Quarterly report pursuant to Section 13 or 15(d)

Related Party Transactions

v3.20.1
Related Party Transactions
3 Months Ended
Mar. 31, 2020
Related Party Transactions [Abstract]  
Related Party Transactions 11. Related Party Transactions

BBX Capital may be deemed to be controlled by Alan B. Levan, Chairman and Chief Executive Officer 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 78% of BBX Capital’s total voting power. Mr. Levan serves as our Chairman and Chief Executive Officer and Mr. Abdo serves as our Vice Chairman. Mr. Levan was appointed our President and Chief Executive Officer effective January 1, 2020. During 2019, we accrued $2.0 million of compensation for Mr. Levan for the performance of certain services for us in a non-executive capacity, all of which was paid during March 2020. In addition, Raymond S. Lopez serves as our Chief Financial Officer and Chief Operating Officer and as BBX Capital’s Chief Financial Officer. Mr. Levan and Mr. Lopez receive compensation from us and BBX Capital for their respective services to us and to BBX Capital, 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 bore interest at a rate of 6% per annum until March 2020 when the loan was amended to reduce the interest rate to 4% per annum effective April 2020. Payments of interest are required on a quarterly basis, with all outstanding amounts being due and payable on April 17, 2021, effective with the latest amendment. 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 both of the three months ended March 31, 2020 and 2019, we recognized $1.2 million of interest income on the loan to BBX Capital.

We paid or reimbursed BBX Capital or its affiliated entities $0.4 million during both of the three months ended March 31, 2020 and 2019 for management advisory, risk management, administrative and other services. We had accrued $0.3 million and $0.2 million for the services described above as of March 31, 2020 and December 31, 2019, respectively. BBX Capital or its affiliates paid or reimbursed us $0.1 million during both the three months ended March 31, 2020 and 2019 for other shared services. As of both March 31, 2020 and December 31, 2019, $0.1 million was due to us from BBX Capital for these services.

See also the description of the Agreement to Allocate Consolidated Income Tax Liability and Benefits under Note 10: Income Taxes above.