FRP Holdings Inc.
11/13/2026 | Press release | Distributed by Public on 11/13/2026 07:23
Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis addresses material changes in the financial condition and results of operations of the Company for the periods presented. This discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q ("Form 10-Q"), as well as the audited consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on April 15, 2026 (the "2025 Annual Report"). Unless the context otherwise requires, "the Company," "FRP," "we," "us," "our," and "ours" refer to FRP Holdings, Inc. and its subsidiaries.
Executive Overview - FRP Holdings, Inc. is a real estate development, asset management and operating company business. Our properties are located in the Mid-Atlantic and southeastern United States and consist of:
Residential apartments and retail spaces in Washington, D.C. and Greenville, SC;
Warehouse or office properties in Maryland and Florida either existing or under development;
Mining royalty lands, some of which will have second lives as development properties;
Mixed use properties under development in Washington, D.C., Greenville, SC and Florida; and
Properties held for sale.
We believe our present capital structure, liquidity and land provide us with years of opportunities to increase recurring revenue and long-term value for our shareholders. We intend to focus on our core business activity of real estate development, asset management and operations. We are developing a broad range of asset types that we believe will provide acceptable rates of return, grow recurring revenues and support future business. Capital commitments will be funded with operational cash flow from existing assets, existing cash, owned-land, partner capital and financing arrangements. Timing of projects may be subject to delays caused by factors beyond our control.
Non-GAAP Financial Measures
The following discussion includes non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission to supplement the financial results as reported in accordance with GAAP. The non-GAAP financial measures discussed are operating profit before G&A and pro rata net operating income (NOI). The Company uses these metrics to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. These measures are not, and should not be viewed as, a substitute for GAAP financial measures. Refer to "Non-GAAP Financial Measures" below in this quarterly report for a more detailed discussion, including reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measure.
Reportable Segments
We conduct primarily all of our business in the following four reportable segments: (1) multifamily (2) industrial and commercial (3) mining royalty lands and (4) development.
Multifamily Segment.
As of September 30, 2026, the Multifamily segment included six stabilized joint ventures which own and manage apartment buildings and any associated retail. These assets create revenue and cash flows through tenant rental payments and reimbursements for building operating costs. The Company's residential units typically lease for 12 - 15-month lease terms. If no notice to move out or renew is made, then the leases go
month-to-month until notification of termination or renewal is received. Renewal terms are typically 9 - 12 months. The Company also leases retail spaces at apartment/mixed-use properties. The retail leases are typically 10 - 15-year leases with options to renew for another five years. Retail leases at these properties also include percentage rents which collect on average 3-6% of annual sales when a tenant exceeds a breakpoint stipulated by each individual lease. All base rent revenue is recognized on a straight-line basis. The major cash outlays incurred in this segment are for property taxes, full service maintenance, property management, utilities and marketing. The six multifamily properties are as follows:
| Property and Occupancy | JV Partners | Method of Accounting | % Ownership | ||||||||
| Dock 79, Washington, D.C., 305 apartment units and 14,430 square feet of retail | MRP Realty & Steuart Investment Company | Consolidated | 52.8% | ||||||||
| The Maren, Washington, D.C., 264 residential units and 6,811 square feet of retail | MRP Realty & Steuart Investment Company | Consolidated | 56.33% | ||||||||
| The Verge, Washington, D.C., 344 apartments and 8,536 square feet of retail. | MRP Realty | Equity Method | 61.37% | ||||||||
| Riverside, Greenville, SC, 200 apartment units | Woodfield Development | Equity Method | 40% | ||||||||
| Bryant Street, Washington D.C., 487 apartments, 91,520 square feet of retail | MRP Realty | Equity Method | 72.12% | ||||||||
| .408 Jackson, Greenville, SC, 227 apartments, 4,539 square feet of retail. | Woodfield Development | Equity Method | 40% | ||||||||
Industrial and Commercial Segment.
The Industrial and Commercial segment owns, leases and manages commercial properties. These assets create revenue and cash flows through tenant rental payments, lease management fees and reimbursements for building operating costs. The Company's industrial warehouses typically lease for terms ranging from 3 - 10 years often with one or two renewal options. All base rent revenue is recognized on a straight-lined basis. All of the commercial warehouse leases are triple net and common area maintenance costs (CAM Revenue) are billed monthly, and insurance and real estate taxes are billed annually. Office leases are also recognized on a straight-lined basis. The major cash outlays incurred in this segment are for operating expenses, real estate taxes, building repairs, lease commissions and other lease closing costs, construction of tenant improvements, capital to acquire existing operating buildings and closing costs related thereto and personnel costs of our property management team.
As of September 30, 2026, the Industrial and Commercial Segment includes five commercial properties owned by the Company in fee simple as follows:
1)34 Loveton Circle in suburban Baltimore County, MD consists of one office building totaling 33,708 square feet which is 59.3% occupied (25% of the space is occupied by the Company for use as our Baltimore headquarters). The property is subject to commercial leases with various tenants.
2)155 E. 21st Street in Duval County, FL was formerly a building property (now a vacant parcel) that remained under lease through March 31, 2026. The lease expired April 1, 2026 and this parcel has minimal value.
3)Cranberry Run Business Park in Harford County, MD consists of five industrial buildings totaling 267,737 square feet which are 52.4% leased and occupied. The property is subject to commercial leases with various tenants.
4)Hollander 95 Business Park in Baltimore City, MD consists of three industrial buildings totaling 247,340 square feet and two ground leases that are 100.0% leased and occupied.
5)755 Chelsea Road in Harford County, MD is a 258,279 square foot speculative industrial building. Our Development segment completed construction and it moved to this segment as of April 1, 2025.
Management focuses on several factors to measure our success on a comparative basis in this segment. The major factors we focus on are (1) net operating income growth, (2) growth in occupancy, (3) average annual occupancy rate (defined as the occupied square feet at the end of each month during a fiscal year divided by the number of months to date in that fiscal year as a percentage of the average number of square feet in the portfolio over that same time period), (4) tenant retention success rate (as a percentage of total square feet to be renewed), (5) building and refurbishing assets to meet Class A and Class B institutional grade classifications, and (6) reducing complexities and deferred capital expenditures to maximize sale price.
Mining Royalty Lands Segment.
Our Mining Royalty Lands segment owns several properties comprising approximately 16,657 acres currently under lease for mining rents or royalties (excluding the 4,280 acres owned by our Brooksville joint venture with Vulcan Materials). Other than one location in Virginia, all of these properties are located in Florida and Georgia. The Company leases land under long-term leases that grant the lessee the right to mine and sell sand and stone deposits from our property in exchange for royalty payments. A typical lease has an option to extend the lease for additional terms. The typical lease in this segment requires the tenant to pay us a royalty based on the number of tons of mined materials sold from our property during a given fiscal year multiplied by a percentage of the average annual sales price per ton sold. As a result of this royalty payment structure, we do not bear the cost risks associated with the mining operations, however, we are subject to the cyclical nature of the construction markets in these states as both volumes and prices tend to fluctuate through those cycles. In certain locations, typically where the sand and stone deposits on our property have been depleted but the tenant still has a need for the leased land, we collect a minimum annual rental amount. In the year ended December 31, 2025 and nine months ending September 30, 2026, royalty tons sold were 9.04 million and 7.6 million, respectively.
The major expenses in this segment are comprised of collection and accounting for royalties, management's oversight of the mining leases, land entitlement for post-mining uses and property taxes at our non-leased locations and at our Grandin location which, unlike our other leased mining locations, are not entirely paid by the tenant. As such, our costs in this business are very low as a percentage of revenue, are relatively stable and are not affected by increases in production at our locations. Our current mining tenants are Vulcan Materials, Martin Marietta, Cemex, Quikrete and The Concrete Company.
Additionally, these locations provide us with opportunities for valuable "second lives" for these assets through proper land planning and entitlement.
Significant "Second life" Mining Lands:
| Location | Acreage | Status | ||||||
| Brooksville, FL | 4,280 +/- | Development of Regional Impact and County Land Use and Master Zoning in place for 5,800 residential unit, mixed-use development | ||||||
| Ft. Myers, FL | 1,901 +/- | Seeking to rezone and obtain entitlements to allow residential development of 497 units following mining operations and the extension of Alico Road | ||||||
| Total | 6,181 +/- | |||||||
Development Segment.
Through our Development segment, we own and are continuously monitoring for their "highest and best use" several parcels of land that are in various stages of development. Our overall strategy in this segment is to convert all our non-income producing lands into income production through (i) an orderly process of constructing new commercial and residential buildings for us to own and operate or (ii) a sale to, or joint venture with, third parties. Additionally, our Development segment will purchase land or form joint ventures on new developments of land not previously owned by the Company.
Revenues in this segment are generated predominately from land sales and interim property rents. The significant cash outlays incurred in this segment are for land acquisition costs, entitlement costs, property taxes, design and permitting, the personnel costs of our in-house management team and horizontal and vertical construction costs.
Development Segment - Industrial and Commercial Projects under Development.
At September 30, 2026, this segment owned the following future development parcels:
1)54 acres of land that will be capable of supporting up to 635,000 square feet of industrial product located at 1001 Old Philadelphia Road in Aberdeen, MD (Crouse land adjacent to Cranberry Business Park).
2)170 acres of land located at 765 Mechanics Valley Road in Cecil County, MD that can accommodate 900,000 square feet of industrial development.
Development Segment - Land Held for Development or Sale.
At September 30, 2026, this segment was invested in the following development parcels:
1)Riverfront on the Anacostia: The Riverfront on the Anacostia property is a 5.8-acre parcel of real estate in Washington, D.C. that fronts the Anacostia River and is adjacent to the Washington Nationals Baseball Park. A revised Planned Unit Development (PUD) plan was approved in 2012 and permitted the Company to develop, in four phases, a four-building, mixed-use project, containing approximately 1,161,050 square feet. The approved development includes numerous publicly accessible open spaces and a waterfront esplanade along the Anacostia River. Phase I and II (Dock 79 & The Maren) are in the multifamily segment. The final two phases, Phase III and Phase IV obtained second-stage PUD approval on October 10, 2025, permitting approximately 602,553 square feet of apartments (~590 units) with first floor retail. The PUD requires Phase IV construction to commence within 3 years and commencing Phase III construction within 3 years after obtaining the Phase IV certificate of occupancy. Phase IV under entitlement consisting of 292 units and 3,500 sq ft of ground-floor retail. The net book value of this property is $10.8 million.
2)Square 664E: The Company's Square 664E property is approximately two acres situated on the Anacostia River at the base of South Capitol Street less than half a mile down river from our Riverfront on the Anacostia property. This property is currently under lease to Vulcan Materials for use as a concrete batch plant through 2026. In March 2017, reconstruction of the bulkhead was completed at a cost of $4.2 million in anticipation of future high-rise development. The net book value of this property is $6.9 million.
3)Hampstead Residential: The Hampstead Residential property in Carroll County, MD is a 118-acre parcel located adjacent to the State Route 30 bypass. The parcel was previously zoned for industrial use, but our request for rezoning for residential use was approved in December 2018. Management believes
this to be a higher and better use of the property. We are fully engaged in the formal process of seeking PUD entitlements for this tract, which is now known as "Hampstead Overlook". This property is classified as Real estate held for investment, at cost on the balance sheet.
4)Windlass Run: In March 2016, the Company entered into an agreement with St. Johns Properties Inc., a Baltimore development company, to jointly develop the remaining lands of our Windlass Run Business Park, located in Middle River, MD, into a multi-building business park consisting of approximately 329,000 square feet of single-story office and retail space. The project will take place in several phases. Construction of the first phase, which includes two office buildings and two retail buildings totaling 100,030-square-feet (inclusive of 27,950 retail), commenced in the fourth quarter of 2017 and was completed in January 2019. At September 30, 2026 Phase I was 87.2% leased and occupied. In 2024, the partnership agreed to spend up to $1.0 million dollars to amend and modify 218,620 square feet of office and retail development for 153 for rent residential units, up to four (4) one-acre retail lots for ground lease opportunities, and maintain the flexibility to construct a single-story office building totaling 21,760 square feet.
5)Aberdeen Overlook: In October 2021, the Company entered into a loan agreement with CBR Aberdeen, LLC for $31.1 million in exchange for an interest rate of 10% and a 20% preferred return after which the Company is also entitled to a portion of proceeds from sales from a residential land development in Harford County, MD.
6)Estero: In August 2022, the Company invested $3.6 million for a 16% interest in a joint venture with Woodfield Development to purchase and develop 46 acres in Estero, FL into a mixed-use project with 596 multifamily units, 60,000 square feet of commercial space, 20,000 square feet of office space and a boutique 190-key hotel. While the joint venture rezoned the property, the Company received a preferred return of 8% with an option to roll its investment into equity in the vertical development or exit at that point. On September 12, 2025, we secured construction financing for the first phase (296 multifamily units and 28,745 square feet of retail) and agreed to invest $7.7 million to maintain our 16% interest.
7)Buzzard Point: In November 2022, the Company entered into a contribution agreement with MRP and Steuart Investment Company (SIC) regarding potential development of an estimated 1,200 multifamily units in four phases on land owned by SIC. The Company entered into a separate agreement with MRP to perform pre-development obligations for the contribution agreement. The Company owns 50% of the partnership with MRP.
8)Woven: In August 2023, the Company entered into an agreement with Woodfield Development for the acquisition and development our third multifamily project in Greenville, SC. On May 30, 2025, we secured construction financing for the $86.8M project with 214 units and 13,500 square feet of ground floor retail that is eligible to receive South Carolina Textile Rehabilitation Credits upon substantial completion and received Special Source Credits equal to 50% of the real estate taxes for a period of 20 years. The project broke ground during the 3rd quarter of 2025 and substantial completion of the project is expected in late 2027.
9)We entered into two new joint venture agreements in early 2024 with Altman Logistics. The first joint venture is a 201,420 square-foot warehouse development project in Lakeland, FL, and the second joint venture is a two building 183,668 square-foot warehouse redevelopment project in Broward County, FL. We closed on both construction loans in March, 2025 and construction commenced in the second quarter of 2025. Substantial completion of both projects is expected in the fourth quarter of 2026. On October 21, 2025 we purchased the interests of Altman Logistics in these two joint ventures and now own 100% of both of these projects.
10)Camp Lake: On July 23, 2025, we entered into a joint venture agreement with Strategic Real Estate Partners ("SREP"), a private real estate development firm which specializes in industrial real estate development, to develop 379,315 square feet in two warehouses in Lake County, Florida near Orlando,
with options for investment in additional industrial warehouses on adjacent properties in the future. Substantial completion of both warehouses is expected in the first quarter of 2027.
11)Altman Logistics business acquisition: On October 21, 2025, the Company completed the closing on its Purchase and Sales Agreement to acquire the business operations and development pipeline of Altman Logistics Properties, LLC, an operating platform of BBX Capital. The following table details the projects purchased and the square feet (SF) of the warehouses:
| City | Street Address | 36' Clear Height SF | Ownership Acquired | Status | ||||||||||
| Delray Beach, FL | 14130 S State Rd. 7 | 199,476 | 10%(1) | Completed Q1 2026 | ||||||||||
| Delray Beach, FL | 14130 S State Rd. 7 | 392,976 | 10% (1) | Land for 2 warehouses | ||||||||||
| Hamilton, NJ | 600 Horizon Dr. | 170,800 | 8.5% (1) | Completed Q2 2026 | ||||||||||
| Parsippany, NJ | 8 Lanidex Plaza W. | 140,031 | 10% (1) | Completed Q3 2026 | ||||||||||
| Southwest Ranches, FL |
SW 202nd Ave. & Sheridan St.
|
335,617 | 100% | Land acquired July 2026 | ||||||||||
(1) General Partner investment, distributions will be based upon waterfall model.
Equity Method Investments.
Joint ventures where FRP is not the primary beneficiary (including those in the Multifamily Segment) are not consolidated and are reflected in the line "Investment in joint ventures" on the balance sheet and "Equity in loss of joint ventures" on the statement of income (loss). The following table summarizes the Company's investments in unconsolidated joint ventures (dollars in thousands):
|
FRP Ownership |
The Company's Total Investment in Partnership |
The Company's Share of Assets of the Partnership |
The Company's Share of Debt of the Partnership |
The Company's Share of Profit (Loss) of the Partnership |
|||||||||||||||||||||||||
| As of September 30, 2026 | |||||||||||||||||||||||||||||
| Brooksville Quarry, LLC | 50.00 | % | $ | 7,489 | 7,196 | - | (37) | ||||||||||||||||||||||
| BC FRP Realty, LLC | 50.00 | % | 5,352 | 11,921 | 6,636 | 301 | |||||||||||||||||||||||
| Buzzard Point Sponsor, LLC | 50.00 | % | 2,868 | 2,868 | - | - | |||||||||||||||||||||||
| Bryant Street Partnerships | 72.12 | % | 55,129 | 129,784 | 78,115 | (4,534) | |||||||||||||||||||||||
| Lending ventures | - | % | 19,256 | 16,104 | - | - | |||||||||||||||||||||||
| Industrial partnerships | 9.63 | % | 8,231 | 12,262 | 5,922 | (341) | |||||||||||||||||||||||
| Greenville Woven | 64.85 | % | 22,457 | 29,335 | 7,796 | - | |||||||||||||||||||||||
| Estero Partnership | 16.00 | % | 11,648 | 15,875 | 2,549 | - | |||||||||||||||||||||||
| The Verge Partnership | 61.37 | % | 32,089 | 72,834 | 42,155 | (2,137) | |||||||||||||||||||||||
| Greenville Partnerships | 40.00 | % | (171) | 34,759 | 32,124 | (778) | |||||||||||||||||||||||
| Total | $ | 164,348 | 332,938 | 175,297 | (7,526) | ||||||||||||||||||||||||
The major classes of assets, liabilities and equity of the Company's unconsolidated joint ventures as of September 30, 2026 are summarized in the following two tables (in thousands):
| As of September 30, 2026 | ||||||||||||||||||||||||||||||||||||||
|
Buzzard Point Sponsor, LLC |
Bryant Street Partnerships |
Estero Partnership |
Verge Partnership |
Greenville Partnerships |
Total Multifamily JV's |
|||||||||||||||||||||||||||||||||
| Investments in real estate, net | $ | 0 | 169,616 | 98,778 | 116,867 | 128,732 | $ | 513,993 | ||||||||||||||||||||||||||||||
| Cash and restricted cash | 0 | 950 | 203 | 1,200 | 3,213 | 5,566 | ||||||||||||||||||||||||||||||||
| Unrealized rents & receivables | 0 | 6,895 | 235 | 448 | 71 | 7,649 | ||||||||||||||||||||||||||||||||
| Deferred costs | 5,736 | 2,495 | 0 | 165 | 114 | 8,510 | ||||||||||||||||||||||||||||||||
| Total Assets | $ | 5,736 | 179,956 | 99,216 | 118,680 | 132,130 | $ | 535,718 | ||||||||||||||||||||||||||||||
| Secured notes payable | $ | 0 | 108,312 | 15,929 | 68,690 | 92,330 | $ | 285,261 | ||||||||||||||||||||||||||||||
| Other liabilities | 0 | 1,939 | 8,418 | 1,285 | 7,326 | 18,968 | ||||||||||||||||||||||||||||||||
| Capital - FRP | 2,868 | 52,530 | 11,665 | 29,815 | 21,494 | 118,372 | ||||||||||||||||||||||||||||||||
| Capital - Third Parties | 2,868 | 17,175 | 63,204 | 18,890 | 10,980 | 113,117 | ||||||||||||||||||||||||||||||||
| Total Liabilities and Capital | $ | 5,736 | 179,956 | 99,216 | 118,680 | 132,130 | $ | 535,718 | ||||||||||||||||||||||||||||||
| Industrial Partnerships |
Brooksville Quarry, LLC |
BC FRP Realty, LLC |
Lending Ventures |
Multifamily JV's |
Grand Total |
||||||||||||||||||||||||||||||||||||
| Investments in real estate, net | $ | 126,494 | 14,346 | 21,812 | 16,104 | 513,993 | $ | 692,749 | |||||||||||||||||||||||||||||||||
| Cash and restricted cash | 774 | 43 | 1,132 | 0 | 5,566 | 7,515 | |||||||||||||||||||||||||||||||||||
| Unrealized rents & receivables | 24 | 0 | 569 | 0 | 7,649 | 8,242 | |||||||||||||||||||||||||||||||||||
| Deferred costs | 60 | 2 | 328 | 0 | 8,510 | 8,900 | |||||||||||||||||||||||||||||||||||
| Total Assets | $ | 127,352 | 14,391 | 23,841 | 16,104 | 535,718 | $ | 717,406 | |||||||||||||||||||||||||||||||||
| Secured notes payable | $ | 61,504 | 0 | 13,271 | (3,151) | 285,261 | $ | 356,885 | |||||||||||||||||||||||||||||||||
| Other liabilities | 2,297 | 65 | 228 | 0 | 18,968 | 21,558 | |||||||||||||||||||||||||||||||||||
| Capital - FRP | 6,992 | 7,489 | 5,171 | 19,255 | 118,372 | 157,279 | |||||||||||||||||||||||||||||||||||
| Capital - Third Parties | 56,559 | 6,837 | 5,171 | 0 | 113,117 | 181,684 | |||||||||||||||||||||||||||||||||||
| Total Liabilities and Capital | $ | 127,352 | 14,391 | 23,841 | 16,104 | 535,718 | $ | 717,406 | |||||||||||||||||||||||||||||||||
The following table presents the calculation of the Company's pro rata share of certain balance sheet items by segment as of September 30, 2026:
| Pro rata balance sheet (in thousands) | Multifamily | Industrial and Commercial | Mining Royalty Lands | Development | Corporate | Total | |||||||||||||||||||||||||||||
| Consolidated assets | $ | 317,508 | 61,740 | 47,479 | 273,992 | 76,490 | $ | 777,209 | |||||||||||||||||||||||||||
| Investments in unconsolidated joint ventures | (87,047) | - | (7,489) | (69,812) | - | (164,348) | |||||||||||||||||||||||||||||
| Company's share of assets in unconsolidated joint ventures | 237,377 | - | 7,196 | 88,365 | - | 332,938 | |||||||||||||||||||||||||||||
| Noncontrolling interest in consolidated assets | (103,921) | - | - | (2,161) | (1,556) | (107,638) | |||||||||||||||||||||||||||||
| Pro rata assets | $ | 363,917 | 61,740 | 47,186 | 290,384 | 74,934 | $ | 838,161 | |||||||||||||||||||||||||||
| Consolidated secured notes payable | 179,112 | - | - | 40,554 | 12,000 | 231,666 | |||||||||||||||||||||||||||||
| Company's share of debt in unconsolidated joint ventures | 152,394 | - | - | 22,903 | - | 175,297 | |||||||||||||||||||||||||||||
| Noncontrolling interest in consolidated debt | (81,457) | - | - | (571) | - | (82,028) | |||||||||||||||||||||||||||||
| Pro rata debt | $ | 250,049 | - | - | 62,886 | 12,000 | $ | 324,935 | |||||||||||||||||||||||||||
| Pro rata assets less debt | $ | 113,868 | 61,740 | 47,186 | 227,498 | 62,934 | $ | 513,226 | |||||||||||||||||||||||||||
| Deferred income taxes | (66,900) | ||||||||||||||||||||||||||||||||||
| Other liabilities and noncontrolling interest adjustment | (17,156) | ||||||||||||||||||||||||||||||||||
| Consolidated shareholder's equity | $ | 429,170 | |||||||||||||||||||||||||||||||||
Third Quarter Financial Highlights
•Net loss attributable to the Company of ($0.2) million vs $0.7 million net income primarily due to $1.0 million increase in G&A, $1.0 million lower interest income, and lower occupancy in our Multifamily and Industrial segments partially offset by the prior year operating expense including $1.3 million of Altman acquisition expenses along with increased mining royalties.
•5% decrease in pro rata NOI ($9.0 million vs $9.5 million) driven by lower Multifamily, Industrial and Commercial, and Development NOI, partially offset by higher Mining Royalty NOI.
•12% decrease in the Multifamily segment's pro rata NOI primarily due to lower occupancy, higher rent concessions, bad debts, and operating expenses all at our DC assets.
•28% decrease in Industrial and Commercial segment NOI primarily due to the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street along with cost increases.
•10% increase in Mining Royalty Lands segment NOI driven by a 6.9% rise in royalty tons and a 3.0% increase in royalty revenue per ton (both excluding Lake Louisa that started production in 2026).
Executive Summary and Analysis
Third quarter results reflect continued leasing challenges in our Washington, DC multifamily assets and Maryland industrial portfolio, higher G&A following the Altman acquisition, and lower interest income as we deploy cash into development and balances in our lending ventures decline. Mining remained a strong contributor, with royalty revenue increasing approximately 10% year-over-year. Our priority is building industrial scale and converting our investments into recurring NOI, supported by the contribution of our multifamily and mining businesses. We executed approximately 127,000 square feet of industrial leasing activity this quarter, our most active quarter since Q2 2021. Our immediate focus is carrying that activity forward and improving performance across our operating portfolio.
Chelsea, Lakeland, Davie, and Camp Lake together represent approximately 1.0 million square-feet of industrial space. We expect Lakeland and Davie to be substantially complete in the fourth quarter of 2026, followed by Camp Lake in the first quarter of 2027. As these properties move through shell completion and lease-up, interest expense and property operating costs previously capitalized during construction, along with depreciation will weigh on reported earnings until rental income increases. At stabilization, we estimate these four assets will generate approximately $12 million in annual recurring pro rata NOI. These estimates represent annual contributions at stabilization, and their timing will depend on leasing and ultimately rent commencement. We are also focused on leasing vacancies at Cranberry Business Park, which we estimate could contribute approximately $1 million in additional annual recurring NOI at full occupancy. Our three merchant build projects located in Delray, Florida and Hamilton and Parsippany, New Jersey, totaling 510,387 square feet where FRP owns a minority interest, are in the early stages of lease-up. We intend to monetize these investments following stabilization and recycle the proceeds into future industrial opportunities.
Comparative Results of Operations for the three months ended September 30, 2026 and 2025
Consolidated Results
|
(dollars in thousands)
|
Three Months Ended September 30,
|
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| 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 6,873 | 7,086 | (213) | -3.0 | % | |||||||||||||||||||||||||||||
| Mining royalty and rents | 4,040 | 3,689 | 351 | 9.5 | % | ||||||||||||||||||||||||||||||
| Joint venture management fee revenue | 49 | - | 49 | ||||||||||||||||||||||||||||||||
| Total revenues | 10,962 | 10,775 | 187 | 1.7 | % | ||||||||||||||||||||||||||||||
| Cost of operations: | |||||||||||||||||||||||||||||||||||
| Depreciation, depletion and amortization | 2,861 | 2,825 | 36 | 1.3 | % | ||||||||||||||||||||||||||||||
| Operating expenses | 2,340 | 3,304 | (964) | -29.2 | % | ||||||||||||||||||||||||||||||
| Property taxes | 1,043 | 955 | 88 | 9.2 | % | ||||||||||||||||||||||||||||||
| General and administrative | 3,335 | 2,328 | 1,007 | 43.3 | % | ||||||||||||||||||||||||||||||
| Total cost of operations | 9,579 | 9,412 | 167 | 1.8 | % | ||||||||||||||||||||||||||||||
| Total operating profit | 1,383 | 1,363 | 20 | 1.5 | % | ||||||||||||||||||||||||||||||
| Investment income | 1,351 | 2,369 | (1,018) | -43.0 | % | ||||||||||||||||||||||||||||||
| Interest expense | (700) | (739) | 39 | -5.3 | % | ||||||||||||||||||||||||||||||
| Equity in loss of joint ventures | (2,492) | (2,225) | (267) | 12.0 | % | ||||||||||||||||||||||||||||||
| Gain on sale of real estate | 27 | - | 27 | ||||||||||||||||||||||||||||||||
| Income before income taxes | (431) | 768 | (1,199) | -156.1 | % | ||||||||||||||||||||||||||||||
| Provision for income taxes | (50) | 203 | (253) | -124.6 | % | ||||||||||||||||||||||||||||||
| Net income (loss) | (381) | 565 | (946) | -167.4 | % | ||||||||||||||||||||||||||||||
| Income (loss) attributable to noncontrolling interest | (216) | (97) | (119) | 122.7 | % | ||||||||||||||||||||||||||||||
| Net income (loss) attributable to the Company | $ | (165) | 662 | (827) | -124.9 | % | |||||||||||||||||||||||||||||
Net loss attributable to the Company for the third quarter of 2026 was $(165,000) or $(.01) per share versus income of $662,000 or $.03 per share in the same period last year. Pro rata NOI for the third quarter of 2026 was $9,034,000 versus $9,523,000 in the same period last year. The third quarter of 2026 was impacted by the following items:
•Operating profit increased $20,000 or 1.5%. The consolidated portion of the Multifamily segment (Dock/Maren) decreased $264,000 due to lower occupancy, rent concessions, and higher operating costs. The Industrial and Commercial segment operating profit declined $273,000 primarily due to the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street ($183,000) along with cost increases. Mining Royalty Lands segment operating profit increased $315,000 due to higher royalty tons and revenues less related depletion. Development segment operating profit increased $1,249,000 due to joint venture management fee revenues ($49,000), and the prior year including Altman acquisition expenses ($1,281,000), partially offset by less capitalized real estate taxes ($65,000). General & administrative
costs increased $1,007,000 due to higher personnel costs ($1,212,000, primarily Altman acquisition related), increased marketing, legal, professional and audit fees ($177,000), partially offset by increased labor capitalization ($365,000).
•Investment income decreased $1,018,000 reflecting ($761,000) less interest on cash equivalents due to lower average balances and interest rates, and ($257,000) less lending venture income as outstanding loans declined.
•Interest expense decreased $39,000 compared to the same period last year as we capitalized $212,000 more interest partially offset by the interest expense on our Wells Fargo Credit Agreement. More interest was capitalized due to increased in-house and joint venture projects under development this quarter compared to last year.
•Equity in loss of joint ventures was an unfavorable $267,000 primarily due to losses at recently completed industrial properties ($182,000). On September 14, 2026, the Bryant Street joint venture refinanced its $110 million loan, which was accounted for as a debt modification. The Company recognized a $1,370,000 gain on the release of its guaranty of the prior loan's interest carry, partially offset by its $1,098,000 share of third-party refinancing costs, which were expensed resulting in a $272,000 favorable impact to equity in loss of joint ventures offsetting most of the Bryant Street loss for the quarter.
•Pro rata NOI decreased $489,000 driven by declines in the Multifamily segment ($542,000), Industrial segment ($253,000), and Development segment ($53,000) partially offset by an increase in Mining Royalty segment ($359,000).
Multifamily Segment (Pro rata consolidated and pro rata unconsolidated)
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 8,228 | 100.0 | % | 8,466 | 100.0 | % | (238) | -2.8 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 3,511 | 42.7 | % | 3,347 | 39.5 | % | 164 | 4.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 3,075 | 37.4 | % | 2,842 | 33.6 | % | 233 | 8.2 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 995 | 12.1 | % | 1,021 | 12.1 | % | (26) | -2.5 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 7,581 | 92.1 | % | 7,210 | 85.2 | % | 371 | 5.1 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 647 | 7.9 | % | 1,256 | 14.8 | % | (609) | -48.5 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 3,511 | 3,347 | 164 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized rents & other | (130) | (33) | (97) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 4,028 | 49.0 | % | 4,570 | 54.0 | % | (542) | -11.9 | % | |||||||||||||||||||||||||||||||||||||||||||
The combined consolidated and unconsolidated pro rata net operating income this quarter for this segment was $4,028,000, down $542,000 or 12% compared to $4,570,000 in the same quarter last year. Most of this decrease was due to lower occupancy, higher rent concessions, bad debts, and operating expenses at our DC assets.
| Apartment Building | Units |
Pro rata NOI
Q3 2026
|
Pro rata NOI
Q3 2025
|
Avg. Occupancy Q3 2026
|
Avg. Occupancy Q3 2025
|
Renewal Success Rate Q3 2026
|
Renewal % increase Q3 2026
|
||||||||||||||||
| Dock 79 Anacostia DC | 305 | $817,000 | $938,000 | 95.0 | % | 93.8 | % | 59.2 | % | 5.6 | % | ||||||||||||
| Maren Anacostia DC | 264 | $725,000 | $796,000 | 93.6 | % | 94.1 | % | 55.2 | % | 2.7 | % | ||||||||||||
| Riverside Greenville | 200 | $208,000 | $213,000 | 95.8 | % | 92.0 | % | 82.7 | % | 1.8 | % | ||||||||||||
| Bryant Street DC | 487 | $1,376,000 | $1,649,000 | 91.0 | % | 93.4 | % | 65.4 | % | 2.0 | % | ||||||||||||
| .408 Jackson Greenville | 227 | $335,000 | $358,000 | 94.7 | % | 92.5 | % | 65.0 | % | 6.8 | % | ||||||||||||
| Verge Anacostia DC | 344 | $567,000 | $616,000 | 90.9 | % | 92.0 | % | 64.2 | % | 0.5 | % | ||||||||||||
| Multifamily Segment | 1,827 | $4,028,000 | $4,570,000 | 93.0 | % | 93.0 | % | ||||||||||||||||
Multifamily Segment (Consolidated - Dock 79 & The Maren)
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 5,430 | 100.0 | % | 5,556 | 100.0 | % | (126) | -2.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 2,011 | 37.0 | % | 2,002 | 36.1 | % | 9 | .4 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 1,910 | 35.2 | % | 1,763 | 31.7 | % | 147 | 8.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 618 | 11.4 | % | 636 | 11.4 | % | (18) | -2.8 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 4,539 | 83.6 | % | 4,401 | 79.2 | % | 138 | 3.1 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 891 | 16.4 | % | 1,155 | 20.8 | % | (264) | -22.9 | % | |||||||||||||||||||||||||||||||||||||||||||
Total revenues for our two consolidated joint ventures (Dock 79/Maren) were $5,430,000, a decrease of $126,000 versus $5,556,000 in the same period last year primarily due to higher rent concessions and increased operating expenses. Total operating profit before G&A for the consolidated joint ventures was $891,000, a decrease of $264,000, or 23% versus $1,155,000 in the same period last year primarily due to lower revenues along with higher operating costs.
Multifamily Segment (Pro rata unconsolidated)
Our Multifamily Segment has four unconsolidated joint ventures (Bryant Street, The Verge, Riverside, and .408 Jackson). Riverside was moved from the Development segment to the Multifamily segment in 2022, Bryant Street and .408 Jackson moved as of the beginning of 2024 and The Verge moved effective July 1, 2024, each upon reaching lease up stabilization.
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 5,272 | 100.0 | % | 5,440 | 100.0 | % | (168) | -3.1 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 2,410 | 45.7 | % | 2,250 | 41.4 | % | 160 | 7.1 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 2,051 | 38.9 | % | 1,894 | 34.8 | % | 157 | 8.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 659 | 12.5 | % | 675 | 12.4 | % | (16) | -2.4 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 5,120 | 97.1 | % | 4,819 | 88.6 | % | 301 | 6.2 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 152 | 2.9 | % | 621 | 11.4 | % | (469) | -75.5 | % | |||||||||||||||||||||||||||||||||||||||||||
For our four unconsolidated joint ventures, pro rata revenues were $5,272,000, a decrease of $168,000 or 3% compared to $5,440,000 in the same period last year. Pro rata operating profit before G&A was $152,000, a decrease of $469,000 or 76% versus $621,000 in the same period last year. The decrease was primarily due to lower occupancy, higher bad debts, and increased costs at Bryant Street and The Verge.
Industrial and Commercial Segment
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 1,037 | 100.0 | % | 1,229 | 100.0 | % | (192) | (15.6 | %) | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 577 | 55.6 | % | 567 | 46.2 | % | 10 | 1.8 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 255 | 24.6 | % | 224 | 18.2 | % | 31 | 13.8 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 137 | 13.2 | % | 97 | 7.9 | % | 40 | 41.2 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 969 | 93.4 | % | 888 | 72.3 | % | 81 | 9.1 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 68 | 6.6 | % | 341 | 27.7 | % | (273) | (80.1 | %) | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 577 | 567 | 10 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized revenues | 6 | (4) | 10 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 651 | 62.8 | % | $ | 904 | 73.6 | % | $ | (253) | (28.0 | %) | |||||||||||||||||||||||||||||||||||||||||
We have ten buildings in service at four different locations totaling 773,356 square feet of industrial (includes 258,279 square foot Chelsea building completed April 1, 2025) and 33,708 square feet of office of which 50.5% was leased and 50.5% was occupied at September 30, 2026. Excluding Chelsea (100% vacant), these assets were 71.4% leased and occupied during the quarter compared to 72.4% leased and occupied during the same quarter last year primarily due to lease expirations. Total revenues in this segment were $1,037,000, down $192,000 or 16%, from the same period last year primarily due to the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street ($183,000). Operating profit before G&A was $68,000, down $273,000 or 80% from the profit in the same quarter last year due to the lower revenues along with higher operating costs and property taxes. Net operating income in this segment was $651,000, down $253,000 or 28% compared to the same quarter last year.
Mining Royalty Lands Segment Results
| Three months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Mining royalty and rent revenue | $ | 4,040 | 100.0 | % | 3,689 | 100.0 | % | 351 | 9.5 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion and amortization | 230 | 5.6 | % | 213 | 5.8 | % | 17 | 8.0 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 35 | 0.9 | % | 17 | 0.5 | % | 18 | 105.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 76 | 1.9 | % | 75 | 2.0 | % | 1 | 1.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 341 | 8.4 | % | 305 | 8.3 | % | 36 | 11.8 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 3,699 | 91.6 | % | 3,384 | 91.7 | % | 315 | 9.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 230 | 213 | 17 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized revenues | 186 | 159 | 27 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 4,115 | 101.9 | % | $ | 3,756 | 101.8 | % | $ | 359 | 9.6 | % | |||||||||||||||||||||||||||||||||||||||||
Total revenues in this segment were $4,040,000, an increase of $351,000 or 10% versus $3,689,000 in the same period last year. Royalty tons were up 6.9% and revenue per ton increased 3.0% over the same period last year (both excluding Lake Louisa, which began production in 2026 and paid minimum royalties in both periods). Total operating profit before G&A in this segment was $3,699,000, an increase of $315,000 versus $3,384,000 in the same period last year. Net operating income was $4,115,000, up $359,000 or 10% compared to the same quarter last year.
Development Segment Results
| Three months ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | 2025 | Change | |||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 406 | 301 | 105 | ||||||||||||||||||||||||||||||||||||||||
| Joint venture management fee revenue | 49 | - | 49 | |||||||||||||||||||||||||||||||||||||||||
| Total revenues | 455 | 301 | 154 | |||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion and amortization | 43 | 43 | - | |||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 140 | 1,300 | (1,160) | |||||||||||||||||||||||||||||||||||||||||
| Property taxes | 212 | 147 | 65 | |||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 395 | 1,490 | (1,095) | |||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 60 | (1,189) | 1,249 | ||||||||||||||||||||||||||||||||||||||||
Joint venture management fee revenues primarily represent fees earned from the Company's three minority ownership warehouse projects acquired October 21, 2025. The prior year operating expenses included
$1,281,000 of Altman acquisition expenses. Property taxes increased because Phase III at Riverfront received second-stage PUD approval on October 10, 2025 and is no longer considered in development; accordingly, carrying costs are now being expensed rather than capitalized.
With respect to ongoing Development Segment projects:
â–ªWe are the principal capital source to develop 344 residential lots on 110 acres in Harford County, MD. We have funded $28.7 million of our $31.1 million total commitment. A national homebuilder is under contract to purchase all 222 townhome lots and 122 single family lots. Cumulatively as of September 30, 2026, 271 lots have been sold for $35.3 million of which $7.8 million was booked as profit to the Company.
â–ªWe entered into two new joint venture agreements in early 2024 with Altman Logistics. The first joint venture is a 201,420 square-foot warehouse development project in Lakeland, FL, and the second joint venture is a two building 183,668 square-foot warehouse redevelopment project in Broward County, FL. We closed on both construction loans in March, 2025 and construction commenced in the second quarter of 2025. Substantial completion of both projects is expected in the fourth quarter of 2026. On October 21, 2025 we purchased the interests of Altman Logistics and now own 100% of these two assets.
â–ªOn May 30, 2025, we secured construction financing for our multifamily joint venture with Woodfield Development, known as Woven. This is our third multifamily project in Greenville, SC. This is an $86.8 million project with 214 units and 13,500 square feet of ground floor retail that is eligible to receive South Carolina Textile Rehabilitation Credits upon substantial completion and received Special Source Credits equal to 50% of the real estate taxes for a period of 20 years. The project broke ground during the 3rd quarter of 2025 and substantial completion of the project is expected in late 2027.
â–ªOn July 23, 2025, we entered into a joint venture agreement with Strategic Real Estate Partners ("SREP"), a private real estate development firm which specializes in industrial real estate development, to develop 379,315 square feet in two warehouses in Lake County, Florida near Orlando (known as Camp Lake), with options for investment in additional industrial warehouses on adjacent properties in the future. Substantial completion of the both warehouses is expected in the first quarter of 2027.
â–ªOn September 12, 2025, we secured construction financing for the first phase (296 multifamily units and 28,745 square feet of retail) of our Estero joint venture with Woodfield Development, located between Naples and Ft. Myers. Substantial completion is expected late 2027.
â–ªOn October 21, 2025, the Company completed the closing on its Purchase and Sales Agreement to acquire the business operations and development pipeline of Altman Logistics Properties, LLC, an operating platform of BBX Capital. In conjunction with the acquisition, the Company hired six of Altman Logistics' employees. The following table details the projects purchased and the square feet (SF) of the warehouses:
| City | Street Address | 36' Clear Height SF | Ownership Acquired | Status | ||||||||||
| Delray Beach, FL | 14130 S State Rd. 7 | 199,476 | 10%(1) | Completed Q1 2026 | ||||||||||
| Delray Beach, FL | 14130 S State Rd. 7 | 392,976 | 10% (1) | Land for 2 warehouses | ||||||||||
| Hamilton, NJ | 600 Horizon Dr. | 170,800 | 8.5% (1) | Completed Q2 2026 | ||||||||||
| Parsippany, NJ | 8 Lanidex Plaza W. | 140,031 | 10% (1) | Completed Q3 2026 | ||||||||||
| Southwest Ranches, FL |
SW 202nd Ave. & Sheridan St.
|
335,617 | 100% | Land acquired July 2026 | ||||||||||
(1) General Partner investment, distributions will be based upon waterfall model.
Nine Month Highlights
•Net loss attributable to the Company of ($1.1) million vs $3.0 million of net income primarily due to $3.3 million increase in G&A, $3.0 million lower interest income, and lower occupancy in our Multifamily and Industrial segments partially offset by the prior year operating expense including $2.0 million of Altman acquisition expenses along with strong Mining Royalty Lands performance.
•5% decrease in pro rata NOI ($27.3 million vs $28.6 million) driven by lower occupancy in the Multifamily and Industrial and Commercial segments, partially offset by strong Mining Royalty Lands performance.
•11% decrease in the Multifamily segment's pro rata NOI primarily due to lower occupancy, higher rent concessions and bad debts, and higher costs at our DC assets.
•Industrial and Commercial revenue down $730,000 or 18% and 34% decrease in that segment's NOI due in large part to the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street ($365,000) along with the Maryland vacancies.
•12% increase in the Mining Royalty Lands Segment's NOI driven by a 2.6% rise in royalty tons and a 10.2% increase in royalty revenue per ton (both excluding Lake Louisa that started production in 2026).
Comparative Results of Operations for the Nine months ended September 30, 2026 and 2025
Consolidated Results
|
(dollars in thousands)
|
Nine Months Ended September 30,
|
||||||||||||||||||||||||||||||||||
| 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 20,409 | 21,399 | (990) | -4.6 | % | |||||||||||||||||||||||||||||
| Mining royalty and rents | 11,823 | 10,532 | 1,291 | 12.3 | % | ||||||||||||||||||||||||||||||
| Joint venture management fee revenue | 407 | - | 407 | ||||||||||||||||||||||||||||||||
| Total revenues | 32,639 | 31,931 | 708 | 2.2 | % | ||||||||||||||||||||||||||||||
| Cost of operations: | |||||||||||||||||||||||||||||||||||
| Depreciation/depletion/amortization | 8,626 | 8,158 | 468 | 5.7 | % | ||||||||||||||||||||||||||||||
| Operating expenses | 6,442 | 7,743 | (1,301) | -16.8 | % | ||||||||||||||||||||||||||||||
| Property taxes | 3,110 | 2,895 | 215 | 7.4 | % | ||||||||||||||||||||||||||||||
| General and administrative | 11,107 | 7,790 | 3,317 | 42.6 | % | ||||||||||||||||||||||||||||||
| Total cost of operations | 29,285 | 26,586 | 2,699 | 10.2 | % | ||||||||||||||||||||||||||||||
| Total operating profit | 3,354 | 5,345 | (1,991) | -37.2 | % | ||||||||||||||||||||||||||||||
| Investment income | 4,276 | 7,278 | (3,002) | -41.2 | % | ||||||||||||||||||||||||||||||
| Interest expense | (2,109) | (2,258) | 149 | -6.6 | % | ||||||||||||||||||||||||||||||
| Equity in loss of joint ventures | (7,526) | (6,635) | (891) | 13.4 | % | ||||||||||||||||||||||||||||||
| Gain on sale of real estate | 27 | - | 27 | ||||||||||||||||||||||||||||||||
| Income before income taxes | (1,978) | 3,730 | (5,708) | -153.0 | % | ||||||||||||||||||||||||||||||
| Provision for income taxes | (332) | 907 | (1,239) | -136.6 | % | ||||||||||||||||||||||||||||||
| Net income (loss) | (1,646) | 2,823 | (4,469) | -158.3 | % | ||||||||||||||||||||||||||||||
| Income (loss) attributable to noncontrolling interest | (535) | (127) | (408) | 321.3 | % | ||||||||||||||||||||||||||||||
| Net income (loss) attributable to the Company | $ | (1,111) | 2,950 | (4,061) | -137.7 | % | |||||||||||||||||||||||||||||
Net loss attributable to the Company for the first nine months of 2026 was $1,111,000 or $(.06) per share versus income of $2,950,000 or $.16 per share in the same period last year. Pro rata NOI for the first nine months of 2026 was $27,266,000 versus $28,575,000 in the same period last year. The first nine months of 2026 were impacted by the following items:
•Operating profit decreased $1,991,000 or 37%. The consolidated portion of the Multifamily segment (Dock/Maren) decreased $895,000 due to lower occupancy, rent concessions, and higher operating costs. Industrial and Commercial segment operating profit declined $1,181,000 due to non-renewing leases including the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street ($365,000) together with $298,000 at our Chelsea warehouse placed in service in April 2025 due to $218,000 of depreciation and $80,000 of first quarter carrying costs. Mining Royalty Lands segment operating profit increased $1,086,000 due to higher royalty tons and revenues less related depletion. Development segment operating profit increased $2,316,000 due to joint venture management fee revenues
($407,000), and the prior year including Altman acquisition expenses ($1,993,000), partially offset by less capitalized real estate taxes ($195,000) on Phase III at Anacostia. General & administrative costs increased $3,317,000 due to $3,103,000 higher personnel costs (primarily Altman acquisition related), $439,000 higher audit fees, $173,000 of acquisition valuation and accounting consulting fees, $175,000 increased legal fees related to renewal of our equity incentive plan, the acquisition, and other one-time events, $253,000 higher acquisition-related IT and other professional fees, $172,000 higher marketing costs, partially offset by $966,000 increased labor capitalization.
•Investment income decreased $3,002,000 reflecting ($2,030,000) less interest on cash equivalents due to lower average balances and interest rates, and ($972,000) less lending venture income as outstanding loans declined.
•Interest expense decreased $149,000 compared to the same period last year as we capitalized $488,000 more interest partially offset by the interest expense on our Wells Fargo Credit Agreement. More interest was capitalized due to increased in-house and joint venture projects under development this year compared to last year.
•Equity in loss of Joint Ventures was an unfavorable $891,000 due to higher losses at Bryant Street ($475,000) and The Verge ($218,000) both due to lower revenues and higher expenses, along with losses at recently completed industrial properties ($341,000) partially offset by improved results at our other unconsolidated joint ventures. On September 14, 2026, the Bryant Street joint venture refinanced its $110 million loan, which was accounted for as a debt modification. The Company recognized a $1,370,000 gain on the release of its guaranty of the prior loan's interest carry, partially offset by its $1,098,000 share of third-party refinancing costs, which were expensed resulting in a $272,000 favorable impact to equity in loss of joint ventures offsetting some of the Bryant Street loss.
Multifamily Segment (Pro rata consolidated and pro rata unconsolidated)
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 24,446 | 100.0 | % | 25,238 | 100.0 | % | (792) | -3.1 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 10,246 | 41.9 | % | 10,020 | 39.7 | % | 226 | 2.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 8,717 | 35.7 | % | 8,158 | 32.3 | % | 559 | 6.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 2,931 | 12.0 | % | 2,999 | 11.9 | % | (68) | -2.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 21,894 | 89.6 | % | 21,177 | 83.9 | % | 717 | 3.4 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 2,552 | 10.4 | % | 4,061 | 16.1 | % | (1,509) | -37.2 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 10,246 | 10,020 | 226 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized rents & other | (370) | (144) | (226) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 12,428 | 50.8 | % | 13,937 | 55.2 | % | (1,509) | -10.8 | % | |||||||||||||||||||||||||||||||||||||||||||
The combined consolidated and unconsolidated pro rata net operating income for this segment was $12,428,000, down $1,509,000 compared to $13,937,000 in the same period last year. The NOI decrease was primarily due to lower occupancy and higher cost at Bryant Street ($596,000), The Verge ($309,000), Dock ($364,000), and Maren ($221,000).
| Apartment Building | Units |
Pro rata NOI YTD 2026 |
Pro rata NOI YTD 2025 |
Avg. Occupancy YTD 2026 | Avg. Occupancy YTD 2025 | Renewal Success Rate YTD 2026 | Renewal % increase YTD 2026 | ||||||||||||||||
| Dock 79 Anacostia DC | 305 | $2,474,000 | $2,838,000 | 92.5 | % | 95.0 | % | 63.6 | % | 5.0 | % | ||||||||||||
| Maren Anacostia DC | 264 | $2,320,000 | $2,541,000 | 93.2 | % | 93.8 | % | 60.1 | % | 3.7 | % | ||||||||||||
| Riverside Greenville | 200 | $675,000 | $650,000 | 96.7 | % | 92.6 | % | 70.7 | % | 0.9 | % | ||||||||||||
| Bryant Street DC | 487 | $4,134,000 | $4,730,000 | 91.9 | % | 93.5 | % | 61.8 | % | 1.8 | % | ||||||||||||
| .408 Jackson Greenville | 227 | $1,032,000 | $1,076,000 | 94.9 | % | 94.9 | % | 55.0 | % | 4.8 | % | ||||||||||||
| Verge Anacostia DC | 344 | $1,793,000 | $2,102,000 | 90.3 | % | 92.9 | % | 65.4 | % | 0.9 | % | ||||||||||||
| Multifamily Segment | 1,827 | $12,428,000 | $13,937,000 | 92.8 | % | 93.7 | % | ||||||||||||||||
Multifamily Segment (Consolidated - Dock 79 and The Maren)
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 16,064 | 100.0 | % | 16,547 | 100.0 | % | (483) | -2.9 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 6,027 | 37.6 | % | 5,932 | 35.8 | % | 95 | 1.6 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 5,259 | 32.7 | % | 4,875 | 29.5 | % | 384 | 7.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 1,852 | 11.5 | % | 1,919 | 11.6 | % | (67) | -3.5 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 13,138 | 81.8 | % | 12,726 | 76.9 | % | 412 | 3.2 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 2,926 | 18.2 | % | 3,821 | 23.1 | % | (895) | -23.4 | % | |||||||||||||||||||||||||||||||||||||||||||
Total revenues for our two consolidated joint ventures (Dock 79/Maren) were $16,064,000, a decrease of $483,000 versus $16,547,000 in the same period last year primarily due to increased vacancy, higher rent concessions, and increased operating expenses. Total operating profit before G&A for the consolidated joint ventures was $2,926,000, a decrease of $895,000, or 23% versus $3,821,000 in the same period last year primarily due to lower revenues along with higher operating costs and recent capital improvements depreciation.
Multifamily Segment (Pro rata unconsolidated)
Our Multifamily Segment has four unconsolidated joint ventures (Bryant Street, The Verge, Riverside, and .408 Jackson). Riverside was moved from the Development segment to the Multifamily segment in 2022, Bryant Street and .408 Jackson moved as of the beginning of 2024 and The Verge moved effective July 1, 2024, each upon reaching lease up stabilization.
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 15,694 | 100.0 | % | 16,225 | 100.0 | % | (531) | -3.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 6,944 | 44.2 | % | 6,768 | 41.7 | % | 176 | 2.6 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 5,925 | 37.8 | % | 5,560 | 34.3 | % | 365 | 6.6 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 1,923 | 12.3 | % | 1,954 | 12.0 | % | (31) | -1.6 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 14,792 | 94.3 | % | 14,282 | 88.0 | % | 510 | 3.6 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 902 | 5.7 | % | 1,943 | 12.0 | % | (1,041) | -53.6 | % | |||||||||||||||||||||||||||||||||||||||||||
For our four unconsolidated joint ventures, pro rata revenues were $15,694,000, a decrease of $531,000 or 3% compared to $16,225,000 in the same period last year. The decrease was primarily due to lower occupancy and higher bad debts at Bryant Street and The Verge. Pro rata operating profit before G&A was $902,000, a decrease of $1,041,000, or 54% versus $1,943,000 in the same period last year. The decrease was due to lower revenue at Bryant Street and The Verge and higher operating costs at Bryant Street.
Industrial and Commercial Segment
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 3,220 | 100.0 | % | 3,950 | 100.0 | % | (730) | (18.5 | %) | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 1,743 | 54.2 | % | 1,529 | 38.7 | % | 214 | 14.0 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 840 | 26.1 | % | 687 | 17.4 | % | 153 | 22.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 391 | 12.1 | % | 307 | 7.8 | % | 84 | 27.4 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 2,974 | 92.4 | % | 2,523 | 63.9 | % | 451 | 17.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 246 | 7.6 | % | 1,427 | 36.1 | % | (1,181) | (82.8 | %) | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 1,743 | 1,529 | 214 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized revenues | 36 | 97 | (61) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 2,025 | 62.9 | % | $ | 3,053 | 77.3 | % | $ | (1,028) | (33.7 | %) | |||||||||||||||||||||||||||||||||||||||||
Total revenues in this segment were $3,220,000, down $730,000 or 18%, from the same period last year due to the March 31, 2026 lease expiration on the former Vulcan land lease at 21st Street ($365,000) along with lower occupancy on other properties. Operating profit before G&A was $246,000, down $1,181,000 or 83% from $1,427,000 in the same period last year with $298,000 due to $218,000 of depreciation and $80,000 of first quarter carrying costs on our Chelsea spec warehouse placed in service in April 2025 along with non-renewing leases. Net operating income in this segment was $2,025,000, down $1,028,000 or 34% compared to the same period last year.
Mining Royalty Lands Segment Results
| Nine months ended September 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | % | 2025 | % | Change | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Mining royalty and rent revenue | $ | 11,823 | 100.0 | % | 10,532 | 100.0 | % | 1,291 | 12.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion and amortization | 727 | 6.2 | % | 568 | 5.4 | % | 159 | 28.0 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 92 | 0.8 | % | 49 | 0.5 | % | 43 | 87.8 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Property taxes | 229 | 1.9 | % | 226 | 2.1 | % | 3 | 1.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 1,048 | 8.9 | % | 843 | 8.0 | % | 205 | 24.3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 10,775 | 91.1 | % | 9,689 | 92.0 | % | 1,086 | 11.2 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 727 | 568 | 159 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized revenues | 513 | 448 | 65 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | 12,015 | 101.6 | % | $ | 10,705 | 101.6 | % | $ | 1,310 | 12.2 | % | |||||||||||||||||||||||||||||||||||||||||
Total revenues in this segment were $11,823,000, an increase of $1,291,000 or 12% versus $10,532,000 in the same period last year. Royalty tons were up 2.6% and revenue per ton increased 10.2% over the same period last year (both excluding Lake Louisa, which began production in 2026 and paid minimum royalties in both periods). Total operating profit before G&A in this segment was $10,775,000, an increase of $1,086,000 versus $9,689,000 in the same period last year. Net operating income in this segment was $12,015,000, up $1,310,000 or 12% compared to the same period last year.
Development Segment Results
| Nine months ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | 2025 | Change | |||||||||||||||||||||||||||||||||||||||||
| Lease revenue | $ | 1,125 | 902 | 223 | ||||||||||||||||||||||||||||||||||||||||
| Joint venture management fee revenue | 407 | - | 407 | |||||||||||||||||||||||||||||||||||||||||
| Total revenues | 1,532 | 902 | 630 | |||||||||||||||||||||||||||||||||||||||||
| Depreciation, depletion and amortization | 129 | 129 | - | |||||||||||||||||||||||||||||||||||||||||
| Operating expenses | 251 | 2,132 | (1,881) | |||||||||||||||||||||||||||||||||||||||||
| Property taxes | 638 | 443 | 195 | |||||||||||||||||||||||||||||||||||||||||
| Cost of operations | 1,018 | 2,704 | (1,686) | |||||||||||||||||||||||||||||||||||||||||
| Operating profit before G&A | $ | 514 | (1,802) | 2,316 | ||||||||||||||||||||||||||||||||||||||||
Joint venture management fee revenues primarily represent fees earned from the Company's three minority ownership warehouse projects acquired October 21, 2025. The prior year operating expenses included $1,993,000 of Altman acquisition expenses. Property taxes increased because Phase III at Riverfront received second-stage PUD approval on October 10, 2025 and is no longer considered in development; accordingly, carrying costs are now being expensed rather than capitalized.
Liquidity and Capital Resources. The growth of the Company's businesses requires significant cash to acquire and develop land or operating buildings and to construct new buildings and tenant improvements. As of September 30, 2026, we had $73,180,000 of cash and cash equivalents. As of September 30, 2026 we had $12.0 million borrowed under our $50 million Credit Agreement with Wells Fargo to fund the Woven bridge loan, $78,000 outstanding under letters of credit and $37,922,000 available to borrow under the Credit Agreement. We believe that our cash on hand and expected future operating cash inflows as well as availability under our Credit Agreement will be sufficient to fund operations, debt service requirements and necessary capital expenditures for at least the next 12 months.
Cash Flows - The following table summarizes our cash flows from operating, investing and financing activities for each of the periods presented (in thousands of dollars):
|
Nine Months Ended
September 30, |
|||||||||||||||||
| 2026 | 2025 | ||||||||||||||||
| Total cash provided by (used for): | |||||||||||||||||
| Operating activities | $ | 14,279 | 16,780 | ||||||||||||||
| Investing activities | (85,152) | (25,703) | |||||||||||||||
| Financing activities | 38,692 | (5,193) | |||||||||||||||
| Decrease in cash and cash equivalents and restricted cash | $ | (32,181) | (14,116) | ||||||||||||||
| Outstanding debt at the beginning of the period | 192,554 | 178,853 | |||||||||||||||
| Outstanding debt at the end of the period | 231,666 | 185,338 | |||||||||||||||
Operating Activities - Net cash provided by operating activities for the nine months ended September 30, 2026 was $14,279,000 versus $16,780,000 in the same period last year. The decrease was primarily due to lower net income.
Investing Activities - Net cash used in investing activities for the nine months ended September 30, 2026 was $85,152,000 versus $25,703,000 used in investing activities for the same period last year. The $59.4 million increase was due to a $35.9 million increase in investment in properties (primarily Southwest Ranches, Davie, Camp Lake, and Lakeland) combined with a $12.0 million increase in investments in joint ventures (primarily Estero, Aberdeen, and Woven) and with a $11.6 million decrease in return of capital from joint ventures primarily due to the prior year including $7.3 million received from our BC Realty partnership refinancing our FRP provided floating rate construction loans on our two office buildings with Symetra Life Insurance Company.
Financing Activities - Net cash provided by financing activities was $38,692,000 versus $5,193,000 used by financing activities in the same period last year primarily due to $39.7 million of draws on the loans in the current
year compared to $12.6 million distribution to noncontrolling interests related to the planned increase in ownership of our partnerships with Altman Logistics at the construction loan closings during 2025.
Credit Facilities - On July 21, 2025, the Company entered into the 2025 Amended and Restated Credit Agreement (the "Credit Agreement") with Wells Fargo Bank, N.A. ("Wells Fargo"). The Credit Agreement establishes a five-year revolving credit facility with a maximum facility amount of $50 million. The interest rate under the Credit Agreement will be 2.25% over Daily Simple SOFR. A commitment fee of 0.35% per annum is payable quarterly on the unused portion of the commitment. The Credit Agreement contains certain conditions and financial covenants, including a minimum tangible net worth and a minimum cash equivalents requirement. As of September 30, 2026, these covenants would have limited our ability to pay dividends to a maximum of $89.0 million combined.
On March 19, 2021, the Company refinanced Dock 79 and The Maren projects pursuant to separate Loan Agreements and Deed of Trust Notes entered into with Teachers Insurance and Annuity Association of America, LLC. Dock 79 and The Maren borrowed principal sums of $92,070,000 and $88,000,000 respectively, in connection with the refinancing. The loans bear a fixed interest rate of 3.03% per annum, and require monthly payments of interest only with the principal in full due April 1, 2033.
On July 25, 2022 the Greenville partnership at Riverside secured a $32,000,000 loan with a fixed rate of 4.92% from Synovus Bank, replacing the $22,800,000 loan with Truist Bank. It is an eight year loan maturing July 25, 2030. The term coincides with when the opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven.
On December 4, 2023 the Bryant Street partnership secured a $110,000,000 loan with a floating rate equal to SOFR plus 2.9% from Rialto Capital Management, replacing the $132,000,000 loan with Capital One. It was a three year loan with two one-year extensions. A SOFR rate cap was secured at 5.35% from Chatham Financial creating an effective interest rate ceiling of 8.25%. The loan had a floor interest rate of 6.90%.
On October 21, 2025 in conjunction with the Altman Logistics platform acquisition, FRP Guaranty, LLC (wholly owned by the Company) provided repayment, construction completion, and cost overrun guarantees to the construction lenders at Lakeland, Davie, Delray, Hamilton and Parsippany and the joint venture partners at Delray, Hamilton and Parsippany. As of September 30, 2026, the maximum amount of future payments that FRP Guaranty, LLC could be required to make under its repayment guarantees is $25.0 million on aggregate joint venture indebtedness of $121.7 million. FRP Guaranty, LLC would be required to perform on the guarantees upon a default on a construction loan by a joint venture or to ensure the completion of the construction of a joint venture project. As of September 30, 2026, FRP Guaranty, LLC has been funded with $10.0 million in cash and cash equivalents as required by the loan agreements. The loan agreements allow the guaranty account to support up to ten times the cash balance in repayment guarantees.
On September 14, 2026, the Bryant Street partnerships refinanced the $110,000,000 loan secured in December 2023 with a new $110,000,000 loan from the same lender, FS CREIT Originator LLC, as administrative agent, managed by Rialto Capital Management. The new loan bears interest at a floating rate equal to SOFR plus 2.75%, which steps down to SOFR plus 2.65% and SOFR plus 2.50% upon achieving specified debt yield thresholds, subject to a floor interest rate of 5.50%. The loan has an initial two-year term maturing on September 9, 2028 with three one-year extension options, each subject to conditions determined by the lender. In connection with the loan, the partnerships purchased a two-year SOFR interest rate cap at 4.15% from Goldman Sachs Bank USA, arranged by Chatham Financial, for a premium of $1.2 million, creating an effective interest rate ceiling of 6.90% at the initial spread. The refinancing was accounted for as a debt modification. Third-party costs of $1.5 million were expensed by the partnerships, and the Company's share of $1.1 million is included in its equity in loss of joint ventures for the three months ended September 30, 2026.
On January 30, 2024 the Greenville partnership at .408 Jackson secured a $49,450,000 loan with a fixed rate of 5.59% from Fannie Mae, replacing the $36,000,000 loan with First National Bank. It is a seven year loan maturing February 1, 2031. The interest rate was favorable given the current market conditions and the term
coincides with when the opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven. As a result of refinancing, the Company received a $5 million return of capital.
On April 25, 2024 the Verge partnership secured a $68,862,000 loan with a fixed rate of 5.72% from Fannie Mae, replacing the $72,823,000 loan with Truist Bank. It is a seven year loan maturing May 1, 2031. The opportunity zone holding period lapses in 2030, when a sale could take place and the tax on gain is forgiven.
On March 7, 2025 the Lakeland partnership secured a $16.0 million loan with a floating rate equal to SOFR plus 2.75% from Seacoast National Bank. It is a three-year construction/stabilization loan with a two-year conditional extension at SOFR plus 2.50% with an interest rate swap conversion.
On March 13, 2025 the Davie partnership secured a $31.9 million loan with a floating rate equal to SOFR plus 2.75% from Synovus National Bank. It is a three-year construction/stabilization loan with a two-year conditional extension at SOFR plus 2.25%.
On May 30, 2025 the Woven partnership secured a $42.9 million loan with a floating rate equal to SOFR plus 2.85% from Bank of Texas and First Horizon Bank. It is a four-year construction/stabilization loan and includes a one-year conditional extension with principal and interest payments.
On June 16, 2025 the BC Realty partnership refinanced our FRP provided floating rate construction loans on our two office buildings with Symetra Life Insurance Company. This is a 10 year, fully amortizing $10.5M permanent loan, at a fixed interest rate of 6.40%.
On July 23, 2025 the Camp Lake partnership secured a $33.0 million loan at SOFR plus 2.75% from Pinnacle Bank. It is a three-year construction/stabilization loan with two one-year conditional extensions.
On September 15, 2025 the Estero partnership secured a $81.5 million loan at SOFR plus 2.75% from Santander Bank. It is a four-year construction/stabilization loan with two one-year conditional extensions. In addition, there is an $8 million loan at SOFR plus 4.25% from Santander Bank related to future phases.
On October 21, 2025 as part of the Altman Logistics platform acquisition the Company assumed minority equity ownership interests in three joint ventures which had existing construction debt agreements. Delray partnership secured a $23.8 million loan at SOFR plus 3.50% from City National Bank. It is a two-year construction loan issued April 4, 2024 with two one-year conditional extensions, the first of which is in effect. The Delray partnership also secured a two-year $7.5 million loan at SOFR plus 3.75% on April 4, 2024 from City National for the land for future phases of the project, also with two one-year conditional extensions. Parsippany partnership secured a $22.0 million loan at SOFR plus 2.75% from Truist Bank. It is a three-year construction loan issued January 15, 2025 with a one-year conditional extension. Hamilton partnership secured a $20.5 million loan at SOFR plus 3.50% from the joint venture partner effective for three years from May 22, 2025 with two one-year conditional extensions.
Cash Requirements - The Company expects to invest $3 million into maintenance capex and projects currently under development during the remainder of 2026 and $76 million 2027-2030 for maintenance capex plus new projects currently in our pipeline, with such capital being funded from cash and investments on hand, cash generated from operations, property sales, distributions from joint ventures, or borrowings under our credit facilities.
Non-GAAP Financial Measures.
To supplement the financial results presented in accordance with GAAP, FRP presents certain non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. We believe these non-GAAP measures provide useful information to our Board of Directors, management and investors regarding certain trends relating to our financial condition and results of operations. Our management uses these non-GAAP measures to compare our performance to that of prior periods for trend analyses, purposes of determining management incentive compensation and budgeting, forecasting and planning purposes. We provide operating profit before G&A and Pro rata net operating income (NOI) because we believe they assist investors and analysts in estimating our economic interest in our consolidated and unconsolidated partnerships, when read in conjunction with our reported results under GAAP. These measures are not, and should not be viewed as, a substitute for GAAP financial measures.
| Pro rata Net Operating Income Reconciliation | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Nine months ending 9/30/26 (in thousands) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Industrial and Commercial Segment |
Development Segment |
Multifamily Segment |
Mining Royalties Segment |
Unallocated Corporate Expenses |
FRP Holdings Totals |
||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | $ | 188 | 1,747 | (4,830) | 8,235 | (6,986) | (1,646) | ||||||||||||||||||||||||||||||||||||||||||||||
| Income tax allocation | 58 | 537 | (1,319) | 2,530 | (2,138) | (332) | |||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income taxes | 246 | 2,284 | (6,149) | 10,765 | (9,124) | (1,978) | |||||||||||||||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized rents | - | - | 289 | - | 289 | ||||||||||||||||||||||||||||||||||||||||||||||||
| Management fee revenue | - | 407 | - | - | 407 | ||||||||||||||||||||||||||||||||||||||||||||||||
| Gain on sale of real estate | - | - | - | 27 | - | 27 | |||||||||||||||||||||||||||||||||||||||||||||||
| Interest income | - | 1,810 | 19 | - | 2,447 | 4,276 | |||||||||||||||||||||||||||||||||||||||||||||||
| Plus: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized rents | 36 | - | - | 513 | - | 549 | |||||||||||||||||||||||||||||||||||||||||||||||
| Professional fees | - | 11 | 140 | - | 151 | ||||||||||||||||||||||||||||||||||||||||||||||||
| Equity in loss of joint ventures | - | 40 | 7,449 | 37 | 7,526 | ||||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense | - | - | 1,645 | - | 464 | 2,109 | |||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation/amortization | 1,743 | 129 | 6,027 | 727 | 8,626 | ||||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative | - | - | - | - | 11,107 | 11,107 | |||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | 2,025 | 247 | 8,804 | 12,015 | - | 23,091 | |||||||||||||||||||||||||||||||||||||||||||||||
| NOI of noncontrolling interest | - | - | (4,010) | - | - | (4,010) | |||||||||||||||||||||||||||||||||||||||||||||||
| Pro rata NOI from unconsolidated joint ventures | - | 551 | 7,634 | - | - | 8,185 | |||||||||||||||||||||||||||||||||||||||||||||||
| Pro rata net operating income | $ | 2,025 | 798 | 12,428 | 12,015 | - | 27,266 | ||||||||||||||||||||||||||||||||||||||||||||||
| Pro rata Net Operating Income Reconciliation | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Nine months ending 9/30/25 (in thousands) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Industrial and Commercial Segment |
Development Segment |
Multifamily Segment |
Mining Royalties Segment |
Unallocated Corporate Expenses |
FRP Holdings Totals |
||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | $ | 1,092 | 948 | (3,940) | 7,385 | (2,662) | 2,823 | ||||||||||||||||||||||||||||||||||||||||||||||
| Income tax allocation | 335 | 291 | (1,221) | 2,269 | (767) | 907 | |||||||||||||||||||||||||||||||||||||||||||||||
| Income (loss) before income taxes | 1,427 | 1,239 | (5,161) | 9,654 | (3,429) | 3,730 | |||||||||||||||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest income | - | 2,782 | 10 | - | 4,486 | 7,278 | |||||||||||||||||||||||||||||||||||||||||||||||
| Plus: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized rents | 97 | - | 20 | 448 | - | 565 | |||||||||||||||||||||||||||||||||||||||||||||||
| Professional fees | - | 1,975 | 114 | - | - | 2,089 | |||||||||||||||||||||||||||||||||||||||||||||||
| Equity in loss of joint ventures | - | (259) | 6,859 | 35 | - | 6,635 | |||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense | - | - | 2,133 | - | 125 | 2,258 | |||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation/amortization | 1,529 | 129 | 5,932 | 568 | - | 8,158 | |||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative | - | - | - | - | 7,790 | 7,790 | |||||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | 3,053 | 302 | 9,887 | 10,705 | - | 23,947 | |||||||||||||||||||||||||||||||||||||||||||||||
| NOI of noncontrolling interest | - | - | (4,508) | - | - | (4,508) | |||||||||||||||||||||||||||||||||||||||||||||||
| Pro rata NOI from unconsolidated joint ventures | - | 578 | 8,558 | - | - | 9,136 | |||||||||||||||||||||||||||||||||||||||||||||||
| Pro rata net operating income | $ | 3,053 | 880 | 13,937 | 10,705 | - | 28,575 | ||||||||||||||||||||||||||||||||||||||||||||||
Critical Accounting Policies - Management's Discussion and Analysis of Financial Condition and Results of Operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires the use of estimates and assumptions that could affect the reported amounts in our condensed consolidated financial statements. Actual results could differ
from these estimates. Please refer to the section of our Annual Report on Form 10-K for the year ended December 31, 2025, entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" for a discussion of our critical accounting policies. During the nine months ended September 30, 2026, there were no material changes to these policies.
FRP Holdings Inc. published this content on November 13, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on November 13, 2026 at 13:24 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]