e8vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 10, 2006
THE ST. JOE COMPANY
(Exact Name of Registrant as Specified in Its Charter)
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Florida
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1-10466
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59-0432511 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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245 Riverside Avenue, Suite 500 |
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Jacksonville, FL
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32202 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(904) 301-4200
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 7.01. Regulation FD Disclosure.
The purpose of this Form 8-K is to furnish a Press Release, dated May 10, 2006, regarding an
update to the Companys land analysis. A copy of the Press Release is furnished with this Form 8-K
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
99.1 |
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Press Release dated May 10, 2006. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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THE ST. JOE COMPANY |
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Dated: May 10, 2006
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By:
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/s/ Christine M. Marx |
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Christine M. Marx
General Counsel and Corporate Secretary |
exv99w1
Exhibit 99.1
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JOE Media Contact:
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Jerry M. Ray
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The St. Joe Company |
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904 301.4430
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245 Riverside Avenue |
JOE Investor Contact:
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Brad Slappey
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Jacksonville, FL 32202 |
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904 301.4347
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904 301.4200 |
FOR IMMEDIATE RELEASE
THE ST. JOE COMPANY (NYSE: JOE) UPDATES ITS LAND ANALYSIS
Land Classified for Resort, Seasonal and Primary Residential Increases 46 Percent
Jacksonville, Florida (May 10, 2006) The St. Joe Company (NYSE: JOE) today announced that
it has completed an updated and comprehensive ground-up analysis of its land holdings, an
important step in JOEs ongoing effort to reposition its land for higher and better uses. The
analysis, which classifies every JOE-owned acre by its known or expected highest and best use,
updates JOEs June 2004 analysis. This updated analysis guides the companys long-term value
creation strategy.
The total acreage classified for resort, seasonal and primary residential uses increased 46
percent, said Peter S. Rummell, chairman and CEO of JOE. In addition, JOE no longer considers
timberland the highest and best use of any of its land holdings. We now believe that the 199,000
acres previously classified as timberland are suitable to support a wide range of recreational,
residential, conservation and, in select locations, other higher uses.
This analysis reflects the greater diversity of our current real estate products as well as
our expectation of greater diversity to come, said Rummell. Since our last land analysis in June
2004, we have been working hard to segment and target our real estate product offerings and our
customer base. We now have new product categories that didnt exist in 2004, and we anticipate
that our products will continue to evolve. For example, much of our New Ruralism product line was
introduced after we completed our previous land analysis report in 2004. We have now identified
potential higher and better uses for thousands of acres because we understand our land better, we
understand our potential markets better and, most importantly, we have a much better understanding
of how it all fits together.
The first step in our value creation strategy remains land classification, said Rummell.
With this new analysis complete, we have an updated vision and strategic direction for our land
holdings with the objective of maximizing value for our shareholders. Considering the growth
projected for Florida in the coming decades, we like our position.
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On March 31, 2006, JOE owned approximately 835,000 acres, concentrated primarily in Northwest
Florida and including approximately 48,000 acres in southwest Georgia. At that time, JOE had
land-use entitlements in hand or in process for approximately 41,600 residential units and 14.6
million square feet of commercial space with an additional 575 acres with commercial land-use
entitlements. The table below summarizes the 2006 land classifications for JOEs holdings and
compares them to the 2004 land classifications, which have been reassigned for comparative
purposes. These land classifications may not correlate to land-use entitlements.
JOE Land Holdings*
March 31, 2006 Compared to March 31, 2004
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March 31, 2006 |
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March 31, 2004 |
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Approximate |
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Percentage of |
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Approximate |
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Percentage of |
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Land Use Classifications |
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Acreage |
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JOE Holdings |
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Acreage |
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JOE Holdings |
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Commercial |
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13,000 |
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2 |
% |
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17,000 |
(1) |
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2 |
% |
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Resort and Seasonal Residential |
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83,000 |
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10 |
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58,000 |
(2) |
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7 |
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Primary Residential |
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79,000 |
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9 |
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53,000 |
(3) |
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6 |
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Rural Residential |
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162,000 |
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19 |
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66,000 |
(4) |
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8 |
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Rural Recreational |
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431,000 |
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52 |
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403,000 |
(5) |
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49 |
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Infrastructure and Mitigation
to Support Development |
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67,000 |
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8 |
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34,000 |
(6) |
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4 |
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Timber |
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0 |
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0 |
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199,000 |
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24 |
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Total |
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835,000 |
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100 |
% |
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830,000 |
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100 |
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* |
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For comparison purposes, in the above table acreage from our 2004 land classification
categories (available at
http://joe.client.shareholder.com/EdgarDetail.cfm?CIK=745308&FID=1157523-04-5720&SID=04-00)
has been reassigned to conform to our 2006 land classification categories as described in the
following footnotes: |
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(1) |
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Excludes approximately 2,000 multifamily acres that had been classified as
commercial in 2004, but are now classified as primary residential. |
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Includes approximately 40,000 acres from Towns & Resorts and approximately
18,000 acres of RiverCamps. |
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Includes approximately 37,000 acres from Towns & Resorts, approximately 2,000
acres of multifamily from Commercial (see (1) above) and 14,000 acres of Home Sites. |
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Includes 3,000 acres from Preserves, 46,000 acres from Florida Ranches and 17,000
acres from Farmsteads (now referred to as WhiteFence Farms). |
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Acreage from Conservation and WoodLands. |
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Includes 28,000 acres from Mitigation to Support Development and 6,000 acres from
Civic Infrastructure. |
Land Analysis is First Step in JOEs Value Creation Process
We have made land analysis a core competency, one that is unique to JOE and the very center
of our company-wide strategy, said Rummell. It is the critical first step in a
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value creation process that includes preserving the best part of Florida, identifying new and
existing markets, improving civic infrastructure, securing land use entitlements, creating places,
developing projects and selling real estate products.
Value creation begins through a strategic planning process rich with data collection,
analysis and land planning and culminates with the creation of a business strategy, said Chris
Corr, senior vice president for strategic planning. Land classification represents a long-term
approach and the path of greatest opportunity, rather than a short-term approach and the path of
least resistance. Our objective is to maximize value for shareholders and this is how it begins.
Our process is dynamic and organized to: 1) identify the highest and best use of our land; 2)
entitle it; 3) improve it if necessary through land development, restoration or enhancement; and 4)
sell it at the appropriate time to maximize value, said Corr. As we have stated before, JOE
captures value through sales and earnings, but the value is created before it is monetized. We are
continuously and simultaneously executing this process on thousands of acres.
The success of this process has been demonstrated by JOEs growing range of real estate
entitlements over the past few years, said Corr. JOEs land use entitlements pipeline represents
tremendous unrealized value, which is stored in our portfolio of land holdings prior to sale.
We have been identifying increasingly diverse uses beyond resort residential to provide a
wide range of primary residential and rural residential choices, along with commercial retail,
office, industrial, rural land, apartment, hotel and marina uses, said Corr. We believe that our
growing range of land use entitlements and diverse real estate products, together with our creative
approach to place-making, positions us to capture a growing share of Floridas increasing
population. The U.S. Census Bureau reports that Floridas population is increasing by 1,100 people
each day. And everyone needs a place to live.
Land Analysis Classifications
The company revised its classifications for the 2006 land analysis to reflect the growing
diversity of JOEs product lines and its sharper focus on specific market segments.
Commercial
Under JOEs current analysis, the 13,000 acres of land classified as commercial includes land
considered appropriate for retail, office, commerce parks, warehouse, distribution, industrial,
intermodal, manufacturing and other similar uses. For context, a typical retail mall of one
million square feet would require approximately 100 acres. Acreage classified as commercial
includes land with existing land use entitlements allowing for industrial and other commercial uses
on approximately 3,900 acres adjacent to the proposed relocated Panama City Bay County
International Airport. Approximately 40 percent of the land classified as commercial already has
land-use entitlements for commercial uses. Either JOE or third parties may ultimately develop land
within this classification.
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As the Northwest Florida economy continues to diversify and mature, so will the commercial
opportunities, said Britt Greene, President of JOEs Towns & Resorts and Commercial Divisions.
National and regional retailers and commercial developers have discovered Northwest Florida.
Interest in the region continues to increase.
The difference in the Commercial acreage in 2006, compared to that shown in our original 2004
analysis, is due to the reclassification of 2,000 multifamily acres to the Primary Residential
classification, the assignment of 3,500 acres to other classifications and the sale of
approximately 500 acres since the 2004 analysis.
JOEs commercial land sales in Northwest Florida, excluding multifamily land, from April 1,
2004 through March 31, 2006 averaged $168,000 per acre. The average price of multifamily land sold
during this period was $87,000 per acre.
Resort and Seasonal Residential
JOEs resort and seasonal residential products are typically targeted to vacationers, second
home customers, pre-retirees and seasonal or split-time home customers. Proximity to the water or
some other special amenity generally provides the foundation for the value of land in this
classification. Development of land in this classification is typically expected to include JOEs
investment in horizontal infrastructure and amenities, such as beach clubs, pools, community
gathering spaces and possibly golf courses.
With the development of resort residential product lines such as WaterColor, WaterSound Beach
and RiverCamps, JOE has demonstrated its ability to create special places that appeal to the
massive resort and seasonal residential marketplace, said Greene. We expect to continue to
deliver value from the resort and seasonal marketplace over the coming years.
Of the 83,000 acres classified as resort and seasonal residential, approximately 16,000 acres
are classified as RiverCamps.
Primary Residential
Land in the Primary Residential classification is expected to be used for towns,
neighborhoods, home sites, and multifamily communities targeted to families, retiring Baby Boomers,
and other primary residential customers. Development of this land may include investment in
horizontal infrastructure and amenities such as pools, parks, and possibly golf courses, and may
include other community infrastructure such as schools and recreational facilities.
JOE will continue to meet demand generated by Floridas projected population growth with new
towns and primary residential communities like RiverTown near Jacksonville, Victoria Park outside
Orlando and SouthWood in Tallahassee, said Greene. We are also working to expand our
relationship with national and regional homebuilders, along with
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multifamily developers, to accelerate production and primary residential land sales to meet the
expected demand.
JOEs Primary Residential classification includes an increasingly diverse set of primary home
products varying in density, amenities and price points.
Rural Residential
The Rural Residential land classification includes WhiteFence Farms, Florida Ranches and
Homesteads targeted to a wide range of customers. Rural residential uses typically have a
distinctive land character and low density.
Our rural residential products grew directly from the consumer insight and experience we
gained developing the RiverCamps concept, said Everitt Drew, president of St. Joe Land Company.
Our New Ruralism products have generated significant interest, and we are continuing to refine our
thinking and our approach. The next New Ruralism product to launch will be WhiteFence Farms at Red
Hills, outside Tallahassee. We see significant demand for rural land products and tremendous
opportunities in this classification. Included in rural residential are 10,000 acres for
WhiteFence Farms, with initial pricing expected to range from $250,000 to $750,000 for farmstead
home sites of 3 to 8.3 acres for the first project at Red Hills. In addition, 75,000 acres are
considered suitable for Florida Ranches, which are expected to be properties of 10 to 40 acres with
initial pricing expected to range from $10,000 to $20,000 per acre.
Approximately 60,000 acres for a variety of Homesteads are included in this classification
consisting of developed rural home sites throughout Northwest Florida at a broad range of price
points expected to be from $75,000 to $250,000 for 5- to 20-acre home sites. Also included in this
classification is approximately 17,000 acres for a new product concept (formerly referred to as
Preserves) that is similar to RiverCamps, but located in a more rural setting.
Pricing for existing projects within the Rural Residential classification may not be
indicative of pricing that may be achieved at future projects.
Rural Recreational
JOEs Rural Recreational classification includes land appropriate for recreation and
conservation that is an important part of the ecological legacy of Northwest Florida. Land in this
classification is targeted for sale to federal and state agencies, environmental organizations,
private trusts and individuals for conservation and/or recreational purposes. In some cases, tracts
of JOEs rural recreational land are adjacent to publicly owned or managed land.
JOEs land in the Rural Recreational classification includes land types that can support a
wide variety of outdoor recreational activities including hunting, fishing and wildlife
management, said Drew. Our WoodLands product provides land full of possibilities, not
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people. Some people buy land to build their legacy. Some buy it to build their dream home. Others,
still, find buying a beautiful piece of Floridas landscape as their personal recreational retreat
- - a place to hunt, fish, or discover your very own wildlife sanctuary.
As a steward of the land, JOE recognizes its responsibility to preserve and enhance Northwest
Floridas special places, while at the same time making rural land available to organizations and
individuals for recreational purposes, said Drew. We have carefully reviewed our land holdings
and established products to serve the broader interest of preserving the best of natural Northwest
Florida. For example, our FloridaWild product puts every individual and organization in a position
to be a conservationist.
Approximately 10,000 acres in this classification are considered suitable for WireGrass
Preserves, a new product introduced earlier in the second quarter of 2006. Sales are expected to
begin in 2006 with initial pricing starting at $7,500 per acre.
The Rural Recreational classification includes approximately 297,000 acres of WoodLands. The
average price per acre of WoodLands sold in the first quarter of 2006 was $2,457 and the average
price for 2005 was $ 1,913.
Approximately 124,000 acres are classified as FloridaWild, a new product introduced in the
first quarter of this year. FloridaWild prices are expected to generally range from $2,500 to
$9,500 per acre.
Infrastructure and Mitigation to Support Development
JOE has identified land available to improve regional infrastructure. Land in this
classification may either be sold or donated for transportation improvements, rights-of-way or
civic infrastructure like schools, health care, parks, recreational facilities and cultural
amenities that support learning and the arts.
We understand the relationship between infrastructure improvements and increased land
values, said Corr. We recognize the importance of improving the infrastructure that supports our
towns and significantly increases the value of adjacent and nearby land. Better infrastructure
leads to a better quality of life for the people who use it whether its an improved road,
hospital, airport, park or school.
Some land in this classification has been identified as appropriate for mitigation for future
development. One of the advantages of owning approximately 835,000 acres is the ability to
provide mitigation land to support future development, unlike others who may need to purchase land
for mitigation purposes, said Corr. Another advantage of having large contiguous land holdings
is the ability to plan and protect environmentally special lands at the ecosystem watershed level.
Fortunately, we have a range of options for meeting mitigation needs.
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Understanding the Land Analysis Process
JOEs land analysis and classification process is a strategic planning tool subject to
revision and market forces outside the Companys control:
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Land analysis is the process by which JOE comprehensively analyzes its land and seeks to classify each acre by its known
or expected highest and best use. |
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Land analysis is ongoing and classification represents managements best judgment at one particular point in time only.
The 2006 land analysis and classification represents managements view as of the end of the first quarter of 2006 and is
subject to change. |
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No specific time frame was used in this land analysis (or for the realization of value). |
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Land classification is based upon the most current and best information available. The amount of detail available
varies significantly across JOEs land holdings. |
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Past sales may not be indicative of pricing achieved by future sales and pricing for existing projects may not be
indicative of pricing achieved at future projects. Some products may require a significant amount of investment to
bring to market. |
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Land classifications consist of unique sets of JOE products that are targeted to specific market segments of potential
customers. |
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While land classification may be guided by a land plan when available, land classification is not land planning. |
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Land classifications may change or land may be divided into different classifications as projects move through the
development process or as market conditions change and evolve over time. |
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Land classification may not correlate to land use or land use entitlements. For more detailed information regarding the
entitlements status of our land holdings, please refer to our SEC filings. |
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Area is denominated in gross acres and the upland and wetland areas are not separately identified. |
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Land classification is not an indication as to which JOE business unit will bring a specific product or product type to
market. |
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Land classification excludes JOE land owned in North and South Carolina. |
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Land classification excludes land within JOEs commercial building investment portfolio. |
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JOEs Timberland unit will continue to manage virtually all JOE land holdings for the production of forest products
until disposition or the commencement of the development process. |
About JOE
The St. Joe Company, a publicly held company based in Jacksonville, is one of Floridas
largest real estate operating companies. It is engaged in town, resort, commercial and industrial
development and land sales. JOE also has significant interests in timber.
More information about JOE can be found at our web site at http://www.joe.com.
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Forward-Looking Statements
Statements in this press release that are not historical facts are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking
statements involve risk and uncertainty, and there can be no assurance that the results described
in such statements will be realized. Such statements are based on our current expectations and we
undertake no obligation to publicly update or reissue any forward-looking statements. Risk factors
that may cause the actual results to differ are described in this release and in our various
documents filed with the U.S. Securities and Exchange Commission, including our Annual Report on
Form 10-K for the year ended December 31, 2005.
Copyright 2006, The St. Joe Company. St. Joe, JOE, RiverCamps, RiverTown, SouthWood,
Victoria Park, WaterColor, WaterSound, WhiteFence Farms, WireGrass Preserves and the
taking flight design are service marks of The St. Joe Company.