UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 20, 2019
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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133 South WaterSound Parkway WaterSound, Florida
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32461
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(Address of Principal Executive Offices)
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(Zip Code)
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(850) 231-6400
(Registrant’s 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))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 7.01 Regulation
FD Disclosure.
On May 20, 2019, The St. Joe Company (the “Company”) will make a presentation to investors at its 2019 annual meeting of shareholders. A copy of
the presentation is available on the Company’s website and is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The foregoing information is furnished pursuant to Item 7.01 “Regulation FD”. The information in Item 7.01 of this Current Report on Form 8-K and
the exhibit furnished therewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, and shall not be or be deemed to be incorporated by reference in
any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing.
ITEM 9.01 Financial
Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
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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By: |
/s/ Marek Bakun |
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Marek Bakun |
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Chief Financial Officer |
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| Date: May 20, 2019 |
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Exhibit 99.1
FORWARD LOOKING STATEMENTSIf we refer to “we,” “us,” “our,” “St. Joe” or “the Company,” we mean The St.
Joe Company and its consolidated subsidiaries. Certain statements contained in this presentation (other than statements of historical fact) are forward-looking statements. Words such as “believe,” “estimate,” “expect,” “intend,” “anticipate,”
“will,” “could,” “may,” “should,” “plan,” “potential,” “proposed”, “predict,” “forecast,” “project,” and similar expressions and variations thereof identify certain of such forward-looking statements, which speak only as of the dates on which
they were made. Such forward-looking statements include our growth strategy, [planned] [projected] gross capital allocation, milestone goals and information on current development projects and future project pipelines and proposed developments,
as well as the related underlying assumptions, which are based on management’s current development plan but may not be completed on the timeframe or in the manner currently proposed, and may never be developed, and expectations on timing of
third-party approvals relating to the Latitude Margaritaville Watersound project. Although forward-looking statements are made based upon management’s current expectations and beliefs concerning future Company actions and developments and their
potential effect upon the Company, a number of factors could cause the Company’s actual results to differ materially from those set forth in the forward-looking statements. Although we believe any forward-looking statements are based on
reasonable assumptions, certain important factors may have affected and could in the future affect the Company’s actual financial results and could cause the Company’s actual financial results for subsequent periods to differ materially from
those expressed in any forward-looking statement made by or on behalf of the Company, including (1) any changes in our strategic objectives or our ability to successfully implement such strategic objectives; (2) any potential negative impact of
our longer-term property development strategy, including losses and negative cash flows for an extended period of time if we continue with the self-development of recently granted entitlements; (3) significant decreases in the market value of
our investments in securities or any other investments; (4) our ability to capitalize on strategic opportunities presented by a growing retirement demographic; (5) our ability to accurately predict market demand for the range of potential
residential and commercial uses of our real estate; (6) volatility in the consistency and pace of our residential real estate sales; (7) any downturns in real estate markets in Florida or across the nation; (8) any reduction in the supply of
mortgage loans or tightening of credit markets; (9) our ability to fully recover under claims for losses related to Hurricane Michael; (10) our dependence on the real estate industry and the cyclical nature of our real estate operations; (11)
our ability to successfully and timely obtain land use entitlements and construction financing, maintain compliance with state law requirements and address issues that arise in connection with the use and development of our land, including the
permits required for mixed-use and active adult communities; (12) changes in laws, regulations or the regulatory environment affecting the development of real estate; (13) our ability to effectively deploy and invest our assets, including our
available-for-sale securities; (14) our ability to effectively manage our real estate assets, as well as the ability of our joint venture partners to effectively manage the day-to-day activities of our joint venture projects; (15) increases in
operating costs, including costs related to real estate taxes, owner association fees, construction materials, labor and insurance, and our ability to manage our cost structure; (16) ability to mutually agree to joint venture structures with
our potential joint venture partners and to successfully enter into previously announced potential joint ventures; (17) as well as the uncertainties and risk factors discussed in our Annual Report on Form 10-K for the fiscal year ended
December 31, 2018, our Quarterly Report on Form 10-Q filed with the SEC on May 1, 2019, and our subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. There can be no
assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management.MISCELLANEOUS© 2019, The St. Joe Company, “St. Joe,” “JOE,”
the “Taking Flight” design, VentureCrossings, Pier Park North, and certain project names herein are registered service marks of The St. Joe Company or its affiliated companies and others. 2
Right – Size JOE Enterprise Act Like Responsible Owners Focus on Home Team
Advantages Create Growth Plan © 2019, The St. Joe Company 3 Foundation 2015 - 2018 Value Creation
4 Build Recurring Income Collaborate to Accelerate Make Every Square Foot Count Grow
Residential, Commercial, Hospitality © 2019, The St. Joe Company Value Creation Growth Plan 2019 - 2021 4
© 2019, The St. Joe Company 5TH FASTEST GROWINGCOUNTY IN THE COUNTRY 2017 - 2018 4TH FASTEST
GROWING COUNTY IN FLORIDA Walton County Spotlight JOE is a major private land owner in Walton County with 13,500+ ACRES 4.5% 29.7% $2.2 BILLION in single-family home sales Sources: US Census, Metro Market Trends 2010 - 2018 5 2018
© 2019, The St. Joe Company Annual Passengers JOE is a major private land owner in Bay County
with 120,900+ ACRES $2 BILLION in real estate transactions (increase of 13.53% from 2017) Bay County Spotlight Sources: Metro Market Trends, Northwest Florida Beaches International Airport, Visit Panama City Beach AIRPORT 238%
growth 2009 - 2018 15 MILLION VISITOR ROOM NIGHTS 2018 6 2018 1 MILLION
RESIDENTIAL HOMESITES AS OF MARCH 31, 2019 JOE HAS 773 Residential homesites under
contract to develop, expected to result in revenue of $74.5M over the next several years Not including Latitude Margaritaville Watersound or other new residential communities currently in planning COMMERCIAL LEASING AS OF MARCH 31, 2019 JOE
HAS 811,096 Square feet of net rentable commercial space (93% leased) which is a Increase from March 31, 2015 (548,750 square feet and 84% leased) APARTMENT UNITS PIER PARK CROSSINGS 240 UNITS(Under Construction) First 48 units completed
on May 10 are: Prospective tenant list is 500 AND GROWING 47.8% FULLY LEASED Because initial demand has been so high, permitting has already begun on PHASE 2 (additional 120 units) Broad Natural Demand 7 Sources: 10K, 10Q, HomeCorp
Management
ResidentialWatersound Origins SouthWood WaterColor Camp Creek* Breakfast Point East* Latitude
Margaritaville Watersound*Titus Road*Brannonville* Park Place* Mexico Beach Village**New Residential Community Hospitality Embassy Suites Hotel JV Camp Creek Inn Camp Creek Club Lifestyle Village Hotel at Northwest Florida Beaches
International Airport Bay Point MarinaPort St. Joe Marina All SegmentsPier Park Crossings Apartments JV TownePlace Suites Hotel JVBreakfast Point Residential Watersound Origins ResidentialWaterColor Crossings Two-Tenant Commercial Building
South Walton Commerce Park Flex Space Building WaterSound Beach Club ExpansionPanama City Beach Gulf Front Vacation Rental HomesWindMark Beach Residential 2019 2018 Initiated development or construction Intend to initiate
development or construction Already Initiated (as of May 20, 2019) Sources: 10K, 10Q NOTE: Subject to Change 2018 – 2019 Defined Projects 8 CommercialWatersound Origins Crossings Apartments JV WaterCrest Assisted Living JV at
TopsailSacred Heart Health Care Facility at Watersound Origins Busy Bee Convenience Store JVStarbucks at Beckrich Office ParkFirst Watch Restaurant at Topsail West Pier Park Northwest Commercial BuildingCapital City Bank Building at Breakfast
PointVentureCrossings Flex Space Building Beach Commerce Park Flex Space Building Cedar Grove Commerce Park Flex Space BuildingBeckrich Office Park Building #3 Watersound Origins Multi Tenant Commercial Building Mexico Beach Village Apartments
Progress Report Bay-Walton Sector Plan Entitlements for 145,000+ Units in Bay County (Approved)Off-Site
Sanitary Sewer Main Along County Road 388 (Completed)Detailed Specific Area Plan (DSAP) for Latitude (Approved by Bay County in February of 2019 )West Bay Parkway 4-lane road from entrance of Latitude on State Road 79 to Airport (Construction
Commenced in March of 2019)Planning underway for commercial and marina villageJoint Venture documents drafted for Phase 1, 3,500 unitsPlanning underway for Phase 2, an additional 3,500 unitsMinto Board approval scheduled for 6/18/19Break ground
2019Models 2020/2021 9 © 2019, The St. Joe Company Latitude Margaritaville Watersound 9
Residential $300 Leasing $470 Hospitality $130 Total $900 10 © 2019, The St. Joe
Company © 2019, The St. Joe Company Planned Gross Capital Allocation 2019 – 2021 NOTE: The time frame for these expenditures and investments will vary based upon the type of project. The above amounts represent the projected three year
expenditures, including financed amounts. Amounts subject to change. 10 (in millions)
© 2019, The St. Joe Company HOMESITES APARTMENT AND ASSISTED LIVING UNITS HOTEL ROOMS COMMERCIAL
SQUARE FEET CLUB MEMBERSHIPS 1,000 PER YEAR 1,300 900 1.5MM 1,400 Under development, under construction or completed. Managed, owned or partially owed with a JV Partner. Unit Milestones 11 2021 NOTE: Subject to Change
Key Takeaway 12 © 2019, The St. Joe Company Expect MeasurableMulti – Generational Value
Creation Watersound Origins Event GKN at VentureCrossings WaterColor Inn WaterSound Beach Club © 2019, The St. Joe Company Key Takeaway 12