UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☑ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2019
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: 001-38158
FALCON MINERALS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
|
82-0820780 |
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
|
|
|
510 Madison Avenue, 8th Floor, New York, NY |
|
10022 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (212) 506-5925
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A Common Stock, par value $0.0001 per share |
|
FLMN |
|
Nasdaq Capital Market |
Warrants, each to purchase one share of Class A Common Stock |
|
FLMNW |
|
Nasdaq Capital Market |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
|
☐ |
|
Accelerated filer |
|
☑ |
Non-accelerated filer |
|
☐ |
|
Smaller reporting 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 ☑
As of November 6, 2019, there were 45,950,716 shares of the registrant’s Class A common stock, par value $0.0001 per share, issued and outstanding and there were 40,000,000 shares of the registrant’s Class C common stock, par value of $0.0001 per share, issued and outstanding.
FALCON MINERALS CORPORATION
TABLE OF CONTENTS
|
|
|
|
|
Page |
3 |
|||||
PART I. |
|
|
|||
|
|
Item 1. |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
6 |
|
|
|
|
|
7 |
|
|
|
|
|
Condensed Consolidated Statements of Shareholders’ Equity and Partners’ Capital |
8 |
|
|
|
|
9 |
|
|
|
23 |
|||
|
|
Item 2. |
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
24 |
|
|
Item 3. |
|
32 |
|
|
|
Item 4. |
|
33 |
|
PART II. |
|
|
|||
|
|
Item 1. |
|
33 |
|
|
|
Item 1A. |
|
33 |
|
|
|
Item 2. |
|
33 |
|
|
|
Item 3. |
|
34 |
|
|
|
Item 4. |
|
34 |
|
|
|
Item 6. |
|
34 |
|
35 |
|||||
36 |
Adjusted EBITDA: Represents net income before interest expense, income taxes and depreciation and amortization expense, as further adjusted for other non-cash charges and other charges that are not reflective of our ongoing operations. Adjusted EBITDA is not a presentation made in accordance with GAAP. Please see the reconciliation of Adjusted EBITDA to net income in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview of Our Results of Operations—Adjusted EBITDA.”
Barrel or bbl: Stock tank barrel, or 42 U.S. gallons liquid volume, used in this report in reference to crude oil or other liquid hydrocarbons.
BOE: Barrels of oil equivalent, with six thousand cubic feet of natural gas being equivalent to one barrel of oil.
BOE/d: BOE per day.
British Thermal Unit or Btu: The quantity of heat required to raise the temperature of one pound of water by one-degree Fahrenheit.
Completion: The process of treating a drilled well followed by the installation of permanent equipment for the production of natural gas or oil, or in the case of a dry hole, the reporting of abandonment to the appropriate agency.
Condensate: Liquid hydrocarbons associated with the production that is primarily natural gas.
Crude oil: Liquid hydrocarbons retrieved from geological structures underground to be refined into fuel sources.
Developed acreage: Acreage allocated or assignable to productive wells.
Differential: An adjustment to the price of oil and natural gas from an established spot market price to reflect differences in the quality and/or location of oil or natural gas.
GAAP: Generally accepted accounting principles in the United States.
Gross acres or gross wells: The total acres or wells, as the case may be, in which an overriding, royalty or mineral interest is owned.
MBbls: Thousand barrels of crude oil or other liquid hydrocarbons.
MBOE: One thousand barrels of crude oil equivalent, determined using a ratio of six Mcf of natural gas to one Bbl of crude oil, condensate or natural gas liquids.
Mcf: Thousand cubic feet of natural gas.
Mineral interests: The interests in ownership of the resource and mineral rights, giving an owner the right to profit from the extracted resources.
MMBtu: Million British Thermal Units.
MMcf: Million cubic feet of natural gas.
Net royalty acres: Gross acreage multiplied by the average royalty interest.
NGLs: Natural gas liquids.
Prospect: A specific geographic area which, based on supporting geological, geophysical or other data and preliminary economic analysis using reasonably anticipated prices and costs, is deemed to have potential for the discovery of commercial hydrocarbons.
Proved reserves: The estimated quantities of oil, natural gas and natural gas liquids which geological and engineering data demonstrate with reasonable certainty to be commercially recoverable in future years from known reservoirs under existing economic and operating conditions.
3
PUD: Proved undeveloped, used to characterize reserves.
Reserves: The estimated remaining quantities of oil and natural gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. In addition, there must exist, or there must be a reasonable expectation that there will exist, the legal right to produce or a revenue interest in the production, installed means of delivering oil and natural gas or related substances to the market and all permits and financing required to implement the project. Reserves are not assigned to adjacent reservoirs isolated by major, potentially sealing, faults until those reservoirs are penetrated and evaluated as economically producible. Reserves should not be assigned to areas that are clearly separated from a known accumulation by a non-productive reservoir (i.e., absence of reservoir, structurally low reservoir or negative test results). Such areas may contain prospective resources (i.e., potentially recoverable resources from undiscovered accumulations).
Reservoir: A porous and permeable underground formation containing a natural accumulation of producible natural gas and/or oil that is confined by impermeable rock or water barriers and is separate from other reservoirs.
Royalty interest: An interest that gives an owner the right to receive a portion of the resources or revenues without having to carry any costs of development.
SEC: U.S. Securities and Exchange Commission.
Undeveloped acreage: Lease acreage on which wells have not been drilled or completed to a point that would permit the production of economic quantities of oil and natural gas regardless of whether such acreage contains proved reserves.
4
PART I – FINANCIAL INFORMATION
FALCON MINERALS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
(Unaudited)
|
|
September 30, |
|
|
December 31, |
|
||
|
|
2019 |
|
|
2018 |
|
||
Assets: |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
2,627 |
|
|
$ |
7,317 |
|
Account receivable |
|
|
8,029 |
|
|
|
11,271 |
|
Prepaid expenses |
|
|
1,292 |
|
|
|
1,524 |
|
Total current assets |
|
|
11,948 |
|
|
|
20,112 |
|
Royalty interests in oil and natural gas properties, net of accumulated amortization of $127,229 and $117,605 respectively |
|
|
220,446 |
|
|
|
209,168 |
|
Property and equipment, net |
|
|
497 |
|
|
|
- |
|
Deferred tax asset, net |
|
|
56,470 |
|
|
|
58,773 |
|
Other assets |
|
|
2,690 |
|
|
|
3,182 |
|
Total assets |
|
$ |
292,051 |
|
|
$ |
291,235 |
|
Liabilities and shareholders' equity: |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
1,974 |
|
|
$ |
521 |
|
Credit facility |
|
|
38,000 |
|
|
|
21,000 |
|
Other non-current liabilities |
|
|
476 |
|
|
|
- |
|
Total liabilities |
|
|
40,450 |
|
|
|
21,521 |
|
Commitments and contingencies (See Note 13) |
|
|
|
|
|
|
|
|
Shareholders' equity: |
|
|
|
|
|
|
|
|
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding |
|
|
- |
|
|
|
- |
|
Class A common stock, $0.0001 par value; 240,000,000 shares authorized; 45,950,716 and 45,855,000 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively |
|
|
5 |
|
|
|
5 |
|
Class C common stock, $0.0001 par value; 120,000,000 shares authorized; 40,000,000 issued and outstanding as of September 30, 2019 and December 31, 2018 |
|
|
4 |
|
|
|
4 |
|
Additional paid in capital |
|
|
132,325 |
|
|
|
137,866 |
|
Non-controlling interests |
|
|
119,267 |
|
|
|
127,029 |
|
Retained earnings |
|
|
- |
|
|
|
4,810 |
|
Total shareholders' equity |
|
|
251,601 |
|
|
|
269,714 |
|
Total liabilities and shareholders' equity |
|
$ |
292,051 |
|
|
$ |
291,235 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
||||||||||
|
|
September 30, |
|
|
September 30, |
|
||||||||||
|
|
2019 |
|
|
2018 |
|
|
2019 |
|
|
2018 |
|
||||
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil and gas sales |
|
$ |
15,908 |
|
|
$ |
23,825 |
|
|
$ |
55,411 |
|
|
$ |
72,354 |
|
Gain (loss) on hedging activities |
|
|
- |
|
|
|
458 |
|
|
|
- |
|
|
|
(1,456 |
) |
Total revenue |
|
|
15,908 |
|
|
|
24,283 |
|
|
|
55,411 |
|
|
|
70,898 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production and ad valorem taxes |
|
|
891 |
|
|
|
1,326 |
|
|
|
2,940 |
|
|
|
3,854 |
|
Marketing and transportation |
|
|
584 |
|
|
|
493 |
|
|
|
1,933 |
|
|
|
1,487 |
|
Amortization of royalty interests in oil and natural gas properties |
|
|
3,184 |
|
|
|
4,494 |
|
|
|
9,624 |
|
|
|
13,179 |
|
General, administrative and other |
|
|
3,168 |
|
|
|
1,132 |
|
|
|
8,728 |
|
|
|
7,013 |
|
Total operating expenses |
|
|
7,827 |
|
|
|
7,445 |
|
|
|
23,225 |
|
|
|
25,533 |
|
Operating income |
|
|
8,081 |
|
|
|
16,838 |
|
|
|
32,186 |
|
|
|
45,365 |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on the sale of assets |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
41,382 |
|
Other income |
|
|
58 |
|
|
|
38 |
|
|
|
134 |
|
|
|
39 |
|
Interest expense |
|
|
(650 |
) |
|
|
(557 |
) |
|
|
(1,838 |
) |
|
|
(1,600 |
) |
Total other income (expense) |
|
|
(592 |
) |
|
|
(519 |
) |
|
|
(1,704 |
) |
|
|
39,821 |
|
Income before income taxes |
|
|
7,489 |
|
|
|
16,319 |
|
|
|
30,482 |
|
|
|
85,186 |
|
Provision for income taxes |
|
|
1,132 |
|
|
|
810 |
|
|
|
3,920 |
|
|
|
810 |
|
Income from continuing operations |
|
|
6,357 |
|
|
|
15,509 |
|
|
|
26,562 |
|
|
|
84,376 |
|
Income from discontinued operations |
|
|
- |
|
|
|
91 |
|
|
|
- |
|
|
|
2,139 |
|
Net income |
|
|
6,357 |
|
|
|
15,600 |
|
|
|
26,562 |
|
|
|
86,515 |
|
Net income attributable to non-controlling interests |
|
|
(3,473 |
) |
|
|
(2,933 |
) |
|
|
(14,540 |
) |
|
|
(3,028 |
) |
Net income attributable to common shareholders/unitholders |
|
$ |
2,884 |
|
|
$ |
12,667 |
|
|
$ |
12,022 |
|
|
$ |
83,487 |
|
Earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares (basic and diluted) |
|
$ |
0.06 |
|
|
$ |
0.06 |
|
|
$ |
0.26 |
|
|
$ |
0.06 |
|
Weighted average number of shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares (basic and diluted) |
|
|
45,899 |
|
|
|
45,855 |
|
|
|
45,871 |
|
|
|
45,855 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
|
|
September 30, |
|
|||||
|
|
2019 |
|
|
2018 |
|
||
Cash flow from operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
26,562 |
|
|
$ |
86,515 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
Gain on sale of assets |
|
|
- |
|
|
|
(41,382 |
) |
Unrealized (gain) loss on hedging activities |
|
|
- |
|
|
|
1,151 |
|
Amortization of royalty interests in oil and natural gas properties |
|
|
9,624 |
|
|
|
14,753 |
|
Depreciation of property and equipment |
|
|
46 |
|
|
|
- |
|
Accretion of asset retirement obligation |
|
|
- |
|
|
|
7 |
|
Amortization of debt issuance costs |
|
|
482 |
|
|
|
296 |
|
Stock-based compensation |
|
|
1,830 |
|
|
|
- |
|
Deferred income taxes |
|
|
2,302 |
|
|
|
1,061 |
|
Cash paid to settle derivatives |
|
|
- |
|
|
|
(1,151 |
) |
Changes in operating assets and liabilities |
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
3,242 |
|
|
|
1,067 |
|
Prepaid expenses |
|
|
232 |
|
|
|
(616 |
) |
Other assets |
|
|
10 |
|
|
|
- |
|
Accounts payable and accrued expenses |
|
|
1,454 |
|
|
|
(4,752 |
) |
Other liabilities |
|
|
476 |
|
|
|
(147 |
) |
Net cash provided by operating activities |
|
|
46,260 |
|
|
|
56,802 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Additions to oil and natural gas properties |
|
|
- |
|
|
|
(523 |
) |
Purchase of property and equipment |
|
|
(542 |
) |
|
|
- |
|
Cash acquired in the Transaction |
|
|
- |
|
|
|
2,920 |
|
Proceeds from the sale of assets |
|
|
- |
|
|
|
121,130 |
|
Acquisition of oil and natural gas properties |
|
|
(20,903 |
) |
|
|
- |
|
Net cash provided by (used in) investing activities |
|
|
(21,445 |
) |
|
|
123,527 |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Distributions to partners |
|
|
- |
|
|
|
(143,788 |
) |
Distribution of subsidiaries |
|
|
- |
|
|
|
(7,124 |
) |
Proceeds from credit facility |
|
|
30,000 |
|
|
|
- |
|
Repayments of long-term debt |
|
|
(13,000 |
) |
|
|
(27,000 |
) |
Deferred financing fees |
|
|
- |
|
|
|
(8 |
) |
Dividends paid |
|
|
(24,089 |
) |
|
|
- |
|
Distributions to non-controlling interests |
|
|
(22,302 |
) |
|
|
- |
|
Distribution equivalent rights paid |
|
|
(114 |
) |
|
|
- |
|
Net cash used in financing activities |
|
|
(29,505 |
) |
|
|
(177,920 |
) |
Net increase (decrease) in cash and cash equivalents |
|
|
(4,690 |
) |
|
|
2,409 |
|
Cash and cash equivalents, beginning of period |
|
|
7,317 |
|
|
|
10,497 |
|
Cash and cash equivalents, end of period |
|
$ |
2,627 |
|
|
$ |
12,906 |
|
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
|
|
Cash paid for interest |
|
$ |
1,356 |
|
|
$ |
1,245 |
|
Cash paid for income taxes |
|
$ |
1,260 |
|
|
$ |
450 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
Credit facility prior to the transaction |
|
$ |
- |
|
|
$ |
38,000 |
|
Deferred financing prior to the Transaction |
|
$ |
- |
|
|
$ |
3,214 |
|
Deferred tax asset related to the Transaction |
|
$ |
- |
|
|
$ |
60,603 |
|
Accounts payable related to property and equipment |
|
$ |
- |
|
|
$ |
229 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
7
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND PARTNERS’ CAPITAL
(In thousands)
(Unaudited)
|
|
Class A Common Stock |
|
|
Class C Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Additional Paid In Capital |
|
|
Partners' Capital |
|
|
Non- controlling interests |
|
|
Retained Earnings |
|
|
Total Stockholder's Equity / Partners' Capital |
|
|||||||||
Balance at December 31, 2017 |
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
288,528 |
|
|
$ |
629 |
|
|
$ |
- |
|
|
$ |
289,157 |
|
Distributions |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(107,497 |
) |
|
|
(38 |
) |
|
|
- |
|
|
|
(107,535 |
) |
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
53,866 |
|
|
|
48 |
|
|
|
- |
|
|
|
53,914 |
|
Balance at March 31, 2018 |
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
234,897 |
|
|
$ |
639 |
|
|
$ |
- |
|
|
$ |
235,536 |
|
Distributions |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
16,956 |
|
|
|
47 |
|
|
|
- |
|
|
|
17,003 |
|
Balance at June 30, 2018 |
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
251,853 |
|
|
$ |
686 |
|
|
$ |
- |
|
|
$ |
252,539 |
|
Distributions |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(36,253 |
) |
|
|
- |
|
|
|
- |
|
|
|
(36,253 |
) |
Net income prior to Transaction |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
10,137 |
|
|
|
20 |
|
|
|
- |
|
|
|
10,157 |
|
Recapitalization in connection with the Transaction |
|
|
45,855 |
|
|
|
5 |
|
|
|
40,000 |
|
|
|
4 |
|
|
|
137,866 |
|
|
|
(225,737 |
) |
|
|
119,556 |
|
|
|
- |
|
|
|
31,694 |
|
Net income post Transaction |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2,913 |
|
|
|
2,529 |
|
|
|
5,442 |
|
Balance at September 30, 2018 |
|
|
45,855 |
|
|
$ |
5 |
|
|
|
40,000 |
|
|
$ |
4 |
|
|
$ |
137,866 |
|
|
$ |
- |
|
|
$ |
123,175 |
|
|
$ |
2,529 |
|
|
$ |
263,579 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2018 |
|
|
45,855 |
|
|
$ |
5 |
|
|
|
40,000 |
|
|
$ |
4 |
|
|
$ |
137,866 |
|
|
$ |
- |
|
|
$ |
127,029 |
|
|
$ |
4,810 |
|
|
$ |
269,714 |
|
Vested restricted stock grants |
|
|
4 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
99 |
|
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
99 |
|
Distribution equivalent rights paid |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(15 |
) |
|
|
|
|
|
|
- |
|
|
|
- |
|
|
|
(15 |
) |
Distributions to non-controlling interests |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
(8,559 |
) |
|
|
- |
|
|
|
(8,559 |
) |
Dividends to shareholders ($0.20 per share) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
- |
|
|
|
(9,171 |
) |
|
|
(9,171 |
) |
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
5,921 |
|
|
|
5,382 |
|
|
|
11,303 |
|
Balance at March 31, 2019 |
|
|
45,859 |
|
|
|
5 |
|
|
|
40,000 |
|
|
|
4 |
|
|
|
137,950 |
|
|
|
- |
|
|
|
124,391 |
|
|
|
1,021 |
|
|
|
263,371 |
|
Vested restricted stock grants |
|
|
3 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
761 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
761 |
|
Distribution equivalent rights paid |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(56 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(56 |
) |
Distributions to non-controlling interests |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(7,397 |
) |
|
|
- |
|
|
|
(7,397 |
) |
Dividends to shareholders ($0.175 per share) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(3,248 |
) |
|
|
- |
|
|
|
- |
|
|
|
(4,777 |
) |
|
|
(8,025 |
) |
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
5,146 |
|
|
|
3,756 |
|
|
|
8,902 |
|
Balance at June 30, 2019 |
|
|
45,862 |
|
|
$ |
5 |
|
|
|
40,000 |
|
|
$ |
4 |
|
|
$ |
135,407 |
|
|
$ |
- |
|
|
$ |
122,140 |
|
|
$ |
- |
|
|
$ |
257,556 |
|
Vested restricted stock grants |
|
|
89 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Stock-based compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
970 |
|