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Share Name | Share Symbol | Market | Type |
---|---|---|---|
PICO Holdings Inc | NASDAQ:PICO | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 9.89 | 9.00 | 12.00 | 0 | 01:00:00 |
Delaware
(State or other jurisdiction of incorporation)
|
94-2723335
(IRS Employer Identification No.)
|
Large accelerated filer
¨
|
Accelerated filer
x
|
Non-accelerated filer
¨
|
Smaller reporting company
x
|
Emerging growth company
¨
|
|
Page No.
|
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|
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|
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Item 1:
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Item 2:
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Item 4:
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Item 1:
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Item 1A:
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Item 2:
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Item 3:
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Item 4:
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Item 5:
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Item 6:
|
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|
|
|
PICO Holdings, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets - Unaudited
(In thousands, except par value)
|
|||||||
|
September 30, 2018
|
|
December 31, 2017
|
||||
Assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
20,829
|
|
|
$
|
37,128
|
|
Investments ($1,902 measured at fair value at December 31, 2017)
|
—
|
|
|
3,214
|
|
||
Real estate and tangible water assets, net
|
44,304
|
|
|
44,675
|
|
||
Intangible assets
|
122,798
|
|
|
126,785
|
|
||
Other assets
|
1,181
|
|
|
2,600
|
|
||
Total assets
|
$
|
189,112
|
|
|
$
|
214,402
|
|
|
|
|
|
||||
Liabilities and equity
|
|
|
|
||||
Deferred compensation
|
$
|
—
|
|
|
$
|
4,112
|
|
Other liabilities
|
4,392
|
|
|
2,431
|
|
||
Accounts payable and accrued expenses
|
218
|
|
|
696
|
|
||
Total liabilities
|
4,610
|
|
|
7,239
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
|
|
|
|
||||
Preferred stock, $0.001 par value; authorized 10,000 shares, none issued
|
—
|
|
|
—
|
|
||
Common stock, $0.001 par value; authorized 100,000 shares, 21,685 issued and 21,461 outstanding at September 30, 2018, and 23,153 issued and 23,152 outstanding at December 31, 2017
|
22
|
|
|
23
|
|
||
Additional paid-in capital
|
362,651
|
|
|
379,388
|
|
||
Accumulated deficit
|
(175,436
|
)
|
|
(172,767
|
)
|
||
Accumulated other comprehensive income
|
—
|
|
|
544
|
|
||
Treasury stock, at cost (common shares: 223 at September 30, 2018 and 1 at December 31, 2017)
|
(2,735
|
)
|
|
(25
|
)
|
||
Total shareholders’ equity
|
184,502
|
|
|
207,163
|
|
||
Total liabilities and shareholders’ equity
|
$
|
189,112
|
|
|
$
|
214,402
|
|
PICO Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income or Loss - Unaudited
(In thousands, except per share data)
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues and other income:
|
|
|
|
|
|
|
|
||||||||
Sale of real estate and water assets
|
$
|
230
|
|
|
$
|
136
|
|
|
$
|
10,957
|
|
|
$
|
25,276
|
|
Impairment loss on investment in unconsolidated affiliate
|
(1,312
|
)
|
|
—
|
|
|
(1,312
|
)
|
|
—
|
|
||||
Other income, net
|
388
|
|
|
69
|
|
|
617
|
|
|
9,756
|
|
||||
Total revenues (loss) and other income
|
(694
|
)
|
|
205
|
|
|
10,262
|
|
|
35,032
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Cost of sales and expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of real estate and water assets sold
|
98
|
|
|
55
|
|
|
4,458
|
|
|
12,604
|
|
||||
General, administrative, and other
|
3,859
|
|
|
2,943
|
|
|
8,947
|
|
|
9,865
|
|
||||
Depreciation and amortization
|
18
|
|
|
24
|
|
|
57
|
|
|
159
|
|
||||
Total cost of sales and expenses
|
3,975
|
|
|
3,022
|
|
|
13,462
|
|
|
22,628
|
|
||||
Income (loss) from continuing operations before income taxes
|
(4,669
|
)
|
|
(2,817
|
)
|
|
(3,200
|
)
|
|
12,404
|
|
||||
Provision for federal and state income taxes
|
—
|
|
|
(292
|
)
|
|
(72
|
)
|
|
(3,419
|
)
|
||||
Income (loss) from continuing operations
|
(4,669
|
)
|
|
(3,109
|
)
|
|
(3,272
|
)
|
|
8,985
|
|
||||
Income (loss) from discontinued operations, net of tax
|
—
|
|
|
(5,269
|
)
|
|
—
|
|
|
3,053
|
|
||||
Income (loss) on sale and impairment loss on classification of assets as held-for-sale, net of tax
|
—
|
|
|
2,094
|
|
|
43
|
|
|
(9,309
|
)
|
||||
Net income (loss) from discontinued operations, net of tax
|
—
|
|
|
(3,175
|
)
|
|
43
|
|
|
(6,256
|
)
|
||||
Net income (loss)
|
(4,669
|
)
|
|
(6,284
|
)
|
|
(3,229
|
)
|
|
2,729
|
|
||||
Net (income) loss attributable to noncontrolling interests
|
—
|
|
|
1,645
|
|
|
—
|
|
|
(1,150
|
)
|
||||
Net loss attributable to PICO Holdings, Inc.
|
$
|
(4,669
|
)
|
|
$
|
(4,639
|
)
|
|
$
|
(3,229
|
)
|
|
$
|
1,579
|
|
PICO Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income or Loss - Unaudited, Continued
(In thousands, except per share data)
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Other comprehensive loss:
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
$
|
(4,669
|
)
|
|
$
|
(6,284
|
)
|
|
$
|
(3,229
|
)
|
|
2,729
|
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
||||||||
Unrealized loss on securities, net of deferred income tax and reclassification adjustments
|
—
|
|
|
(387
|
)
|
|
(544
|
)
|
|
(6,286
|
)
|
||||
Foreign currency translation
|
—
|
|
|
6
|
|
|
—
|
|
|
32
|
|
||||
Total other comprehensive loss, net of tax
|
—
|
|
|
(381
|
)
|
|
(544
|
)
|
|
(6,254
|
)
|
||||
Comprehensive loss
|
(4,669
|
)
|
|
(6,665
|
)
|
|
(3,773
|
)
|
|
(3,525
|
)
|
||||
Comprehensive (income) loss attributable to noncontrolling interests
|
—
|
|
|
1,645
|
|
|
—
|
|
|
(1,150
|
)
|
||||
Comprehensive loss attributable to PICO Holdings, Inc.
|
$
|
(4,669
|
)
|
|
$
|
(5,020
|
)
|
|
$
|
(3,773
|
)
|
|
$
|
(4,675
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) per common share – basic and diluted:
|
|
|
|
|
|
|
|
||||||||
Income (loss) from continuing operations
|
$
|
(0.21
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
0.39
|
|
Loss from discontinued operations
|
—
|
|
|
(0.07
|
)
|
|
—
|
|
|
(0.32
|
)
|
||||
Net income (loss) per common share – basic and diluted
|
$
|
(0.21
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
0.07
|
|
Weighted average shares outstanding
|
21,754
|
|
|
23,138
|
|
|
22,400
|
|
|
23,112
|
|
|
|
Shares of Common Stock Issued
|
|
Common Stock
|
|
Additional Paid-in
Capital
|
|
Accumulated Deficit
|
|
Accumulated Other
Comprehensive Income
|
|
Shares of Treasury Stock
|
|
Treasury Stock, at Cost
|
|
Total
|
||||||||||||||
Beginning balance, December 31, 2017
|
|
23,154
|
|
|
$
|
23
|
|
|
$
|
379,388
|
|
|
$
|
(172,767
|
)
|
|
$
|
544
|
|
|
1
|
|
|
$
|
(25
|
)
|
|
$
|
207,163
|
|
Stock-based compensation expense
|
|
|
|
|
|
380
|
|
|
|
|
|
|
|
|
|
|
380
|
|
||||||||||||
Exercise of restricted stock units
|
|
23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||||
Purchases of treasury stock
|
|
|
|
|
|
|
|
|
|
|
|
1,716
|
|
|
(19,853
|
)
|
|
(19,853
|
)
|
|||||||||||
Retirement of treasury stock
|
|
(1,492
|
)
|
|
(1
|
)
|
|
(17,117
|
)
|
|
|
|
|
|
(1,492
|
)
|
|
17,117
|
|
|
(1
|
)
|
||||||||
Distribution of treasury stock to deferred compensation plan participant
|
|
|
|
|
|
|
|
|
|
|
|
|
(2
|
)
|
|
26
|
|
|
26
|
|
||||||||||
Net income
|
|
|
|
|
|
|
|
(3,229
|
)
|
|
|
|
|
|
|
|
(3,229
|
)
|
||||||||||||
Reclassification of unrealized gain on investments to accumulated deficit
|
|
|
|
|
|
|
|
560
|
|
|
(544
|
)
|
|
|
|
|
|
16
|
|
|||||||||||
Ending balance, September 30, 2018
|
|
21,685
|
|
|
$
|
22
|
|
|
$
|
362,651
|
|
|
$
|
(175,436
|
)
|
|
$
|
—
|
|
|
223
|
|
|
$
|
(2,735
|
)
|
|
$
|
184,502
|
|
|
|
Shares of Common Stock Issued
|
|
Common Stock
|
|
Additional Paid-in
Capital
|
|
Accumulated Deficit
|
|
Accumulated Other
Comprehensive Income
|
|
Shares of Treasury Stock
|
|
Treasury Stock, at Cost
|
|
Noncontrolling Interest
|
|
Total
|
||||||||||||||||
Beginning balance, December 31, 2016
|
|
23,125
|
|
|
$
|
23
|
|
|
$
|
495,468
|
|
|
$
|
(173,231
|
)
|
|
$
|
6,661
|
|
|
55
|
|
|
$
|
(927
|
)
|
|
$
|
99,575
|
|
|
$
|
427,569
|
|
Stock-based compensation expense
|
|
|
|
|
|
1,723
|
|
|
|
|
|
|
|
|
|
|
299
|
|
|
2,022
|
|
|||||||||||||
Exercise of restricted stock units
|
|
71
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
||||||||||||||
Withholding taxes paid on vested restricted stock units
|
|
|
|
|
|
(723
|
)
|
|
|
|
|
|
|
|
|
|
(121
|
)
|
|
(844
|
)
|
|||||||||||||
Changes in ownership of noncontrolling interest
|
|
|
|
|
|
(465
|
)
|
|
|
|
|
|
|
|
|
|
465
|
|
|
—
|
|
|||||||||||||
Acquisition of interests held by noncontrolling owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
||||||||||||||
Distribution of treasury stock to deferred compensation plan participants
|
|
|
|
|
|
(106
|
)
|
|
|
|
|
|
(54
|
)
|
|
902
|
|
|
|
|
796
|
|
||||||||||||
Distribution to noncontrolling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(26
|
)
|
|
(26
|
)
|
||||||||||||||
Purchase of treasury stock
|
|
|
|
|
|
|
|
|
|
|
|
47
|
|
|
(690
|
)
|
|
|
|
(690
|
)
|
|||||||||||||
Retirement of treasury stock
|
|
(47
|
)
|
|
|
|
(690
|
)
|
|
|
|
|
|
(47
|
)
|
|
690
|
|
|
|
|
—
|
|
|||||||||||
Deconsolidation of noncontrolling interest in conjunction with sale of consolidated subsidiary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(101,342
|
)
|
|
(101,342
|
)
|
||||||||||||||
Net income (loss)
|
|
|
|
|
|
|
|
1,579
|
|
|
|
|
|
|
|
|
1,150
|
|
|
2,729
|
|
|||||||||||||
Unrealized loss on investments, net of deferred income tax of $3,385 and reclassification adjustments of $9,781
|
|
|
|
|
|
|
|
|
|
(6,286
|
)
|
|
|
|
|
|
|
|
(6,286
|
)
|
||||||||||||||
Foreign currency translation
|
|
|
|
|
|
|
|
|
|
32
|
|
|
|
|
|
|
|
|
32
|
|
||||||||||||||
Ending balance, September 30, 2017
|
|
23,149
|
|
|
$
|
23
|
|
|
$
|
495,207
|
|
|
$
|
(171,652
|
)
|
|
$
|
407
|
|
|
1
|
|
|
$
|
(25
|
)
|
|
$
|
—
|
|
|
$
|
323,960
|
|
PICO Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows - Unaudited
(In thousands)
|
|||||||
|
Nine Months Ended September 30,
|
||||||
|
2018
|
|
2017
|
||||
Operating activities:
|
|
|
|
||||
Cash provided by operating activities - continuing operations
|
$
|
3,805
|
|
|
$
|
1,094
|
|
Cash used in operating activities - discontinued operations
|
(313
|
)
|
|
(9,728
|
)
|
||
Net cash provided by (used in) operating activities
|
3,492
|
|
|
(8,634
|
)
|
||
|
|
|
|
||||
Investing activities:
|
|
|
|
||||
Purchases of investments
|
—
|
|
|
(140,464
|
)
|
||
Proceeds from sale of investments
|
—
|
|
|
8,598
|
|
||
Proceeds from maturity of investments
|
80
|
|
|
69,963
|
|
||
Purchases of property, plant and equipment
|
(18
|
)
|
|
(5
|
)
|
||
Proceeds from sale of property, plant and equipment
|
—
|
|
|
283
|
|
||
Cash provided by investing activities - continuing operations
|
62
|
|
|
(61,625
|
)
|
||
Cash provided by investing activities - discontinued operations
|
—
|
|
|
47,172
|
|
||
Net cash provided by (used in) investing activities
|
62
|
|
|
(14,453
|
)
|
||
|
|
|
|
||||
Financing activities:
|
|
|
|
||||
Payment of withholding taxes on exercise of restricted stock units
|
—
|
|
|
(565
|
)
|
||
Purchases of treasury stock
|
(19,853
|
)
|
|
(690
|
)
|
||
Cash used in financing activities - continuing operations
|
(19,853
|
)
|
|
(1,255
|
)
|
||
Cash used in financing activities - discontinued operations
|
—
|
|
|
(11,638
|
)
|
||
Net cash used in financing activities
|
(19,853
|
)
|
|
(12,893
|
)
|
||
|
|
|
|
||||
Decrease in cash and cash equivalents
|
(16,299
|
)
|
|
(35,980
|
)
|
||
Cash and cash equivalents, beginning of the period
|
37,128
|
|
|
60,980
|
|
||
Cash and cash equivalents, end of the period
|
20,829
|
|
|
25,000
|
|
||
|
|
|
|
||||
Supplemental cash flow information:
|
|
|
|
||||
Payments of federal and state income taxes
|
$
|
73
|
|
|
$
|
968
|
|
Non-cash investing and financing activities:
|
|
|
|
||||
Fair value of common stock of Century received in the sale of UCP, Inc.
|
$
|
—
|
|
|
$
|
60,043
|
|
Non-cash distribution of debt and equity securities to deferred compensation plan participant
|
$
|
1,866
|
|
|
$
|
15,709
|
|
Issuance of common stock for vested restricted stock units
|
$
|
263
|
|
|
$
|
2,571
|
|
|
Page No.
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of September 30, 2018 and December 31, 2017.
|
$
|
9,469
|
|
|
$
|
9,469
|
|
Other real estate inventories
|
5,206
|
|
|
5,551
|
|
||
Tangible water assets
|
29,629
|
|
|
29,655
|
|
||
Total real estate and tangible water assets
|
$
|
44,304
|
|
|
$
|
44,675
|
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
Pipeline rights and water credits at Fish Springs Ranch
|
$
|
83,884
|
|
|
$
|
83,897
|
|
Pipeline rights and water rights at Carson-Lyon
|
21,642
|
|
|
25,569
|
|
||
Other
|
17,272
|
|
|
17,319
|
|
||
Total intangible assets
|
$
|
122,798
|
|
|
$
|
126,785
|
|
|
Quoted Prices In Active
Markets for Identical Assets
(Level 1)
|
|
Significant Other
Observable Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
|
Balance at December 31, 2017
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Available-for-sale equity securities
(1)
|
$
|
975
|
|
|
$
|
244
|
|
|
$
|
—
|
|
|
$
|
1,219
|
|
Available-for-sale debt securities
(1)
|
683
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
683
|
|
||
Total
|
$
|
1,658
|
|
|
$
|
244
|
|
|
$
|
—
|
|
|
$
|
1,902
|
|
|
|
Quoted Prices In Active Markets for Identical Assets (Level 1)
|
|
Significant Other Observable Inputs
(Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
|
Total Loss
|
||||
Investments in unconsolidated affiliates
(1)
|
|
|
|
|
|
$
|
—
|
|
|
$
|
1,312
|
|
|
December 31, 2017
|
||
Net unrealized gain on available-for-sale investments
|
$
|
544
|
|
Foreign currency translation
|
—
|
|
|
Accumulated other comprehensive income
|
$
|
544
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2017
|
|
2018
|
|
2017
|
||||||
Beginning balance
|
$
|
788
|
|
|
$
|
544
|
|
|
$
|
6,661
|
|
Unrealized (gain) or loss reclassified and recognized in net loss, net of tax
(1)
|
(392
|
)
|
|
16
|
|
|
(6,357
|
)
|
|||
Unrealized gain reclassified to accumulated deficit, net of tax
|
—
|
|
|
(560
|
)
|
|
—
|
|
|||
Foreign exchange reclassified and recognized in net loss, net of tax
(1)
|
(1
|
)
|
|
—
|
|
|
1
|
|
|||
Total amount reclassified and recognized in net income or loss, net of tax
|
(393
|
)
|
|
(544
|
)
|
|
(6,356
|
)
|
|||
Unrealized gain on marketable securities, net of tax
|
5
|
|
|
—
|
|
|
72
|
|
|||
Accumulated currency, net of tax
|
7
|
|
|
—
|
|
|
30
|
|
|||
Net change in other comprehensive income, net of tax
|
(381
|
)
|
|
(544
|
)
|
|
(6,254
|
)
|
|||
Accumulated other comprehensive income
|
$
|
407
|
|
|
$
|
—
|
|
|
$
|
407
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2017
|
|
2018
|
|
2017
|
||||||
Revenue and other income from discontinued real estate operations:
|
|
|
|
|
|
||||||
Sales of real estate
|
$
|
39,462
|
|
|
$
|
—
|
|
|
$
|
247,213
|
|
Other
|
20
|
|
|
—
|
|
|
506
|
|
|||
Total revenue and other income
|
39,482
|
|
|
—
|
|
|
247,719
|
|
|||
|
|
|
|
|
|
||||||
Cost of sales and expenses from discontinued real estate operations:
|
|
|
|
|
|
||||||
Cost of real estate sold
|
32,221
|
|
|
—
|
|
|
200,789
|
|
|||
General, administrative, and other
|
11,245
|
|
|
—
|
|
|
29,618
|
|
|||
Sales and marketing
|
2,415
|
|
|
—
|
|
|
13,784
|
|
|||
Impairment loss on long-lived assets
|
—
|
|
|
—
|
|
|
102
|
|
|||
Total cost of sales and expenses
|
45,881
|
|
|
—
|
|
|
244,293
|
|
|||
Income before income taxes
|
(6,399
|
)
|
|
—
|
|
|
3,426
|
|
|||
Provision for federal and state income taxes
|
1,130
|
|
|
—
|
|
|
(360
|
)
|
|||
Net income from discontinued real estate operations
|
(5,269
|
)
|
|
—
|
|
|
3,066
|
|
|||
Net loss from discontinued agribusiness operations, net of tax
|
—
|
|
|
—
|
|
|
(13
|
)
|
|||
Net income from discontinued operations, net of tax
|
(5,269
|
)
|
|
—
|
|
|
3,053
|
|
|||
Income (loss) on sale of discontinued real estate operations, net of tax
|
2,094
|
|
|
43
|
|
|
(9,311
|
)
|
|||
Income on sale of discontinued agribusiness operations, net of tax
|
—
|
|
|
—
|
|
|
2
|
|
|||
Net income (loss) from discontinued operations, net of tax
|
(3,175
|
)
|
|
43
|
|
|
(6,256
|
)
|
|||
Net (income) loss from discontinued operations attributable to noncontrolling interests
|
1,645
|
|
|
—
|
|
|
(1,150
|
)
|
|||
Net income (loss) from discontinued operations attributable to PICO Holdings, Inc.
|
$
|
(1,530
|
)
|
|
$
|
43
|
|
|
$
|
(7,406
|
)
|
|
September 30, 2018
|
|
December 31, 2017
|
|
Change
|
||||||
Shareholders’ equity
|
$
|
184,502
|
|
|
$
|
207,163
|
|
|
$
|
(22,661
|
)
|
Shareholders’ equity per share
|
$
|
8.60
|
|
|
$
|
8.95
|
|
|
$
|
(0.35
|
)
|
|
September 30, 2018
|
|
December 31, 2017
|
|
Change
|
||||||
Total assets
|
$
|
189,112
|
|
|
$
|
214,402
|
|
|
$
|
(25,290
|
)
|
Total liabilities
|
$
|
4,610
|
|
|
$
|
7,239
|
|
|
$
|
(2,629
|
)
|
|
Three Months Ended September 30,
|
|
|
|
Nine Months Ended September 30,
|
|
|
||||||||||||||||
|
2018
|
|
2017
|
|
Change
|
|
2018
|
|
2017
|
|
Change
|
||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Sale of real estate and water assets
|
$
|
230
|
|
|
$
|
136
|
|
|
$
|
94
|
|
|
$
|
10,957
|
|
|
$
|
25,276
|
|
|
$
|
(14,319
|
)
|
Impairment on investments
|
(1,312
|
)
|
|
—
|
|
|
(1,312
|
)
|
|
(1,312
|
)
|
|
—
|
|
|
(1,312
|
)
|
||||||
Other income
|
388
|
|
|
69
|
|
|
319
|
|
|
617
|
|
|
9,756
|
|
|
(9,139
|
)
|
||||||
Total revenue (loss) and other income
|
(694
|
)
|
|
205
|
|
|
(899
|
)
|
|
10,262
|
|
|
35,032
|
|
|
(24,770
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Costs
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of real estate and water assets sold
|
98
|
|
|
55
|
|
|
43
|
|
|
4,458
|
|
|
12,604
|
|
|
(8,146
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Salaries and benefits
(1)
|
1,965
|
|
|
2,782
|
|
|
(817
|
)
|
|
4,489
|
|
|
6,714
|
|
|
(2,225
|
)
|
||||||
Professional service expense
|
285
|
|
|
778
|
|
|
(493
|
)
|
|
1,598
|
|
|
2,540
|
|
|
(942
|
)
|
||||||
Office expense
|
136
|
|
|
127
|
|
|
9
|
|
|
430
|
|
|
480
|
|
|
(50
|
)
|
||||||
Other expense
|
1,473
|
|
|
(744
|
)
|
|
2,217
|
|
|
2,430
|
|
|
132
|
|
|
2,298
|
|
||||||
Depreciation and amortization
|
18
|
|
|
24
|
|
|
(6
|
)
|
|
57
|
|
|
158
|
|
|
(101
|
)
|
||||||
Total expenses
|
3,877
|
|
|
2,967
|
|
|
910
|
|
|
9,004
|
|
|
10,024
|
|
|
(1,020
|
)
|
||||||
Income (loss) before income taxes
|
$
|
(4,669
|
)
|
|
$
|
(2,817
|
)
|
|
$
|
(1,852
|
)
|
|
$
|
(3,200
|
)
|
|
$
|
12,404
|
|
|
$
|
(15,604
|
)
|
•
|
quarterly variations in financial performance and condition of our various businesses;
|
•
|
shortfalls in revenue or earnings from estimates forecast by securities analysts or others;
|
•
|
changes in estimates by such analysts;
|
•
|
the ability to monetize our water assets for an adequate economic return, including the length of time any such monetization may take;
|
•
|
our competitors’ announcements of extraordinary events such as acquisitions;
|
•
|
litigation; and
|
•
|
general economic conditions and other matters described herein.
|
Period
|
|
Total number of shares of common stock repurchased
|
|
Average price paid per share of common stock (including commissions)
|
|
Total number of shares of common stock repurchased as part of publicly announced plans of programs
|
|
Maximum dollar value of shares of common stock that may yet be repurchased under the plans of programs (in thousands)
(1)
|
||||||
July 1 to July 31, 2018
|
|
185,468
|
|
|
$
|
12.42
|
|
|
1,387,706
|
|
|
$
|
34,034
|
|
August 1 to August 31, 2018
|
|
177,190
|
|
|
$
|
12.31
|
|
|
1,564,896
|
|
|
$
|
31,853
|
|
September 1 to September 30, 2018
|
|
198,232
|
|
|
$
|
12.28
|
|
|
1,763,128
|
|
|
$
|
29,419
|
|
Total
|
|
560,890
|
|
|
|
|
|
|
|
Exhibit Number
|
|
Description
|
|
3.1
|
|
|
|
3.2
|
|
|
|
3.3
|
|
|
|
4.1
|
|
|
|
4.2
|
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
10.3
|
|
|
|
10.4
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
101.INS
|
|
|
XBRL Instance Document
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
(1)
|
Incorporated by reference to the Current Report on Form 8-K filed with the SEC on June 1, 2017.
|
(2)
|
Incorporated by reference to the Current Report on Form 8-K filed with the SEC on July 24, 2017.
|
(3)
|
Incorporated by reference to the Quarterly Report on Form 10-Q filed with the SEC on August 9, 2017.
|
(4)
|
Incorporated by reference to the Current Report on Form 8-K filed with the SEC on August 8, 2018.
|
|
|
|
PICO HOLDINGS, INC.
|
||
|
|
|
|
|
|
|
|
|
|
|
|
Date:
|
November 2, 2018
|
By:
/s/ John T. Perri
|
|||
|
|
John T. Perri
|
|||
|
|
Chief Financial Officer
|
|||
|
|
(
Principal Financial Officer and Authorized Signatory)
|
1 Year PICO Chart |
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