Annual report pursuant to Section 13 and 15(d)

Related Party Transactions

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Related Party Transactions
12 Months Ended
Dec. 31, 2017
Certain Relationships And Related Party Transactions [Abstract]  
Related Party Transactions

13.  Related Party Transactions



BBX Capital may be deemed to be controlled by Alan B. Levan, Chairman of BBX Capital, and John E. Abdo, Vice Chairman of BBX Capital. Together, Messrs. Levan and Abdo may be deemed to beneficially own shares of BBX Capital’s Class A Common Stock and Class B Common Stock representing approximately 77% of BBX Capital’s total voting power. Mr. Levan and Mr. Abdo serve as our Chairman and Vice Chairman, respectively.



From 2013 until January 2016, employees as a subsidiary of BBX Capital were provided health insurance under policies maintained by us.  BBX Capital’s subsidiary reimbursed us at cost, which was approximately $0.2 million and $1.3 million during the years ended December 31, 2016 and 2015, respectively.



In April 2015, pursuant to a Loan Agreement and Promissory Note, our wholly owned subsidiary provided an $80.0 million loan to BBX Capital. Amounts outstanding on the loan bore interest at a rate of 10% per annum until July 2017 when the interest rate was reduced to 6% per annum. Payments of interest are required on a quarterly basis, with all outstanding amounts being due and payable at the end of the five-year term. BBX Capital is permitted to prepay the loan in whole or in part at any time, and prepayments will be required, to the extent necessary, in order for us or our subsidiaries to remain in compliance with covenants under outstanding indebtedness. During the years ended December 31, 2017, 2016, and 2015, we recognized $6.4 million, $8.0 million and $5.6 million, respectively, of interest income on the loan to BBX Capital. 



We paid or reimbursed BBX Capital or its affiliated entities $1.5 million,  $1.3 million and $1.4 million during 2017,  2016, and 2015, respectively, for management advisory, risk management, administrative and other services. We accrued $0.1 million, $0.2 million and $0.2 million for the services described above as of December 31, 2017, 2016, and 2015.



We paid dividends of $40.0 million,  $70.0 million, and $54.4 million to BBX Capital, our sole shareholder at the time, during 2017,  2016, and 2015, respectively.  On January 23, 2018, we paid cash dividends on our common stock of $0.15 per share.



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