest rate over LIBOR	1.00%
Wells Fargo Level II
Commitment fee	0.20%
Interest rate over LIBOR	1.25%
Wells Fargo Level III
Commitment fee	0.25%
Interest rate over LIBOR	1.50%
Wells Fargo Bank, N.A.
Term				5 years
Revolving Credit Agreement					$ 20,000
Letters of credit issued	$ 411
Borrowed under the revolver	0
Available for borrowing	19,589
Available to pay dividends or repurchase stock	$ 219,000
Letter of credit fee	1.00%
Interest rate	1.98938%
Covenant compliance	all

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Discontinued Operations - Discontinued operations results of operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Lease revenue	$ 3,598	$ 3,485
Depreciation, depletion and amortization	1,468	1,487
Operating expenses	925	882
Property taxes	737	753
Total operating profit	794	1,355
Interest expense	(51)	(588)
Income before income taxes	2,100	2,313
Provision for income taxes	601	672
Income from discontinued operations	$ 0	$ 86
Earnings per common share:
Basic earnings per common share Discontinued operations	$ 0.00	$ 0.01
Diluted earnings per common share discontinued operations	$ 0.00	$ 0.01
Discontinued Operations, Disposed of by Sale [Member]
Lease revenue		$ 238
Depreciation, depletion and amortization		29
Operating expenses		95
Property taxes		20
Management company indirect		0
Corporate expenses		0
Total cost of operations		144
Total operating profit		94
Interest expense		0
Gain on sale of buildings		23
Income before income taxes		117
Provision for income taxes		31
Income from discontinued operations		$ 86
Earnings per common share:
Basic earnings per common share Discontinued operations		$ 0.01
Diluted earnings per common share discontinued operations		$ 0.01

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Summary of Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
Options outstanding	132,504	132,504
Options granted	0
Options exercised	0
Options outstanding weighted average exercise price	$ 33.82	$ 33.82
Options outstanding weighted average exercise price - Granted	0
Options outstanding weighted average exercise price - Exercised	$ 0
Options outstanding weighted average remaining term	5 years 6 months 2 days	5 years 9 months 22 days
Options outstanding weighted average grant date fair value	$ 1,631	$ 1,631
Options granted weighted average grant date fair value	$ 0
Options exercised weighted average grant date fair value	$ 0
Options exercisable	114,189
Options exerciseable weighted average exercise price	$ 32.11
Options exercisable weighted average remaining term	5 years 1 month 6 days
Options vested weighted average grant date fair value	$ 0
Options vested	0
Options exercisable weighted average grant date fair value	$ 1,333

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Related Party Transactions

3 Months Ended

Mar. 31, 2020

Related Party Transactions [Abstract]

Related Party Transactions

(4) Related Party Transactions.

The Company is a party to a Transition Services Agreement which resulted from our January 30, 2015 spin-off of Patriot Transportation Holding, Inc. (Patriot). The Transition Services Agreement sets forth the terms on which Patriot will provide to FRP certain services that were shared prior to the Spin-off, including the services of certain shared executive officers. The boards of the respective companies amended and extended this agreement for one year effective April 1, 2020.

The consolidated statements of income reflect charges and/or allocation from Patriot for these services of $290,000 and $301,000 for the three months ended March 31, 2020 and 2019, respectively. Included in the charges above are amounts recognized for corporate executive stock-based compensation expense. These charges are reflected as part of corporate expenses.

To determine these allocations between FRP and Patriot as set forth in the Transition Services Agreement, we employ an allocation method to allocate said expenses and thus we believe that the allocations to FRP are a reasonable approximation of the costs related to FRP’s operations, but any such related-party transactions cannot be presumed to be carried out on an arm’s-length basis.

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Contingent liabilities

3 Months Ended

Mar. 31, 2020

Notes to Financial Statements

Contingent liabilities

(8) Contingent Liabilities.

Certain of the Company’s subsidiaries are involved in litigation on a number of matters and are subject to certain claims which arise in the normal course of business. The Company has retained certain self-insurance risks with respect to losses for third party liability and property damage. The liability at any point in time depends upon the relative ages and amounts of the individual open claims. In the opinion of management, none of these matters are expected to have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows.

The Company executed a letter of intent with MRP in May 2016 to develop Phase II of the Riverfront on the Anacostia project and recorded an estimated environmental remediation expense of $2.0 million for the Company’s estimated liability under the proposed agreement. The Company substantially completed the remediation and reduced the estimated liability in the quarter ending September 30, 2018 by $465,000 and further reduced the liability $92,000 to zero in 2020. The Company has no obligation to remediate any known contamination on Phases III and IV of the development until such time as it makes a commitment to commence construction on each phase.

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Discontinued Operations

3 Months Ended

Mar. 31, 2020

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

(12) Discontinued Operations.

On May 21, 2018, the Company completed the disposition of 40 industrial warehouse properties and three additional land parcels to an affiliate of Blackstone Real Estate Partners VIII, L.P. for $347.2 million. One warehouse property valued at $11.7 million was excluded from the sale due to the tenant exercising its right of first refusal to purchase the property. These properties comprised substantially all the assets of our Asset Management segment and have been reclassified as discontinued operations for all periods presented. On June 28, 2019, the Company completed the sale of the excluded property to the same buyer for $11.7 million. The results of operations associated with discontinued operations for the three months ended March 31, 2020 and 2019 were as follows (in thousands):

	Three months
	ended
	March 31, 2019
Lease revenue	$	238
Cost of operations:
Depreciation, depletion and amortization		29
Operating expenses		95
Property taxes		20
Management company indirect		—
Corporate expenses		—
Total cost of operations		144
Total operating profit		94
Interest expense		—
Gain on sale of buildings		23
Income before income taxes		117
Provision for income taxes		31
Income from discontinued operations	$	86
Earnings per common share:
Income from discontinued operations-
Basic		0.01
Diluted		0.01

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Earnings per Share (Tables)

3 Months Ended

Mar. 31, 2020

Earnings Per Share [Abstract]

Earnings per share (in thousands, except per share amounts)

	Three Months ended
	March 31,
	2020		2019
Weighted average common shares outstanding
during the period – shares used for basic
earnings per common share		9,803		9,952
Common shares issuable under share based
payment plans which are potentially dilutive		30		44
Common shares used for diluted
earnings per common share		9,833		9,996
Income from continuing operations	$	1,499		1,641
Discontinued operations	$	—		86
Net income attributable to the Company	$	1,618		1,898
Basic earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.17		0.19
Diluted earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.16		0.19

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Business Segments - Business segments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Revenues	$ 5,783	$ 5,714
Operating profit	794	1,355
Corporate expenses	1,187	645
Interest expense	51	588
Depreciation, depletion and amortization	1,468	1,487
Cash items	11,564		$ 26,793
Total identifiable net assets	534,699		538,148
Investments available for sale	148,667		137,867
Asset Management
Segment Reporting Information [Line Items]
Revenues	652	641
Operating profit before corporate expenses	177	97
Corporate expenses	(308)	(163)
Capital expenditures	213	6,466
Depreciation, depletion and amortization	192	177
Total identifiable net assets	18,644		18,468
Mining royalty lands
Segment Reporting Information [Line Items]
Revenues	2,185	2,229
Operating profit before corporate expenses	2,001	2,044
Corporate expenses	(97)	(43)
Capital expenditures	0	0
Depreciation, depletion and amortization	38	52
Total identifiable net assets	38,494		38,409
Development
Segment Reporting Information [Line Items]
Revenues	293	269
Operating profit before corporate expenses	(774)	(553)
Corporate expenses	(712)	(399)
Capital expenditures	297	370
Depreciation, depletion and amortization	54	58
Total identifiable net assets	176,575		179,357
Stabilized Joint Venture
Segment Reporting Information [Line Items]
Revenues	2,653	2,575
Operating profit before corporate expenses	577	412
Corporate expenses	(70)	(40)
Capital expenditures	(23)	(117)
Depreciation, depletion and amortization	1,184	1,200
Total identifiable net assets	132,801		133,956
Corporate
Segment Reporting Information [Line Items]
Total identifiable net assets	7,954		$ 3,298
Total Segments
Segment Reporting Information [Line Items]
Revenues	5,783	5,714
Operating profit before corporate expenses	1,981	2,000
Operating profit	794	1,355
Corporate expenses	(1,187)	(645)
Interest expense	51	588
Capital expenditures	487	6,719
Depreciation, depletion and amortization	$ 1,468	$ 1,487

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Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues:
Lease revenue	$ 3,598	$ 3,485
Mining lands lease revenue	2,185	2,229
Total revenues	5,783	5,714
Cost of operations:
Depreciation, depletion and amortization	1,468	1,487
Operating expenses	925	882
Property taxes	737	753
Management company indirect	672	592
Corporate expenses	1,187	645
Total cost of operations	4,989	4,359
Total operating profit	794	1,355
Net investment income, including realized gains of $108 and $119	1,991	1,810
Interest expense	(51)	(588)
Equity in loss of joint ventures	(642)	(264)
Gain on real estate	8	0
Income from continuing operations before income taxes	2,100	2,313
Provision for income taxes	601	672
Income from continuing operations	1,499	1,641
Income from discontinued operations, net	0	86
Net income	1,499	1,727
Loss attributable to noncontrolling interest	(119)	(171)
Net income attributable to the Company	$ 1,618	$ 1,898
Basic earnings per common share
Income from continuing operations	$ 0.15	$ 0.16
Discontinued operations	0.00	0.01
Net income attributable to the Company	0.17	0.19
Diluted earnings per common share
Income from continuing operations	0.15	0.16
Discontinued operations	0.00	0.01
Net income attributable to the Company	$ 0.16	$ 0.19
Number of shares (in thousands) used in computing:
-basic earnings per common share	9,803	9,952
-diluted earnings per common share	9,833	9,996

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Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash flows from operating activities:
Net income	$ 1,499	$ 1,727
Adjustments to reconcile net income to net cash provided by operating activities:
Income from discontinued operations, net	0	(86)
Depreciation, depletion and amortization	1,526	1,551
Equity in loss of joint ventures	642	264
Gain on sale of equipment and property	(8)	0
Stock-based compensation	601	29
Realized gain on available for sale investments	(108)	(119)
Net changes in operating assets and liabilities:
Accounts receivable	(292)	(124)
Deferred costs and other assets	(183)	(508)
Accounts payable and accrued liabilities	(855)	(890)
Income taxes payable and receivable	182	1,505
Other long-term liabilities	979	(249)
Net cash provided by operating activities of continuing operations	3,983	3,100
Net cash provided by operating activities of discontinued operations	0	150
Net cash provided by operating activities	3,983	3,250
Cash flows from investing activities:
Investments in properties	(487)	(6,719)
Investments in joint ventures	(2,115)	(5,676)
Purchases of investments available for sale	(24,748)	(4,725)
Proceeds from sales of investments available for sale	11,857	22,893
Proceeds from the sale of assets	8	0
Cash held in escrow	(3)	17
Net cash provided by (used in) investing activities of continuing operations	(15,488)	5,790
Net cash provided by investing activities of discontinued operations	0	23
Net cash provided by (used in) investing activities	(15,488)	5,813
Cash flows from financing activities:
Distribution to noncontrolling interest	(306)	(255)
Repurchase of Company Stock	(3,421)	(1,714)
Net cash used in financing activities of continuing operations	(3,727)	(1,969)
Net cash used in financing activities of discontinued operations	0	0
Net cash used in financing activities	(3,727)	(1,969)
Net increase (decrease) in cash and cash equivalents	(15,232)	7,094
Cash and cash equivalents at beginning of year	26,607	22,547
Cash and cash equivalents at end of the period	$ 11,375	$ 29,641

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Investments in Joint Ventures (Details Narrative) $ in Thousands	1 Months Ended		3 Months Ended				12 Months Ended
	Dec. 31, 2019 USD ($)	May 31, 2016 USD ($)	Mar. 31, 2020 USD ($) integer	Sep. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2006 USD ($)	Dec. 31, 2019 USD ($) integer	Dec. 31, 2018 USD ($)	Dec. 31, 2017	Dec. 31, 2016 USD ($)	Dec. 23, 2019 a integer	Dec. 19, 2019 a integer	Jul. 31, 2019 USD ($) a ft² integer	Jun. 26, 2019 USD ($) integer	Mar. 13, 2019 USD ($)	Dec. 24, 2018 a	May 04, 2018 USD ($)	Jan. 27, 2018 USD ($)	Sep. 28, 2017 USD ($) integer	Apr. 26, 2016 a ft²	Oct. 04, 2006 a
Company's share of the loss of the joint venture			$ 642		$ 264		$ 1,954
Joint Venture consolidated retained earnings	$ (4,127)		(4,595)				(4,127)
Cash contribution			2,115		$ 5,676
Difference between capital recorded by the Company and the joint ventures			9,289
1800 Half Street
Square feet | a												11,246
Cash contribution	37,300
No. of homes | integer												344
408 Jackson
Square feet | a											4,700
Joint venture percentage stake											40.00%
Cash contribution	9,700
No. of homes | integer											227
Greenville
Joint venture percentage stake											40.00%
Cash contribution	6,200
No. of homes | integer											200
Bryant Street and MRP
Loan guarantee amount	$ 26,000						$ 26,000
Loan guarantee term							48 months
Loan guarantee description							The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48 month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company will evaluate the guarantee liability based upon the success of the project and assuming no payments are made under the guarantee the Company will have a gain for $1.9 million when the loan is paid in full.
Loan guarantee interest savings	1.00%						1.00%
Loan guarantee present value	$ 1,900						$ 1,900
BC FRP Realty, LLC Debt
Construction financing through September 15, 2022																			$ 17,250
Interest rate over LIBOR									2.50%
Outstanding balance			12,110
Buildings | integer																			4
Eagle BankRiverFront Holdings II, LLC
Interest rate over LIBOR								3.25%
Outstanding balance			51,560
Loan commitment																	$ 71,000
Loan description								The loan is interest only and matures in 36 months with a 12 month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30 year amortization of principal at 2.15% over 7 year US Treasury Constant if NOI is sufficient for a 9% yield.
Bryant Street Partnerships Construction Loan
Interest rate over LIBOR					2.25%
Outstanding balance			$ 18,683
Loan commitment															$ 132,000
Loan description					The loan matures March 13, 2023 with up to two extension of one year each upon certain conditions.
Bryant Street Partnerships Construction Loan Extension 1
Debt service coverage															1.1
Loan-to-value															65.00%
Bryant Street Partnerships Construction Loan Extension 2
Debt service coverage															1.25
Loan-to-value															65.00%
Vulcan
Joint venture percentage stake																					50.00%
Acres conributed | a																					553
Vulcan leasehold interest | a																					3,443
FRP additional contribution for land						$ 3,018
Additional land acquired | a																					288
St Johns Properties JV St Johns
Value of land contributed										$ 3,240
Joint venture percentage stake																				50.00%
Acres conributed | a																				10
MRP
Other ownership capital contribution								$ 5,600
Development fee								725
DST CS1031 Hickory Creek
Square feet | ft²													273,940
Land acreage | a													20.4
No. Single family homes | integer													294
Buildings | integer													19
Interest rate													3.74%
Financing term				10 years
Amortization period				30 years
Financing obtained													$ 29,672
Interest only period				5 years
Property value													$ 45,600
Brooksville Quarry, LLC
Land acreage | a																					4,300
Joint venture percentage stake	50.00%		50.00%				50.00%														50.00%
Acres conributed | a																					3,443
Book value of land contribution						2,548
FRP additional contribution for land						$ 3,018
Additional land acquired | a																					288
Company's share of the loss of the joint venture			$ 12				$ 42
BC FRP Realty, LLC
Square feet | ft²																				329,000
Value of land contributed										$ 7,500
Joint venture percentage stake	50.00%		50.00%				50.00%													50.00%
Distribution received		$ 2,130
Acres conributed | a																				25
Company's share of the loss of the joint venture			$ 62				$ 591
RiverFront Holdings II, LLC
Value of land contributed								16,300
Joint venture percentage stake	80.00%		80.00%				80.00%										80.00%
Book value of land contribution								4,600
Company's share of the loss of the joint venture			$ 391				$ 871
Cash contribution								6,200
Preferred equity financing								$ 13,750
Preferred equity financing advanced							13,750
Preferred equity financing interest rate																	7.50%
Hyde Park
Company's share of the loss of the joint venture			$ 0				$ 0
Loan commitment																		$ 3,500
Interest rate																		10.00%
Preferred return																		20.00%
No. of homes | integer			126
Bryant Street Partnerships
Number of partnerships | integer							4
Land acreage | a																5
Joint venture percentage stake	61.36%		61.36%				61.36%									61.36%
Company's share of the loss of the joint venture			$ 432				$ 573
Cash contribution							32,000
Preferred equity financing							$ 23,000
Preferred equity financing interest rate																8.00%
DST Hickory Creek
Joint venture percentage stake	26.65%		26.65%				26.65%						26.65%
Distribution received			$ 83
Company's share of the loss of the joint venture			(83)				$ (123)
Cash contribution				$ 6,000
Amber Ridge
Company's share of the loss of the joint venture			$ 0				$ 0
Loan commitment														$ 18,500
Interest rate														10.00%
Preferred return														20.00%
No. of homes | integer														187

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Stock-Based Compensation Plans (Details Narrative) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020 USD ($) Years $ / shares shares
Number of stock option plans	2
Options expire from date of grant	10 years
Exercisable installments	Immediate or 20% or 25%
Shares available for future issuance | shares	455,870
Aggregate intrinsic value of exercisable in-the-money options	$ 1,318
Aggregate intrinsic value of outstanding in-the-money options	$ 1,339
Market close price | $ / shares	$ 43.00
Total unrecognized compensation cost of options granted but not yet vested	$ 266
Compensation cost not yet vested recognition period	3 years 9 months 26 days
Expected minimum volatility	29.00%
Expected maximum volatility	41.00%
Risk-free interest rate minimum	1.00%
Risk-free interest rate maximum	2.90%
Expected life minimum | Years	3
Expecited life maximum | Years	7
Dividend yield	0.00%
Restricted Stock [Member]
Total unrecognized compensation cost of options granted but not yet vested	$ 903
Compensation cost not yet vested recognition period	4 years 2 months 13 days
Shares granted | shares	20,520
Vesting period	5 years
Option Grant [Member]
Shares granted | shares	11,448

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Fair Value Measurements

3 Months Ended

Mar. 31, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

(10) Fair Value Measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 means the use of quoted prices in active markets for identical assets or liabilities. Level 2 means the use of values that are derived principally from or corroborated by observable market data. Level 3 means the use of inputs are those that are unobservable and significant to the overall fair value measurement.

At March 31, 2020 the Company was invested in 68 corporate bonds with individual maturities ranging from 2020 through 2022. The unrealized loss on these bonds of $331,000 was recorded as part of comprehensive income and was based on the estimated market value by National Financial Services, LLC (“NFS”) obtained from sources that may include pricing vendors, broker/dealers who clear through NFS and/or other sources (Level 2). The Company recorded a realized gain of $108,000 in its net investment income related to bonds that were sold first quarter 2020. The amortized cost of the investments was $148,998,000 and the carrying amount and fair value of such bonds were $148,667,000 as of March 31, 2020.

At March 31, 2020 and 2019, the carrying amount reported in the consolidated balance sheets for cash and cash equivalents and revolving credit approximate their fair value based upon the short-term nature of these items.

The fair values of the Company’s other mortgage notes payable were estimated based on current rates available to the Company for debt of the same remaining maturities. At March 31, 2020, the carrying amount and fair value of such other long-term debt was $88,959,000 and $95,486,000, respectively. At March 31, 2019, the carrying amount and fair value of such other long-term debt was $88,823,000 and $90,173,000, respectively.

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Recently Issued Accounting Standards

3 Months Ended

Mar. 31, 2020

Notes to Financial Statements

Recently Issued Accounting Standards

(2) Recently Issued Accounting Standards.

In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. The Company is not a significant lessee. Lessors will account for leases using an approach that is substantially equivalent to existing accounting standards. The Company's existing leases will continue to be classified as operating leases. Leases entered into after the effective date of the new standard may be classified as operating or sales-type leases, based on specific classification criteria. Operating leases will continue to have a similar pattern of recognition as under current GAAP. Sales-type lease accounting, however, will result in the recognition of selling profit at lease commencement, with interest income recognized over the life of the lease. The new standard also includes a change to the treatment of internal leasing costs and legal costs, which can no longer be capitalized. Only incremental costs of a lease that would not have been incurred if the lease had not been obtained may be deferred as initial direct costs. The new standard also requires lessors to exclude from variable payments certain lessor costs, such as real estate taxes, that the lessor contractually requires the lessee to pay directly to a third party on its behalf. The new standard requires our expected credit loss related to the collectability of lease receivables to be reflected as an adjustment to the line item Lease Revenue. For the year ended December 31, 2019, the credit loss related to the collectibility of lease receivables was recognized in the line item Operating expenses and was not significant. Additionally, the new standard requires lessors to allocate the consideration in a contract between the lease component (right to use an underlying asset) and non-lease component (transfer of a good or service that is not a lease). However, lessors are provided with a practical expedient, elected by class of underlying asset, to account for lease and non-lease components of a contract as a single lease component if certain criteria are met. The terms of the Company's leases generally provide that the Company is entitled to receive reimbursements from tenants for operating expenses such as real estate taxes, insurance and common area maintenance, in addition to the base rental payments for use of the underlying asset. Under the new standard, common area maintenance is considered a nonlease component of a lease contract, which would be accounted for under Topic 606. However, the Company will apply the practical expedient to account for its lease and non-lease components as a single, combined operating lease component. While the timing of recognition should remain the same, the Company is no longer presenting reimbursement revenue from tenants separately in our Consolidated Statements of Income beginning January 1, 2019. The new standard along with the adoption of ASU No. 2018-11, Leases - Targeted Improvements which the FASB issued in July 2018, was adopted effective January 1, 2019 and we have elected to use January 1, 2019 as our date of initial application. We elected the package of practical expedients permitted under the transition guidance within the new standard. By adopting these practical expedients, we were not required to reassess (1) whether an existing contract meets the definition of a lease; (2) the lease classification for existing leases; or (3) costs previously capitalized as initial direct costs. The adoption of this guidance did not have a material impact on our financial statements.

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Earnings per Share

3 Months Ended

Mar. 31, 2020

Earnings Per Share [Abstract]

Earnings per Share

(6) Earnings per Share.

The following details the computations of the basic and diluted earnings per common share (in thousands, except per share amounts):

	Three Months ended
	March 31,
	2020		2019
Weighted average common shares outstanding
during the period – shares used for basic
earnings per common share		9,803		9,952
Common shares issuable under share based
payment plans which are potentially dilutive		30		44
Common shares used for diluted
earnings per common share		9,833		9,996
Income from continuing operations	$	1,499		1,641
Discontinued operations	$	—		86
Net income attributable to the Company	$	1,618		1,898
Basic earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.17		0.19
Diluted earnings per common share:
Income from continuing operations	$	0.15		0.16
Discontinued operations	$	—		0.01
Net income attributable to the Company	$	0.16		0.19

For the three months ended March 31, 2020, 29,925 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. For the three months ended March 31, 2019, 22,470 shares attributable to outstanding stock options were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

During the first three months the Company repurchased 82,491shares at an average cost of $41.47.

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Business Segments (Details Narrative)	3 Months Ended
	Mar. 31, 2020 a Segments integer
Reportable business segments | Segments	4
Mining royalty lands
Mining royalty lands acres | a	15,000
Brooksville Quarry, LLC
Mining royalty lands acres | a	4,280
Asset Management
Warehouse properties | integer	2
Industrial acquision | integer	1

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Stock Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Share-based Payment Arrangement [Abstract]
Stock option grants	$ 24	$ 29
Restricted stock awards granted in 2020	47	0
Employee stock award	530	0
Annual director stock award	0	0
Stock based compensation expense	$ 601	$ 29

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Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Assets:
Land	$ 84,348	$ 84,383
Buildings and improvements	147,781	147,019
Projects under construction	625	1,056
Total investments in properties	232,754	232,458
Less accumulated depreciation and depletion	31,727	30,271
Net investments in properties	201,027	202,187
Real estate held for investment, at cost	8,571	8,380
Investments in joint ventures	161,924	160,452
Net real estate investments	371,522	371,019
Cash and cash equivalents	11,375	26,607
Cash held in escrow	189	186
Accounts receivable, net	838	546
Investments available for sale at fair value	148,667	137,867
Unrealized rents	657	554
Deferred costs	967	890
Other assets	484	479
Total assets	534,699	538,148
Liabilities:
Secured notes payable	88,959	88,925
Accounts payable and accrued liabilities	1,653	2,431
Other liabilities	1,886	1,978
Federal and state income taxes payable	400	504
Deferred revenue	713	790
Deferred income taxes	50,397	50,111
Deferred compensation	1,433	1,436
Tenant security deposits	366	328
Total liabilities	145,807	146,503
Commitments and contingencies
Equity:
Common stock, $.10 par value; 25,000,000 shares authorized, 9,766,906 and 9,817,429 shares issued and outstanding, respectively	977	982
Capital in excess of par value	57,818	57,705
Retained earnings	313,968	315,278
Accumulated other comprehensive income (loss), net	(203)	923
Total shareholders' equity	372,560	374,888
Noncontrolling interest MRP	16,332	16,757
Total Equity	388,892	391,645
Total liabilities and shareholders' equity	$ 534,699	$ 538,148

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Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Net income	$ 1,499	$ 1,727
Other comprehensive income net of tax:
Unrealized gain (loss) on investments available for sale, net of income tax effect of ($417) and $579	(1,126)	1,560
Comprehensive income	373	3,287
Less: comprehensive income attributable to noncontrolling interest	(119)	(171)
Comprehensive income attributable to the Company	$ 492	$ 3,458

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Business Segments (Tables)

3 Months Ended

Mar. 31, 2020

Segment Reporting [Abstract]

Business segments (in thousands)

	Three Months ended
	March 31,
	2020			2019
Revenues:
Asset management	$	652			641
Mining royalty lands		2,185			2,229
Development		293			269
Stabilized Joint Venture		2,653			2,575
		5,783			5,714
Operating profit (loss):
Before corporate expenses:
Asset management	$	177			97
Mining royalty lands		2,001			2,044
Development		(774	)		(553	)
Stabilized Joint Venture		577			412
Operating profit before corporate expenses		1,981			2,000
Corporate expenses:
Allocated to asset management		(308	)		(163	)
Allocated to mining royalty lands		(97	)		(43	)
Allocated to development		(712	)		(399	)
Allocated to Stabilized Joint Venture		(70	)		(40	)
Total corporate expenses		(1,187	)		(645	)
	$	794			1,355
Interest expense	$	51			588
Depreciation, depletion and amortization:
Asset management	$	192			177
Mining royalty lands		38			52
Development		54			58
Stabilized Joint Venture		1,184			1,200
	$	1,468			1,487
Capital expenditures:
Asset management	$	213			6,466
Mining royalty lands		—			—
Development		297			370
Stabilized Joint Venture		(23	)		(117	)
	$	487			6,719

		March 31,	December 31,
Identifiable net assets		2020	2019
Asset management	$	18,644	18,468
Mining royalty lands		38,494	38,409
Development		176,575	179,357
Stabilized Joint Venture		132,801	133,956
Investments available for sale at fair value		148,667	137,867
Cash items		11,564	26,793
Unallocated corporate assets		7,954	3,298
	$	534,699	538,148

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Investment in Joint Ventures (Tables)

3 Months Ended

Mar. 31, 2020

Equity Method Investments and Joint Ventures [Abstract]

Investments in Joint Ventures (in thousands)

								The
								Company's
								Share of  Profit
	Common			Total	Total Assets of	Profit (Loss)		(Loss) of  the
	Ownership			Investment	The Partnership	Of the Partnership		Partnership
As of March 31, 2020
Brooksville Quarry, LLC	50.00	%	$	7,486	14,335	(24	)	(12	)
BC FRP Realty, LLC	50.00	%		5,295	22,818	(124	)	(62	)
RiverFront Holdings II, LLC	80.00	%		26,092	100,315	(242	)	(391	)
Bryant Street Partnerships	61.36	%		59,008	110,925	—		(432	)
Hyde Park				3,741	3,741	—		—
DST Hickory Creek	26.65	%		6,000	49,208	(75	)	83
Amber Ridge Loan				876	876	—		—
1800 Half St. Owner, LLC	59.73	%		37,439	39,818	105		105
Greenville/Woodfield Partnerships	40.00	%		15,987	40,685	116		67
Total			$	161,924	382,721	(244	)	(642	)
As of December 31, 2019
Brooksville Quarry, LLC	50.00	%	$	7,499	14,316	(84	)	(42	)
BC FRP Realty, LLC	50.00	%		5,391	22,969	(1,114	)	(591	)
RiverFront Holdings II, LLC	80.00	%		25,975	88,235	(95	)	(871	)
Bryant Street Partnerships	61.36	%		58,353	96,477	260		(573	)
Hyde Park				3,492	3,492	—		—
DST Hickory Creek	26.65	%		6,000	49,369	(168	)	123
Amber Ridge Loan				509	509	—		—
1800 Half St. Owner, LLC	59.73	%		37,314	40,161	—		—
Greenville/Woodfield Partnerships	40.00	%		15,919	19,214	—		—
Total			$	160,452	334,742	(1,201	)	(1,954	)

Joint Venture balance sheets (in thousands)

	As of March 31, 2020										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	99,680		110,573		46,472		17,844		5,208	$	279,777
Cash and cash equivalents		535		161		1,741		21,974		35,339		59,750
Unrealized rents & receivables		76		177		538		0		0		791
Deferred costs		24		14		457		0		138		633
Total Assets	$	100,315		110,925		49,208		39,818		40,685	$	340,951
Secured notes payable	$	50,503		15,383		29,257		0		0	$	95,143
Other liabilities		6,908		17,540		335		903		771		26,457
Capital - FRP		37,339		57,848		5,228		37,440		15,987		153,842
Capital - Third Parties		5,565		20,154		14,388		1,475		23,927		65,509
Total Liabilities and Capital	$	100,315		110,925		49,208		39,818		40,685	$	340,951

	As of March 31, 2020
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,291		22,311		3,741		876		279,777	$	320,996
Cash and cash equivalents		41		20		0		0		59,750		59,811
Unrealized rents & receivables		0		225		0		0		791		1,016
Deferred costs		3		262		0		0		633		898
Total Assets	$	14,335		22,818		3,741		876		340,951	$	382,721
Secured notes payable	$	0		12,161		0		0		95,143	$	107,304
Other liabilities		47		117		0		0		26,457		26,621
Capital - FRP		7,486		5,270		3,741		876		153,842		171,215
Capital - Third Parties		6,802		5,270		0		0		65,509		77,581
Total Liabilities and Capital	$	14,335		22,818		3,741		876		340,951	$	382,721

	As of December 31, 2019										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	87,521		95,903		46,685		14,391		1,889	$	246,389
Cash and cash equivalents		630		387		1,764		25,770		17,325		45,876
Unrealized rents & receivables		82		158		446		0		0		686
Deferred costs		2		29		474		0		0		505
Total Assets	$	88,235		96,477		49,369		40,161		19,214	$	293,456
Secured notes payable	$	38,564		1,660		29,246		0		0	$	69,470
Other liabilities		6,771		17,183		120		1,363		1,889		27,326
Capital - FRP		37,284		57,479		6,000		37,314		15,919		153,996
Capital - Third Parties		5,616		20,155		14,003		1,484		1,406		42,664
Total Liabilities and Capital	$	88,235		96,477		49,369		40,161		19,214	$	293,456

	As of December 31, 2019
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,293		22,423		3,492		509		246,389	$	287,106
Cash and cash equivalents		18		15		0		0		45,876		45,909
Unrealized rents & receivables		0		220		0		0		686		906
Deferred costs		5		311		0		0		505		821
Total Assets	$	14,316		22,969		3,492		509		293,456	$	334,742
Secured notes payable	$	0		12,103		0		0		69,470	$	81,573
Other liabilities		2		196		0		0		27,326		27,524
Capital - FRP		7,500		5,335		3,492		509		153,996		170,832
Capital - Third Parties		6,814		5,335		0		0		42,664		54,813
Total Liabilities and Capital	$	14,316		22,969		3,492		509		293,456	$	334,742

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Concentrations (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2020 USD ($) integer
Tenants leasing mining locations | integer	5
Mining Top Customer
Customer revenue concentration	30.00%
Accounts receivable concentration | $	$ 406

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.10	$ 0.10
Common stock, shares authorized	25,000,000	25,000,000
Common stock, shares issued and outstanding	9,766,906	9,817,429

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Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Income tax effect unrealized gain (loss) on investments available for sale	$ (417)	$ 579

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Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Long-term debt (in thousands)

	March 31,		December 31,
	2020		2019
Riverfront permanent loan	$	88,959		88,925
Less portion due within one year		—		—
	$	88,959		88,925

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Discontinued Operations (Tables)

3 Months Ended

Mar. 31, 2020

Discontinued Operations and Disposal Groups [Abstract]

Discontinued operations results of operations

	Three months
	ended
	March 31, 2019
Lease revenue	$	238
Cost of operations:
Depreciation, depletion and amortization		29
Operating expenses		95
Property taxes		20
Management company indirect		—
Corporate expenses		—
Total cost of operations		144
Total operating profit		94
Interest expense		—
Gain on sale of buildings		23
Income before income taxes		117
Provision for income taxes		31
Income from discontinued operations	$	86
Earnings per common share:
Income from discontinued operations-
Basic		0.01
Diluted		0.01

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Discontinued Operations (Details Narrative) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	May 21, 2018 USD ($) integer
Discontinued Operations, Disposed of by Sale [Member]
Warehouse properties			40
Land parcels			3
Sales price | $	$ 11,700	$ 347,200
Excluded [Member]
Warehouse properties			1
Property value | $			$ 11,700

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Contingent Liabilities (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Sep. 30, 2018	Jun. 30, 2016
Contingent Liabilities
Environmental remediation expense (recovery)	$ (92)	$ (465)	$ 2,000

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Business Segments

3 Months Ended

Mar. 31, 2020

Segment Reporting [Abstract]

Business Segments

(3) Business Segments.

The Company is reporting its financial performance based on four reportable segments, Asset Management, Mining Royalty Lands, Development and Stabilized Joint Venture, as described below.

The Asset Management segment owns, leases and manages commercial properties. The flex/office warehouses in the Asset Management Segment were sold and reclassified to discontinued operations leaving only two commercial properties, one recent industrial acquisition, Cranberry Run, which we purchased in 2019, and 1801 62^nd Street, our most recent spec building in Hollander Business Park, which joined Asset Management April 1, 2019.

Our Mining Royalty Lands segment owns several properties comprising approximately 15,000 acres currently under lease for mining rents or royalties (this does not include the 4,280 acres owned in our Brooksville joint venture with Vulcan Materials).  Other than one location in Virginia, all of these properties are located in Florida and Georgia.

Through our Development segment, we own and are continuously monitoring for their “highest and best use” several parcels of land that are in various stages of development.  Our overall strategy in this segment is to convert all of our non-income producing lands into income production through (i) an orderly process of constructing new buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will form joint ventures on new developments of land not previously owned by the Company.

The Company operates a residential apartment building Riverfront Investment Partners I, LLC partnership (“Dock 79”). The ownership of Dock 79 attributable to our partner MRP Realty is reflected on our consolidated balance sheet as a noncontrolling interest. Such noncontrolling interests are reported on the Consolidated Balance Sheets within equity but separately from shareholders' equity. On the Consolidated Statements of Income, all of the revenues and expenses from Dock 79 are reported in net income, including both the amounts attributable to the Company and the noncontrolling interest. The amounts of consolidated net income attributable to the noncontrolling interest is clearly identified on the accompanying Consolidated Statements of Income.

Operating results and certain other financial data for the Company’s business segments are as follows (in thousands):

	Three Months ended
	March 31,
	2020			2019
Revenues:
Asset management	$	652			641
Mining royalty lands		2,185			2,229
Development		293			269
Stabilized Joint Venture		2,653			2,575
		5,783			5,714
Operating profit (loss):
Before corporate expenses:
Asset management	$	177			97
Mining royalty lands		2,001			2,044
Development		(774	)		(553	)
Stabilized Joint Venture		577			412
Operating profit before corporate expenses		1,981			2,000
Corporate expenses:
Allocated to asset management		(308	)		(163	)
Allocated to mining royalty lands		(97	)		(43	)
Allocated to development		(712	)		(399	)
Allocated to Stabilized Joint Venture		(70	)		(40	)
Total corporate expenses		(1,187	)		(645	)
	$	794			1,355
Interest expense	$	51			588
Depreciation, depletion and amortization:
Asset management	$	192			177
Mining royalty lands		38			52
Development		54			58
Stabilized Joint Venture		1,184			1,200
	$	1,468			1,487
Capital expenditures:
Asset management	$	213			6,466
Mining royalty lands		—			—
Development		297			370
Stabilized Joint Venture		(23	)		(117	)
	$	487			6,719

		March 31,	December 31,
Identifiable net assets		2020	2019
Asset management	$	18,644	18,468
Mining royalty lands		38,494	38,409
Development		176,575	179,357
Stabilized Joint Venture		132,801	133,956
Investments available for sale at fair value		148,667	137,867
Cash items		11,564	26,793
Unallocated corporate assets		7,954	3,298
	$	534,699	538,148

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Stock-Based Compensation Plans

3 Months Ended

Mar. 31, 2020

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation Plans

(7) Stock-Based Compensation Plans.

The Company has two Stock Option Plans (the 2006 Stock Incentive Plan and the 2016 Equity Incentive Option Plan) under which options for shares of common stock were granted to directors, officers and key employees. The 2016 plan permits the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, or stock awards. The options awarded under the plans have similar characteristics. All stock options are non-qualified and expire ten years from the date of grant. Stock based compensation awarded to directors, officers and employees are exercisable immediately or become exercisable in cumulative installments of 20% or 25% at the end of each year following the date of grant. When stock options are exercised the Company issues new shares after receipt of exercise proceeds and taxes due, if any, from the grantee.

The Company utilizes the Black-Scholes valuation model for estimating fair value of stock compensation for options awarded to officers and employees. Each grant is evaluated based upon assumptions at the time of grant. The assumptions were no dividend yield, expected volatility between 29% and 41%, risk-free interest rate of 1.0% to 2.9% and expected life of 3.0 to 7.0 years.

The dividend yield of zero is based on the fact that the Company does not pay cash dividends and has no present intention to pay cash dividends. Expected volatility is estimated based on the Company’s historical experience over a period equivalent to the expected life in years. The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate at the date of grant with a term consistent with the expected life of the options granted. The expected life calculation is based on the observed and expected time to exercise options by the employees.

In March 2020, 20,520 shares of restricted stock were granted to employees as part of a long-term incentive plan that will vest over the next five years. The number of common shares available for future issuance was 455,870 at March 31, 2020. In March 2020, 11,448 shares of stock were granted to employees rather than stock options as in prior years.

The Company recorded the following stock compensation expense in its consolidated statements of income (in thousands):

	Three Months ended
	March 31,
	2020		2019
Stock option grants	$	24		29
Restricted stock awards granted in 2020		47		—
Employee stock grant		530		—
Annual director stock award		—		—
	$	601		29

A summary of changes in outstanding options is presented below (in thousands, except share and per share amounts):

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Options	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		132,504	$	33.82	5.8	$	1,631
Granted		—	$	—		$	—
Exercised		—	$	—		$	—
Outstanding at March 31, 2020		132,504	$	33.82	5.5	$	1,631
Exercisable at March 31, 2020		114,189	$	32.11	5.1	$	1,333
Vested during three months ended
March 31, 2020		—				$	—

The aggregate intrinsic value of exercisable in-the-money options was $1,318,000 and the aggregate intrinsic value of outstanding in-the-money options was $1,339,000 based on the market closing price of $43.00 on March 31, 2020 less exercise prices.

The unrecognized compensation cost of options granted to FRP employees but not yet vested as of March 31, 2020 was $266,000, which is expected to be recognized over a weighted-average period of 3.4 years.

A summary of changes in restricted stock awards is presented below (in thousands, except share and per share amounts):

			Weighted		Weighted	Weighted
	Number		Average		Average	Average
	Of		Exercise		Remaining	Grant Date
Restricted stock	Shares		Price		Term (yrs)	Fair Value(000's)
Outstanding at January 1, 2020		0
Granted		20,520	$	46.30		$	950
Outstanding at March 31, 2020		20,520	$	46.30	4.2	$	950

Total compensation cost of restricted stock granted but not yet vested as of March 31, 2020 was $903,000 which is expected to be recognized over a weighted-average period of 4.2 years.

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Investment in Joint Ventures

3 Months Ended

Mar. 31, 2020

Equity Method Investments and Joint Ventures [Abstract]

Investment in Joint Ventures (Equity Method)

(11) Investments in Joint Ventures

Brooksville. In 2006, the Company entered into a Joint Venture Agreement with Vulcan Materials Company to jointly own and develop approximately 4,300 acres of land near Brooksville, Florida. Under the terms of the joint venture, FRP contributed its fee interest in approximately 3,443 acres formerly leased to Vulcan under a long-term mining lease which had a net book value of $2,548,000. Vulcan is entitled to mine a portion of the property until 2032 and pay royalties to the Company. FRP also contributed $3,018,000 for one-half of the acquisition costs of a 288-acre contiguous parcel. Vulcan contributed 553 acres that it owned as well as its leasehold interest in the 3,443 acres that it leased from FRP and $3,018,000 for one-half of the acquisition costs of the 288-acre contiguous parcel. The joint venture is jointly controlled by Vulcan and FRP. Distributions will be made on a 50-50 basis except for royalties and depletion specifically allocated to the Company. Other income for the year ended March 31, 2020 includes a loss of $12,000 representing the Company’s portion of the loss of this joint venture.

BC FRP Realty (Windlass Run). In 2016, the Company entered into an agreement with a Baltimore development company (St. John Properties, Inc.) to jointly develop the remaining lands of our Windlass Run Business Park. The 50/50 partnership initially calls for FRP to combine its 25 acres (valued at $7,500,000) with St. John Properties’ adjacent 10 acres fronting on a major state highway (valued at $3,239,536) which resulted in an initial cash distribution of $2,130,232 to FRP in May 2016. Thereafter, the venture will jointly develop the combined properties into a multi-building business park to consist of approximately 329,000 square feet of single-story office space. On September 28, 2017 BC FRP Realty, LLC obtained $17,250,000 of construction financing commitments for 4 buildings through September 15, 2022 from BB&T at 2.5% over LIBOR. The balance outstanding on these loans at March 31, 2020 was $12,110,000.

RiverFront Holdings II, LLC. On May 4, 2018, the Company and MRP formed a partnership to develop Phase II of our RiverFront on the Anacostia project and closed on construction financing with Eagle Bank. The Company has contributed its land with an agreed value of $16.3 million (cost basis of $4.6 million) and $6.2 million of cash. MRP contributed capital of $5.6 million to the partnership including development costs paid prior to the formation of the partnership and a $725,000 development fee. The Company further agreed to fund $13.75 million preferred equity financing at 7.5% interest rate all of which was advanced through June 30, 2019. The Company records interest income for this loan and a loss in equity in ventures for our 80% equity in the partnership. The loan from Eagle Bank allows draws of up to $71 million during construction at an interest rate of 3.25% over LIBOR. The loan is interest only and matures in 36 months with a 12-month extension assuming completion of construction and at least one occupancy. There is a provision for an additional 60 months extension with a 30-year amortization of principal at 2.15% over seven-year US Treasury Constant if NOI is sufficient for a 9% yield. The loan balance at March 31, 2020 was $51,560,000. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period as MRP acts as the administrative agent of the joint venture and oversees and controls the day to day operations of the project.

Bryant Street Partnerships. On December 24, 2018 the Company and MRP formed four partnerships to purchase and develop approximately five acres of land at 500 Rhode Island Ave NE, Washington, D.C. This property is the first phase of the Bryant Street Master Plan. The property is located in an Opportunity Zone, which provides tax benefits in the new communities development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $32 million in exchange for a 61.36% common equity in the partnership. The Company also contributed cash of $23 million as preferred equity financing at 8.0% interest rate. The Company records interest income for this loan and a loss in equity in ventures for our 61.36% equity in the partnership. On March 13, 2019 the partnerships closed on a construction loan with a group of lenders for up to $132 million at an interest rate of 2.25% over LIBOR. The loan matures March 13, 2023 with up to two extensions of one year each upon certain conditions including, for the first, a debt service coverage of at least 1.10 and a loan-to-value that does not exceed 65% and for the second, a debt service coverage of 1.25 and a maximum loan-to-value of 65%. Borrower may prepay a portion of the unpaid principal to satisfy such tests. The loan balance at March 31, 2020 was $18,683,000. The Company and MRP guaranteed $26 million of the loan in exchange for a 1% lower interest rate. The Company and MRP have a side agreement limiting the Company’s guarantee to its proportionate ownership. The value of the guarantee was calculated at $1.9 million based on the present value of the 1% interest savings over the anticipated 48-month term. This amount is included as part of the Company’s investment basis and is amortized to expense over the 48 months. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting as all the major decisions are shared equally.

Hyde Park. On January 27, 2018 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Essexshire now known as “Hyde Park.” We have committed up to $3.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. Entitlements for the development of the property are complete, a homebuilder is under contract to purchase all of the 126 recorded building lots, and settlement is expected in the second quarter of 2020.

DST Hickory Creek. In July 2019, the Company invested $6 million in 1031 proceeds from two sales in 2019 into a Delaware Statutory Trust (DST) known as CS1031 Hickory Creek Apartments, DST.  The Company is 26.65% beneficial owner and receives monthly distributions. The DST owns a 294-unit garden-style apartment community consisting of 19 three-story apartment buildings containing 273,940 rentable square feet on approximately 20.4 acres of land.  The property was constructed in 1984 and substantially renovated in 2016.  The DST purchased the property in April, 2019 for $45,600,000 with ten-year financing obtained for $29,672,000 at 3.74% with a 30 year amortization period, interest only for five years. The Company’s equity interest in the trust is accounted for under the cost method because we don’t have significant influence over the operating and financial policies. Monthly distributions are recorded as equity in gain or loss of joint ventures. Distributions of $83,000 were received in the first quarter of 2020.

Amber Ridge. On June 26, 2019 the Company entered into a loan agreement with a Baltimore developer to be the principal capital source of a residential development venture in Prince Georges County, Maryland known as “Amber Ridge.” We have committed up to $18.5 million in exchange for an interest rate of 10% and a preferred return of 20% after which the Company is also entitled to a portion of proceeds from sale. This project will hold 187 single-family town homes. We are currently pursuing entitlements and have two homebuilders under contract to purchase all of the 187 units upon completion of development infrastructure.

1800 Half Street. On December 20, 2019 the Company and MRP formed a joint venture to acquire and develop a mixed-use project located at 1800 Half Street, Washington, D.C. This property is located in the Buzzard Point area of Washington, DC, less than half a mile downriver from Dock 79 and the Maren. It lies directly between our two acres on the Anacostia currently under lease to Vulcan and Audi Field, the home stadium of the DC United. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $37.3 million. MRP will contribute the remainder of its equity in 2020. The land will be acquired in two pieces over first half of 2020 and the construction loan is expected to close in the second quarter of 2020. The ten-story structure will have 344 apartments and 11,246 square feet of ground floor retail. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting because all major decisions are shared equally.

Greenville/Woodfield Partnerships. On December 23, 2019 the Company and Woodfield Development formed a joint venture to develop a mixed-use project in Greenville SC known as .408 Jackson located across the street from Greenville’s minor league baseball stadium. The project will hold 227 multifamily units and 4,700 square feet of retail space. It is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed cash of $9.7 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

On December 23, 2019 the Company and Woodfield formed a joint venture to develop a 200-unit multifamily apartment project located at 1430 Hampton Avenue, Greenville, SC. The project is located in an Opportunity Zone, which provides tax benefits in the new communities’ development program as established by Congress in the Tax Cuts and Jobs Act of 2017. The Company contributed $6.2 million in exchange for a 40% common equity in the joint venture. The Company’s equity interest in the joint venture is accounted for under the equity method of accounting through the construction and lease up period. Woodfield personally guaranteed the loan and will be managing the projects day to day operations. Major decisions for the entity must be made unanimously between both members.

Investments in Joint Ventures (in thousands):

								The
								Company's
								Share of  Profit
	Common			Total	Total Assets of	Profit (Loss)		(Loss) of  the
	Ownership			Investment	The Partnership	Of the Partnership		Partnership
As of March 31, 2020
Brooksville Quarry, LLC	50.00	%	$	7,486	14,335	(24	)	(12	)
BC FRP Realty, LLC	50.00	%		5,295	22,818	(124	)	(62	)
RiverFront Holdings II, LLC	80.00	%		26,092	100,315	(242	)	(391	)
Bryant Street Partnerships	61.36	%		59,008	110,925	—		(432	)
Hyde Park				3,741	3,741	—		—
DST Hickory Creek	26.65	%		6,000	49,208	(75	)	83
Amber Ridge Loan				876	876	—		—
1800 Half St. Owner, LLC	59.73	%		37,439	39,818	105		105
Greenville/Woodfield Partnerships	40.00	%		15,987	40,685	116		67
Total			$	161,924	382,721	(244	)	(642	)
As of December 31, 2019
Brooksville Quarry, LLC	50.00	%	$	7,499	14,316	(84	)	(42	)
BC FRP Realty, LLC	50.00	%		5,391	22,969	(1,114	)	(591	)
RiverFront Holdings II, LLC	80.00	%		25,975	88,235	(95	)	(871	)
Bryant Street Partnerships	61.36	%		58,353	96,477	260		(573	)
Hyde Park				3,492	3,492	—		—
DST Hickory Creek	26.65	%		6,000	49,369	(168	)	123
Amber Ridge Loan				509	509	—		—
1800 Half St. Owner, LLC	59.73	%		37,314	40,161	—		—
Greenville/Woodfield Partnerships	40.00	%		15,919	19,214	—		—
Total			$	160,452	334,742	(1,201	)	(1,954	)

Summarized Financial Information for the Investments in Joint Ventures (in thousands):

	As of March 31, 2020										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	99,680		110,573		46,472		17,844		5,208	$	279,777
Cash and cash equivalents		535		161		1,741		21,974		35,339		59,750
Unrealized rents & receivables		76		177		538		0		0		791
Deferred costs		24		14		457		0		138		633
Total Assets	$	100,315		110,925		49,208		39,818		40,685	$	340,951
Secured notes payable	$	50,503		15,383		29,257		0		0	$	95,143
Other liabilities		6,908		17,540		335		903		771		26,457
Capital - FRP		37,339		57,848		5,228		37,440		15,987		153,842
Capital - Third Parties		5,565		20,154		14,388		1,475		23,927		65,509
Total Liabilities and Capital	$	100,315		110,925		49,208		39,818		40,685	$	340,951

	As of March 31, 2020
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,291		22,311		3,741		876		279,777	$	320,996
Cash and cash equivalents		41		20		0		0		59,750		59,811
Unrealized rents & receivables		0		225		0		0		791		1,016
Deferred costs		3		262		0		0		633		898
Total Assets	$	14,335		22,818		3,741		876		340,951	$	382,721
Secured notes payable	$	0		12,161		0		0		95,143	$	107,304
Other liabilities		47		117		0		0		26,457		26,621
Capital - FRP		7,486		5,270		3,741		876		153,842		171,215
Capital - Third Parties		6,802		5,270		0		0		65,509		77,581
Total Liabilities and Capital	$	14,335		22,818		3,741		876		340,951	$	382,721

	As of December 31, 2019										Total
	RiverFront		Bryant Street		DST Hickory		1800 Half St.		Greenville/		Apartment/
	Holdings II, LLC		Partnership		Creek		Partnership		Woodfield		Mixed Use
Investments in real estate, net	$	87,521		95,903		46,685		14,391		1,889	$	246,389
Cash and cash equivalents		630		387		1,764		25,770		17,325		45,876
Unrealized rents & receivables		82		158		446		0		0		686
Deferred costs		2		29		474		0		0		505
Total Assets	$	88,235		96,477		49,369		40,161		19,214	$	293,456
Secured notes payable	$	38,564		1,660		29,246		0		0	$	69,470
Other liabilities		6,771		17,183		120		1,363		1,889		27,326
Capital - FRP		37,284		57,479		6,000		37,314		15,919		153,996
Capital - Third Parties		5,616		20,155		14,003		1,484		1,406		42,664
Total Liabilities and Capital	$	88,235		96,477		49,369		40,161		19,214	$	293,456

	As of December 31, 2019
	Brooksville		BC FRP				Amber Ridge		Apartment/		Grand
	Quarry, LLC		Realty, LLC		Hyde Park		Loan		Mixed Use		Total
Investments in real estate, net.	$	14,293		22,423		3,492		509		246,389	$	287,106
Cash and cash equivalents		18		15		0		0		45,876		45,909
Unrealized rents & receivables		0		220		0		0		686		906
Deferred costs		5		311		0		0		505		821
Total Assets	$	14,316		22,969		3,492		509		293,456	$	334,742
Secured notes payable	$	0		12,103		0		0		69,470	$	81,573
Other liabilities		2		196		0		0		27,326		27,524
Capital - FRP		7,500		5,335		3,492		509		153,996		170,832
Capital - Third Parties		6,814		5,335		0		0		42,664		54,813
Total Liabilities and Capital	$	14,316		22,969		3,492		509		293,456	$	334,742

The Company’s capital recorded by the unconsolidated Joint Ventures is $9,289,000 more than the Investment in Joint Ventures reported in the Company’s consolidated balance sheet due to the lower basis in property contributed.

The amount of consolidated retained earnings for these joint ventures was $(4,595,000) and $(4,127,000) as of March 31, 2020 and December 31, 2019 respectively.

XML

Description of Business and Basis of Presentation (Details Narrative) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Mar. 31, 2020 integer	May 21, 2018 USD ($) integer
Asset Management Properties
Warehouse properties			4
Discontinued Operations, Disposed of by Sale [Member]
Warehouse properties				40
Land parcels				3
Sales price | $	$ 11,700	$ 347,200
Excluded [Member]
Warehouse properties				1
Property value | $				$ 11,700

XML

Restricted Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Shares outstanding	132,504	132,504
Options outstanding weighted average exercise price	$ 33.82	$ 33.82
Options outstanding weighted average remaining term	5 years 6 months 2 days	5 years 9 months 22 days
Options outstanding weighted average grant date fair value	$ 1,631	$ 1,631
Options granted weighted average grant date fair value	$ 0
Restricted Stock [Member]
Shares outstanding	20,520	0
Shares granted	20,520
Options outstanding weighted average exercise price	$ 46.30
Options outstanding weighted average exercise price - Granted	46.30
Options outstanding weighted average remaining term	4 years 2 months 13 days
Options outstanding weighted average grant date fair value	$ 950
Options granted weighted average grant date fair value	$ 950