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Business Acquisition
9 Months Ended
Sep. 30, 2016
Business Combinations [Abstract]  
Business Acquisition

Note 5 — Business Acquisition

On August 16, 2016, the Company’s wholly owned subsidiary, Greenleaf Capital, LLC, assigned the right to purchase the developed property in the ADC Arrangement to its subsidiary, Sorrento PBX, LLC. Sorrento PBX simultaneously exercised the purchase option and acquired the property from Sorrento Retail Investments, LLC. The acquired assets included a retail shopping center and appurtenant facilities in Sorrento, Florida as well as existing tenant lease agreements to use the property. The acquisition is part of the Company’s strategic plan to expand its real estate operations. The purchase price was $12,250, which was determined using a predetermined capitalization rate and the projected net operating income of the property. The Company recognized a $2,071 gain on bargain purchase, resulting primarily from a favorable fair value at the date of acquisition as compared with the Company’s purchase price. The Company relied on an independent appraisal report, which is based on the weighted results of two valuation approaches, in determining the estimated fair values of the significant assets acquired. This acquisition was financed in part by the proceeds from the issuance of a 3.75% promissory note. See Note 9 — “Long-Term Debt” for additional information.

 

The table below presents an allocation of the purchase price to the net assets acquired based on their fair values at the acquisition date:

 

Identifiable assets acquired and liabilities assumed:

  

Cash

   $ 194   

Land

     1,600   

Land improvements

     3,045   

Buildings

     7,120   

Intangibles

     2,580   

Tenant improvements

     76   

Building improvement

     29   

Other assets

     33   

Other liabilities

     (356
  

 

 

 

Total net assets acquired

     14,321   

Less: gain on bargain purchase

     (2,071
  

 

 

 

Purchase price

   $ 12,250   
  

 

 

 

The acquired business contributed $99 of rental income and $112 of net loss to the Company for the period from August 16, 2016 to September 30, 2016. Pro forma results of operations are not presented as the effects of the acquisition were not material to the Company’s consolidated results of operations.