The SEC filing, made under the name “New Patriot Transportation Holding,” detailed plans for the transportation business after it is spun off as a separate company. Ted Baker, Tom’s father, will be executive chairman of the transportation company, the filing said.
Meanwhile, current Patriot Executive Chairman John Baker, Ted’s brother, will remain executive chairman of the real estate company and Tom Baker will also be CEO of that company, John Baker said last week.
The spinoff plan calls for the current Patriot Transportation to be reorganized and renamed FRP Holdings Inc. FRP will then spin off the transportation business into a new company that will take on the old name, Patriot Transportation Holding, with the real estate company retaining the FRP name.
Stockholders will get one share of the new Patriot for every three shares of FRP that they own.
The FRP shares will trade on the Nasdaq Global Select Market under the ticker symbol “FRPH” and the new Patriot shares will trade under “PATI,” according to the SEC filing. The company’s shares currently trade under “PATR.”
Patriot’s trucking business hauls petroleum products, chemicals and dry bulk commodities in six Southeastern states. It specializes in petroleum-related products, which account for about 82 percent of its business, according to the SEC filing.
The filing said the transportation business produced revenue of $97.1 million and net income of $2.4 million in the nine-month period ended June 30.
The current Patriot, consisting of the transportation and real estate businesses combined, had total revenue of $120 million and net income of $7.5 million in the nine-month period.
The real estate business develops commercial properties largely in the Washington, D.C., region, and also owns land that is leased under mining royalty agreements.
The transportation and real estate businesses were started as ancillary businesses of construction materials company Florida Rock Industries Inc., which was founded by John and Ted Baker’s father. Florida Rock spun off the businesses together as a public company called Florida Rock & Tank Lines in 1986, and that company was eventually renamed Patriot in 2000.
The Baker family owns more than 30 percent of Patriot’s shares.
Patriot expects to complete the spinoff plan within eight months.
APR Energy shuffles top management
APR Energy PLC last week announced a shuffling of its top management.
John Campion, who had been chief executive officer, was named executive chairman, while APR President Laurence Anderson was promoted to CEO.
Michael Fairey, who had been non-executive chairman of the board, resigned from that position.
Jacksonville-based APR provides interim power plants around the world on a fast-track basis.
Campion and Anderson formed the company in 2004 by acquiring Alstom Power’s power rental business.
The company also last week announced adjusted earnings of $52 million, or 55 cents a share, for the first six months of 2014. Revenue was $254.2 million, about triple the revenue in the first half of 2013.
“Overall it has been a solid period for the group with strong year-on-year growth. Our focus on contract renewals has paid off, as illustrated by our 90 percent contract renewal rate and the extension of our contracts in both Libya and Uruguay,” Anderson said in a news release.
“We continue to see many opportunities in both emerging and developed markets across the world to deploy semi-permanent power solutions although, as ever, the timing of large-scale power projects will remain difficult to predict,” he said.
Although APR is headquartered in Jacksonville, the international company’s stock trades on the London Stock Exchange.
The stock fell 41.5 pence to 505.5 Wednesday after the announcements.
Fidelity acquires control of Atlanta title firm
Fidelity National Financial Inc. last week acquired a majority interest in an Atlanta title firm after a principal of that firm was accused of embezzlement.
Fidelity National Title Group agreed to acquire 70 percent of Landcastle Title to protect customers of Landcastle, according to a letter posted on the website of Atlanta law firm Morris Hardwick Schneider. The law firm, which specializes in real estate closings, owned Landcastle.
“As you may have heard, we recently learned of substantial escrow account misappropriations within the law firm of Morris Hardwick Schneider. These activities could have negatively impacted the future of our company and our customers,” the letter said.
It didn’t provide details, but The Atlanta Journal-Constitution reported that a lawsuit filed in Fulton County Superior Court alleges that Nathan E. “Nat” Hardwick IV embezzled more than $30 million from escrow and other accounts.
The law firm’s letter said that Hardwick had resigned from the firm.
“FNTG’s acquisition of Landcastle was precipitated by a significant shortage in the accounts of MHS and Landcastle, of which Fidelity became informed by the partners of MHS. Last week, Fidelity’s teams of managers, auditors, accountants, and attorneys worked (with) FNTG’s partners to obtain a better understanding of the shortages and its cause,” it said.
“As a result of their findings, FNTG became convinced that the best way to protect your funds, your transactions, our mutual customers, MHS’ and Landcastle’s employees, and the goodwill of the mortgage and title insurance industries was to fund the shortages and acquire an ownership interest in Landcastle.”
Jacksonville-based Fidelity did not make any announcement or SEC filing about its investment in Landcastle, an indication that its investment was not significant for the company.
Senior Vice President Daniel Murphy said by email that he had no information to add beyond what was posted by the law firm.
Michaels stock up on first earnings report
The Michaels Companies’ initial public offering two months ago was basically a flop, as far as the stock price was concerned.
However, the arts and crafts retailer’s stock perked up last week after the company released its first earnings report since going public.
Michaels reported adjusted earnings (excluding IPO-related costs) of $30 million in the second quarter ended Aug. 2, up from $21 million last year. Adjusted earnings per share of 15 cents were 7 cents higher than the average forecast of analysts, according to Thomson Financial.
Second-quarter sales rose by 4.9 percent to $948 million and comparable store sales (sales at stores open for more than one year) rose 3.2 percent.
Texas-based Michaels, which has one of its seven distribution centers in Jacksonville, operated 1,147 Michaels stores and 117 Aaron Brothers stores at the end of the quarter.
The company completed its IPO on July 2 by selling 27.8 million shares at $17 each, which was the low end of its hoped-for price range of $17 to $19.
After selling at the low end, the stock dropped even more when trading began on the Nasdaq market. It fell as low as $14.51 last month.
However, the stock rebounded Wednesday after the positive earnings report, rising $1.40 to $16.54, and reached $16.90 by Thursday’s close, getting nearer to the IPO price.
Billionaire takes interest in Drone Aviation
One of Jacksonville’s newer public companies announced last week that one of the world’s richest entrepreneurs has taken an interest in the company.
Drone Aviation Holding Corp. announced that South Florida businessman Phillip Frost led a private placement of up to $1.5 million in preferred stock, which can be converted into common stock. Also, Frost will head a “strategic advisory board” to assist the company.
Drone Aviation is a developer of specialized tethered drones and lighter-than-air aerostats. It became public in the spring by merging with an existing public company.
Frost, who has been involved with several pharmaceutical businesses, ranks as the 448th richest person in the world with an estimated net worth of $3.7 billion, according to Forbes magazine.
Frost is currently CEO of Miami-based Opko Health Inc.
Greene joins Jacksonville Bancorp board
Jacksonville Bancorp Inc. last week announced that A. Hugh Greene, president and CEO of Baptist Health, was appointed to the company’s board of directors.
Greene will also join the board of the company’s subsidiary, The Jacksonville Bank.
Moody’s upgrades Web.com rating
Moody’s Investors Service last week said it upgraded Jacksonville-based Web.com Group Inc.’s first lien senior secured credit facility ratings to Ba2 from Ba3 and maintained the company’s positive ratings outlook.
“The positive outlook reflects Moody’s expectations that Web.com’s free cash flow will remain relatively strong despite the company’s recent downward revision of fiscal year 2014 revenue and free cash flow guidance. The positive outlook anticipates further improvement in the company’s credit metrics through continued application of free cash flow proceeds towards debt reduction,” the ratings agency said in a news release.
It said the upgrade of the first lien debt rating followed Web.com’s reduction of some of that debt.
Patriot Transportation Holding Inc. CEO Tom Baker will become the chief executive of two publicly traded companies when the company splits up its transportation and real estate businesses, according to a Securities and Exchange Commission filing.