Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Gyrodyne Agrees to Sell 9-Acre Parcel for $16.8 Million (8/29/19)
Gyrodyne, LLC, a New York limited liability company (the “Company”), has announced the execution by its subsidiary GSD Flowerfield LLC, a New York limited liability company (“GSD”), of Purchase and Sale Agreement (the “Agreement”) effective as of August 27, 2019 (the “Effective Date”) for the sale of an approximately 9.0 acre parcel of vacant land (the “Property”), which Property forms a portion of the Company’s Gyrodyne/Flowerfield complex in Smithtown, New York for a purchase price of $16,800,000 to BSL St. James LLC, a Delaware limited liability company (“BSL”).
The Agreement requires: (i) an investigation period that will expire after a set period, during which time BSL will have the right to terminate the Agreement by written notice to GSD if BSL will not be fully satisfied, in BSL’s sole discretion, as to the status of title, suitability of the Premises and all factors concerning same, prior to the expiration of the investigation period, in which case BSL will have the right to receive a refund of its earnest money deposit; (ii) if BSL does not terminate the Agreement on or prior to the end of the investigation period, BSL will be obligated to deliver an additional earnest money deposit to the escrow agent, which together with the initial earnest money deposit will be applied toward the purchase price at closing; (iii) unless BSL terminates the Agreement on or prior to the end of the investigation period, the closing will occur on the 30th day following the earlier of (y) the Town of Smithtown’s granting of the Site Plan Approval (as defined in the Agreement and as described below); or (z) BSL’s waiver of the Site Plan Approval.
The Agreement is also contingent on the receipt of Subdivision Approval (as defined in the Agreement and as described below) and Site Plan Approval. The Subdivision Approval condition requires that GSD obtain a subdivision of the Gyrodyne/Flowerfield complex into separate parcels to create the Property (as generally depicted in the Agreement) within a specified time following the last day of the investigation period. If such Subdivision Approval is not obtained within such specified time following the last day of the investigation period, each of GSD and BSL have the right to terminate the Agreement. The contract provides a limited right of BSL to terminate the Agreement in the event the subdivision approval contains requirements specified in the Agreement. In the event the Subdivision Approval has not been denied by the Town of Smithtown at or prior to the last day of the specified period, GSD shall have the right to extend its time to obtain the Subdivision Approval for a specified period of time. If such Subdivision Approval is not obtained within such additional time, each of GSD and BSL have the right to terminate the Agreement.
The Site Plan Approval is specifically delineated in the Agreement. If BSL fails to obtain the Site Plan Approval prior to the later of subclauses (i) or (ii) above, BSL may cancel the Agreement, waive the Site Plan Approval contingency, or extend the site plan period for a specified period upon the payment of an extension fee. If, after such extension, BSL fails to obtain the Site Plan Approval, BSL may cancel the Agreement, waive the Site Plan Approval contingency, or extend the site plan period for an additional specified period with a second non-refundable extension fee.
The Agreement also contains additional customary covenants, conditions, representations and warranties.
The foregoing description of the Agreement is only a summary of its material terms, does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the full text of the Agreement, which is attached hereto as Exhibit 10.1.
The Company estimates that the closing of the sale of the Property will have the effect of raising the value of the net assets in liquidation (“Net Asset Value” or “NAV”) per share by $4.10. The pursuit of entitlements related to the Property and adjacent parcels will also have the effect of extending the estimated liquidation timeline by 18 months. While the Company is contemplating measures to contain costs and reduce the level of operating expenses in the later stages of its dissolution, we are increasing the expense reserve (the estimated costs in excess of receipts) per share by $1.72 to reflect the longer time period. The net effect of these changes is to increase the NAV to $20.20 per common share, an increase of $2.38 from the June 30, 2019 NAV of $17.82 per common share.
https://www.sec.gov/Archives/edgar/data/1589061/000143774919017657/gyrllc20190829_8k.htm
Gary Fitlin, President and CEO, presented remarks at the Company’s 2019 Annual Shareholders Meeting (6/24/19)
https://www.sec.gov/Archives/edgar/data/1589061/000143774919012488/ex_148321.htm
Competing option emerges for proposed sewage treatment plant in Smithtown (5/13/19)
Town officials worried about lack of a wastewater infrastructure said they still prefer the Gyrodyne property over an assemblyman's alternative site in Kings Park.
By Nicholas Spangler
Assemb. Steve Englebright (D-Setauket) has proposed an ambitious alternative to a possible sewage treatment plant in northeastern Smithtown, as town officials’ concerns over stalled sewering plans took on new urgency.
Officials for Smithtown and Gyrodyne, the former defense contractor that proposes to develop its 62-acre property near Route 25A, have said a sewage treatment plant planned there could serve downtown St. James and a hotel and assisted living facility planned there.
“They’re talking about putting high-nitrate effluent into groundwater” that runs into environmentally sensitive Stony Brook Harbor, Englebright said in an interview last week. An alternative, he said, would be to transfer development rights from Gyrodyne to the former Kings Park Psychiatric Center while continuing to search for a site for a plant to treat St. James and downtown Smithtown.
Smithtown Supervisor Edward Wehrheim said last week that the town has evaluated and rejected several alternate sites for a St. James-Smithtown treatment plant.
Town spokeswoman Nicole Garguilo said, "We're sympathetic to his environmental concerns, but it should be noted that the private project as well as the whole Gyrodyne campus is zoned industrial" and is located outside of the deepwater recharge zone for the harbor.
Officials for Gyrodyne and New York State Parks did not comment.
Wehrheim and other Smithtown officials appear increasingly concerned over a planned Kings Park sewer system. That project has been stalled for months, awaiting New York State Assembly approval to convey a parcel of land for a critical pump station from the town to Suffolk County, a process known as alienation. The county would build and maintain the system.
“We are in crisis,” the council wrote in a letter prepared to be sent this week to Assembly Speaker Carl Heastie, asking to put the transfer to a floor vote. “Our small mom-and-pop business districts require wastewater management infrastructure to survive.”
Adding to the urgency, town and civic officials said, is a May 2 letter that the Environmental Protection Agency sent to a Kings Park commercial property owner threatening fines of up to $286,586 for operating a banned large-capacity cesspool. It is not clear how many property owners might be operating similar cesspools.
Smithtown officials have in recent weeks approved appraisal of a small parcel in Kings Park where they could locate the pump station should the alienation not go to a vote.
Deputy Supervisor Thomas McCarthy said the possible purchase “allows us not to be held hostage by Assemblyman Englebright.”
Englebright said he had not stalled the transfer of land.
“They give me powers that I don’t have,” he said.
https://www.newsday.com/long-island/suffolk/gyrodyne-sewage-treatment-plant-alienation-1.31019948
Don't let legislative moves block Kings Park growth (5/07/19)
By The Editorial Board
Kings Park has waited for sewers for years. Civic groups and local businesses want them to revitalize the downtown. The Town of Smithtown is on board, as is Suffolk County.
The planning is done. And the project is fully funded, thanks to $20 million allocated by Gov. Andrew M. Cuomo in 2017. All that’s required is passage of a bill in Albany to transfer a small piece of town-owned land to the county for a required pump station.
Unfortunately, the measure is being held up by Assemb. Steve Englebright (D-Setauket), who is trying to get town officials to develop a comprehensive plan for sewers that includes needed systems for the downtown areas of Smithtown and St. James. Englebright, chairman of the Assembly’s environmental conservation committee, also is concerned about the traffic and environmental impacts of an unrelated, controversial development proposed for the Gyrodyne property in St. James. That proposal includes a sewage treatment plant that could serve St. James, but unfortunately the effluent to be pumped into the ground would travel north and end up in comparatively pristine Stony Brook Harbor.
The Albany slowdown has Smithtown officials considering buying a two-acre parcel in the same area of Kings Park, but farther off Main Street, for the pump station. That would require new plans, slow down the project and make it more expensive.
We understand Englebright’s concerns, but he shouldn’t use a worthy project so close to final approval as leverage to achieve something else.
The bill to help Kings Park got lost in the Big Ugly at the end of last year’s legislative session. That can’t happen again.
The ball is in Englebright’s court. Fighting for comprehensive planning is laudable. But getting this bill passed is essential. — The editorial board
https://www.newsday.com/opinion/editorial/kings-park-sewers-development-steve-englebright-1.30789682
St. James downtown renovation project could begin next summer (1/01/19)
Work along the Lake Avenue business corridor will include sewer line construction and replacement of a water main.
By Nicholas Spangler
An ambitious project to remake St. James’ downtown could start as early as next summer, Smithtown officials said.
The approximately $8.5 million project will be among the most significant infrastructure projects in the town in decades and will center on the Lake Avenue business corridor, closing portions of the road for four to six months. Work will include installation of a dry sewer line, replacement of an aging water main and streetscape improvements. Town officials have also spoken with Verizon and PSEG about coordinating utilities work in the area.
“There is going to be a cost to businesses, in terms of foot traffic,” Town Supervisor Edward Wehrheim said. “But we feel very confident that this will benefit those businesses” in the long-term.
The town council in December voted to hire Bohemia-based P.W. Grosser Consulting to help select a firm to oversee sewer design. Town officials and local business people have said that sewers are needed for an area that now relies on septic systems, allowing for water-intense uses such as large restaurants.
Councilmen Thomas Lohman and Thomas McCarthy are meeting weekly with town staffers on a plan to divide the mile-long project into block-long segments to minimize Lake Avenue closures, starting at North Country Road and working south to Patricks Way.
Traffic will be detoured to side streets during construction, which will take place during the day. Lohmann said nighttime work would cost as much as 30 percent more and would be too loud for nearby households.
Town officials have said they hope that the line will eventually link to a sewage treatment plant planned if development is approved at the Gyrodyne property near the Brookhaven Town border. Company officials have said they are open to that idea, but have not committed to it.
Mario Mattera, a board member of the Community Association of Greater St. James who also sits on the Suffolk County Water Authority board, said he and fellow residents were eager for work to start.
“We commend Wehrheim and the council,” he said. “Right now the only people making money on Lake Avenue are two massage parlors and a vape shop.”
That may be an overstatement, but Wehrheim said in a December interview that vacancy on the avenue has reached as high as 33 percent in recent years.
Even as the St. James project moves forward, planned Kings Park sewers, which town officials have said are similarly important for that hamlet to thrive, appear to be still stalled in the New York State Legislature. Funding of $20 million is in place but the town needs the legislature’s permission to transfer a piece of land to Suffolk County for use as a pump station.
Wehrheim planned to draw attention to the town’s predicament at Gov. Andrew M. Cuomo’s inauguration, and he and some heads of town departments may make a lobbying trip to visit key state officials in Albany in early 2019, town spokeswoman Nicole Garguilo said. “We want to show them where we are with projects and why we can’t move forward with them because of red tape.”
Approximate costs, expected to be funded by bonding or state and Suffolk County grants :
$3.9 million for sewer line
$2.4 million for water main
$2.2 million for road work
$175,000 planning, outreach and other
https://www.newsday.com/long-island/suffolk/st-james-downtown-1.25067352
Stony Brook research park aims to fuel 'high-tech highway' (9/09/18)
The park, to include as many as 11 buildings, is designed to spark the region's economy and fortify the eastern end of a 65-mile tech corridor that runs from New York City to Brookhaven National Laboratory.The park, to include as many as 11 buildings, is designed to spark the region's economy and fortify the eastern end of a 65-mile tech corridor that runs from New York City to Brookhaven National Laboratory.
By Ken Schachter
Long Island academic, business and political leaders plan to fill Stony Brook University’s fledgling Research and Development Park with as many as 11 buildings in a bid to spark the region’s economy and fortify the eastern end of a 65-mile “high-tech highway.”
“We envision a corridor that extends from New York City to Brookhaven National Laboratory,” said Stony Brook University president Samuel L. Stanley Jr., who also chairs the body that oversees the national laboratory.
Kevin Law, president and chief executive of the Long Island Association, the region’s largest business group, said the park is a key element in a strategy to use science and technology research centers to stimulate an economy slowed by its high cost structure.
The region’s pace of economic growth has averaged 1.2 percent per year since 2000, lagging the 1.6 percent national average, according to the Long Island Index 2018 report.
“Future economic growth on Long Island is largely going to emanate out of our research institutes,” said Law, who also co-chairs the Long Island Regional Economic Development Council and serves as chairman of the Stony Brook Council, a university advisory group.
Populating the decade-old research park with new facilities comes with a price tag.
More than $250 million already has gone toward acquiring the research park’s land and building the first two centers, the 100,000-square-foot Center of Excellence in Wireless and Information Technology (CEWIT), which opened in 2008, and the 49,000-square-foot Advanced Energy Research and Technology Center, which opened two years later.
Most of that money went to St. James-based Gyrodyne Corp., which fought the state’s eminent domain offer of $26.3 million for the 245.5-acre site in the state Court of Claims, ultimately winning $167.5 million, including interest.
Two other facilities, the $60 million Innovation and Discovery Center and the $75 million Institute for Discovery and Innovation in Medicine & Engineering, or I-DIME, are expected to open in July 2019 and December 2021, respectively.
IDC is designed to house companies ready to graduate from startup incubators but not ready to rent commercial space, while I-DIME will house companies that conduct research on biomedical devices like brain chips and apply computer analytics, or “big data,” to develop pharmaceuticals.
Stanley said IDC and I-DIME will bring the research park closer to “critical mass,” so it becomes a magnet for researchers, startups and corporate tenants, and becomes more financially self-sufficient.
Nearly all the funding so far has come from Albany, with State Sen. Kenneth P. LaValle (R-Port Jefferson), chair of the Higher Education Committee, championing funding for additional research centers.
“I call this a high-tech highway from Brookhaven National Laboratory forward,” he said.
Included in the corridor envisioned by LaValle and others are Cold Spring Harbor Laboratory, the Broad Hollow Bioscience Park at Farmingdale State University, New York Institute of Technology and Northwell Health’s Feinstein Institute for Medical Research.
The research park also is courting established businesses.
Two former Long Island corporate stalwarts, enterprise software maker CA Technologies and the former Symbol Technologies bar code business acquired by Motorola in 2007, have left research facilities at CEWIT amid shifts in focus and ownership. Symbol’s business, formerly based in Holtsville, was absorbed in a 2014 acquisition by Lincolnshire, Illinois-based Zebra Technologies, while CA moved much of its development work out of its former Islandia headquarters even before its $18.9 billion acquisition announced in July by Broadcom, based in San Jose, California.
Negotiations are under way, however, that could land an unnamed major corporate tenant at CEWIT within months, a Stony Brook executive said.
Officials acknowledge that government support will be crucial in raising the hundreds of millions of dollars required to build as many as seven more centers, but they expressed hope that private money will be added to the mix.
“In the future, I want to look at public-private partnerships to build these,” Stanley said. “They’re a tool to create an ecosystem and environment where companies are going to want to come because of the human capital we can provide.”
“Gov. Andrew Cuomo has bought into this concept” in the hope of generating future economic growth, Law said. “The governor often refers to the research corridor as being similar to the Research Triangle [Park] in North Carolina.”
That facility, sitting between Duke University, the University of North Carolina, Chapel Hill, and North Carolina State University, was one of several facilities visited by Stony Brook strategists working on developing their own research park.
The Triangle, as it is known, was founded in 1959, according to its website, when North Carolina’s annual personal income ranked 49th among all the states. The Triangle is credited with helping the state move from an economy based on tobacco, textiles and furniture. Its personal income rank sat at 18th as of the first quarter of 2018, according to the Bureau of Economic Analysis.
The early years of the Triangle “were relatively slow,” according to a retrospective story on its website, but growth exploded in 1965 when IBM announced it was building a research facility.
LaValle said the Stony Brook park also will gain momentum.
“We’re beginning to move,” he said. “That site will begin to bear fruit.”
Stony Brook University Research and Development Park
Opened: 2008
Size: 245.5 acres
Investment to date: More than $250 million
Buildings: 2 open, 2 in the works
Number of companies: 16
https://www.newsday.com/business/technology/stony-brook-research-and-development-park-1.20868086
GAMCO Investors, Inc. beneficially owns 138,892 shares (7/06/18)
Controls 9.37 percent.
https://www.sec.gov/Archives/edgar/data/807249/000080724918000131/gyro_02.htm
CEO Remarks (6/29/18)
https://www.sec.gov/Archives/edgar/data/1589061/000143774918012677/ex_117187.htm
Investor Presentation (6/29/18)
https://www.sec.gov/Archives/edgar/data/1589061/000143774918012677/ex_117190.htm
Director Philip Palmedo buys 1,220 shares on 6/06/18 (6/06/18)
Price paid range was $20.30.
This was direct purchase.
Controls 15,314 direct shares and 1,591 indirect shares.
https://www.sec.gov/Archives/edgar/data/1244374/000143774918011896/xslF345X03/rdgdoc.xml
Director Nader Salour buys 1,000 shares between 6/18/18 and 6/20/18 (6/20/18)
Prices paid range from $19.875 to $19.90.
Controls 3,866 shares.
https://www.sec.gov/Archives/edgar/data/1380362/000121465918004538/xslF345X03/marketforms-42298.xml
Beneficial Owners of 5% (5/18/18)
Poplar Point Capital Management, LLC
840 Hinckley Road,
Suite 250
Burlingame, CA 94010
179,904 shares
12.1%
Mario Gabelli /Gamco Asset Management Inc./Gabelli Funds/FSI, Teton Advisors
One Corporate Center
Rye, New York 10580
122,477 shares
8.3%
Grantham, Mayo, Van Otterloo & Co., LLC
40 Rowes Wharf
Boston, MA 02110
119,888 shares
8.1%
Neil Subin
Milfam LLC
3300 South Dixie Highway
Suite 1-365
West Palm Beach, Florida 33405
117,151 shares
7.9%
Towerview LLC.
460 Park Avenue
New York, NY 10022
101,500 shares
6.8%
MFP Investors LLC
909 Third Avenue
New York, New York 10022
80,100 shares
5.4%
https://www.sec.gov/Archives/edgar/data/1589061/000143774918010701/gyrllc20180518_def14a.htm
Gyrodyne to spend $1.1M to expand SBU space, filing shows (5/16/18)
The former defense contractor envisions development at its St. James property that would support nearby Stony Brook University.
By Nicholas Spangler
Gyrodyne will spend $1.1 million to expand space leased by Stony Brook University Hospital at its St. James property, according to recent filings with the U.S. Securities and Exchange Commission.
A lease agreement signed last year calls for the hospital to double the space it rents at the site, to more than 26,000 feet.
Former defense contractor Gyrodyne plans to wind down operations after selling most of nine lots of the 75-acre Flowerfield property near Route 25A and Mills Pond Road. The company applied to the Town of Smithtown last month for subdivision approval, but a town-ordered environmental impact study must come first and could take months or years to complete.
Gyrodyne envisions projects at the site at the Smithtown-Brookhaven town border that would be “supportive and beneficial” to the nearby university, including a 150-bed hotel with conference facilities, medical offices and assisted living facilities, according to a quarterly SEC filing released last week. The company is also seeking to reopen a closed Long Island Rail Road crossing on the east side of the property to foster “synergies” with the university, which owns properties east of the railroad tracks.
Opening that crossing to automobile traffic could mitigate the development’s impact to area roads, according to the company.
Brookhaven Town Supervisor Edward P. Romaine, however, said in a statement last month that the opening could put more traffic onto already overburdened Stony Brook Road via Development Drive. The town “is prepared to take whatever step is necessary to prevent this from happening,” Romaine said.
Smithtown officials have said little publicly about the Gyrodyne proposals, but Romaine and other Brookhaven leaders remain skeptical.
“The proposed development has the potential for significant impacts on the environment, traffic, water quality” and air quality in St. James, Head of the Harbor and the Town of Brookhaven, Romaine said in a statement last month.
Gyrodyne’s SEC filing said development would create “a beautiful, environmentally sound and amenity enriched community that wouldn’t overly burden existing infrastructure and the local community with the additional costs of public education” while adding “significant” tax base to Smithtown and Smithtown Central School District. It said nothing about potential benefits to Brookhaven.
Gyrodyne President Gary Fitlin did not respond to a request for comment.
https://www.newsday.com/long-island/suffolk/gyrodyne-stony-brook-university-1.18543404
Smithtown discusses deal for a shared sewer plant at Gyrodyne (3/22/18)
Officials say the move would help grow downtown St. James and serve development proposed at the 62-acre Gyrodyne property.
By Nicholas Spangler
Smithtown officials will explore a deal for sewers in downtown St. James with a company proposing a major subdivision in the town.
Under the deal, Smithtown would use a planned sewage treatment plant intended to serve future development of the 62-acre Gyrodyne property, Supervisor Edward Wehrheim said at a St. James Chamber of Commerce meeting Tuesday. The Gyrodyne site is a mile northeast of the northern end of Lake Avenue, St. James’ main thoroughfare, and borders the Town of Brookhaven. It is one of the largest undeveloped sites in western Suffolk County.
“We are supportive of Supervisor Wehrheim’s approach and we will devote time and effort to study his suggestion,” Gyrodyne CEO Gary Fitlin said in an interview. Gyrodyne will study the engineering needed for plant expansion, Fitlin said, adding that there were a number of possible ownership and operating models for a shared plant.
Should a deal prove unfeasible, the town will consider a plant in Smithtown to serve both hamlets, Wehrheim said in an interview.
Gyrodyne, a former defense contractor now operating as a real estate investment trust, submitted documents to the town with its subdivision application envisioning a $150 million development with a hotel, assisted living units and medical offices, all served by a sewage treatment plant on the site’s northeast. Some residents and elected officials in neighboring Brookhaven Town and Head of the Harbor Village oppose those uses, which they say would clog area roads.
Top town planner David Flynn said in an interview that a sewer system might cost $40 million, not including land, enough that a deal between the town and company might not make financial sense. For Gyrodyne to build a plant big enough to serve St. James “would mean they’re giving up some of their land that would be profitable to them.”
Advocates say sewers would mean cleaner water and new water-intense uses like apartments and restaurants. Those uses are difficult or impossible now in St. James because of the area’s reliance on lower-volume cesspools and septic systems.
William J. Garthe, a chamber board member who runs a real estate company and owns property on Lake Avenue, said a deal with Gyrodyne could be beneficial. “They have the space and they’re community minded.”
https://www.newsday.com/long-island/suffolk/st-james-sewers-gyrodyne-1.17613400
Legislative committee approves appraisal for Gyrodyne property (11/13/17)
Officials, fearing impact of company’s plans for hotel, assisted-living facility on property near the Smithtown-Brookhaven border, move to purchase and preserve 41 acres
By Nicholas Spangler
The Suffolk County Legislature’s Environment, Planning and Agriculture Committee on Monday approved appraisal of the 62-acre Gyrodyne property near the Smithtown-Brookhaven border, a step toward possible county purchase and preservation of the land.
The bill authorizing appraisal, sponsored by committee chairwoman Legis. Kara Hahn (D-Setauket), is the first step in the county’s land acquisition process. It moved out of committee with a 4-0 vote, with one member absent, and will go before the full legislature Nov. 21.
Hahn has proposed buying about 41 acres of fields, woods and a pond with county open-space funds.
“I support this,” said Legis. DuWayne Gregory (D-Amityville). “I can’t believe some of the potential plans for this site. I can’t see how the area can handle that much traffic.”
Gyrodyne, a former helicopter manufacturer that now operates as a real estate company, submitted plans to Smithtown over the summer that envisioned a hotel, offices and assisted living at its Smithtown-Brookhaven property, a rough triangle formed by Route 25A, Mills Pond Road and the Long Island Rail Road.
Gyrodyne president Gary Fitlin could not be reached Monday. In a statement last week, COO Peter Pitsiokos said that under the company’s plan, 30 acres of the site would remain open space. He did not address the proposed legislation.
The property is one of the largest undeveloped tracts left in western Suffolk County.
Company representatives are scheduled to appear before the Smithtown Planning Commission on Wednesday for a subdivision application. Subdivision of the property could increase its value for Gyrodyne, which announced plans in late June to wind down operations and sell its assets by the end of 2018.
Hahn and other officials representing the area have warned that development could increase congestion on already crowded roads to dangerous levels, threaten ground water and add to demand for services like fire protection.
“We are struggling,” Hahn said in an interview last week. “There are safety problems that would be exacerbated by this kind of project.”
Brookhaven Supervisor Ed Romaine said in a statement Monday that “The Town of Brookhaven is adamantly opposed to any development plan that would create more traffic for Stony Brook Road, which is only one of two ways for accessing the State University at Stony Brook.”
A Suffolk County budget official did not respond Monday to questions about money available in the open space fund, which is funded by a quarter-cent sales tax.
With Carl MacGowan
https://www.newsday.com/long-island/gyrodyne-property-preservation-1.14963874
Pols: Suffolk County should buy, preserve part of Gyrodyne site (11/10/17)
Ex-defense contractor submitted plans envisioning assisted-living facility and office buildings on site. Two legislators want part of property preserved as open space.
By Nicholas Spangler
A Suffolk County legislator on Friday announced a proposal for the county to buy and preserve a portion of the 62-acre Gyrodyne property in Smithtown and Brookhaven.
Suffolk Legis. Kara Hahn (D-Setauket), flanked by elected officials and Stony Brook-area civic leaders on the steps of Smithtown Town Hall, warned that pending plans for development of the property — now mainly fields and woods — would lead to heavy traffic and contamination of North Shore waterways and bays.
The site, a rough triangle mostly in St. James formed by Route 25A, Mills Pond Road and the Long Island Rail Road tracks, is one of the largest undeveloped tracts remaining in western Suffolk County.
The county legislature’s Environment, Planning and Agriculture committee on Monday will take up Hahn’s bill, co-sponsored by Legis. Rob Trotta (R-Fort Salonga). It calls for the county to get appraisals of three parcels of the property totaling 41 acres — the first step before it can use open-space funds to purchase the parcels. The full legislature could take up the matter Nov. 21.
By selling to the county instead of to a developer, Gyrodyne would leave a “legacy to the community,” keeping the land “forever preserved,” Hahn said. A Gyrodyne preserve could join a greenbelt stretching from Stony Brook Harbor to Setauket, she said.
Gyrodyne, a former defense contractor, announced plans over the summer to wind down its operations and sell the site. It submitted conceptual plans to the town that envisioned an assisted-living facility, hotel and office buildings on the site, as part of a $150 million development.
A Smithtown planning board hearing on Gyrodyne’s proposal to subdivide the site is scheduled for Wednesday night.
In a statement, Gyrodyne chief operating officer Peter Pitsiokos said under the company’s plan, 30 acres of the site would remain open space, “forever preserving historic vistas.” The rest of the development, he said, “will primarily serve our community’s senior citizens, our children and others.” He did not address the proposed legislation.
Trotta said in an interview that the county appraisals could at least supply a price per acre for the site, providing a starting point for talks about a project “with minor development and open space, working with the community to find a solution for everyone involved.”
Cindy Smith, a Brookhaven resident who heads the Greater Stony Brook Action Coalition, said several civic groups were against development, which she said would bring the benefits of tax revenue to Smithtown while adding traffic and other burdens to Brookhaven.
“The civics of the Stony Brook area are vehemently opposed” to development, she said.
Brookhaven Supervisor Edward P. Romaine and Head of the Harbor Mayor Douglas Dahlgard also have said they were concerned about development at Gyrodyne.
Smithtown Town councilman Tom McCarthy said in an interview he would support partial preservation, keeping “the 25A historic corridor natural and scenic” and building in the middle of the site.
The town would require an environmental-impact statement before any major development, he said, a process that can take years.
Hahn said in an interview that opposition, combined with the uncertainty that the company or a developer could win town and county planning approvals, might encourage the company to negotiate with the county.
“It would probably be years of fighting,” she said. “Selling it would be a better option.”
https://www.newsday.com/long-island/suffolk/smithtown-gyrodyne-redevelopment-suffolk-hahn-1.14901208
Edward Romaine seeks reconsideration of Gyrodyne development (10/04/17)
By Rick Brand
Brookhaven Supervisor Edward Romaine and Three Village civic leaders pressed the Suffolk County Planning Commission Wednesday to reconsider approval of a Smithtown subdivision that could include a hotel and assisted living facilities until traffic studies and a master plan are done.
Romaine said he opposed subdivision of the 62.3-acre Gyrodyne property off Route 25A because county planners called for providing access along a private railroad right of way onto Stony Brook Road. The two-lane residential street already is snarled with traffic from Stony Brook University, he said.
“I’m strongly opposed to adding any traffic on Stony Brook Road,” Romaine said. “This will add a lot of traffic on a road that doesn’t need any more . . . It’s not the right way to go.”
Cindy Smith, head of Greater Stony Brook Action Coalition, said Stony Brook Road is a historic road originally built for horse traffic, but now carries more than 100,000 cars daily.
“At peak times, traffic is at a standstill,” Smith said. “As it is, emergency vehicles are often stuck in traffic, endangering lives.”
Valerie Smith, an assistant Suffolk County attorney, said there is no procedure for the commission to reverse its Aug. 2 decision. While several members of the commission sought to make a traffic study a condition of approval, they were outvoted and it was left only as a recommendation.
County planning staff said the uses sought in the subdivision application already are allowed under existing zoning.
But they said as conceptual plans become more specific, developers will have to obtain site plan approvals for each of the eight lots in the project, and the commission could direct that traffic studies be done.
They also said the Smithtown planning board has yet to schedule public hearings on the proposal and could also order an environmental impact study that would include a review of traffic impacts.
Romaine said a master plan for traffic is needed because Stony Brook University has grown to a campus of more than 25,000 students — but the main artery to the campus, four-lane Nicolls Road, has not been expanded in 60 years.
George Hoffman, co-chair of the citizens advisory committee for the Route 25A corridor, which is about to complete a two-year study, said the commission’s action “makes no sense” because the project’s impact goes beyond the border of a single town.
“This is a Smithtown project, but Brookhaven is directly affected,” Hoffman said. “You failed in your job to do regional planning.”
https://www.newsday.com/long-island/politics/edward-romaine-seeks-reconsideration-of-gyrodyne-development-1.14351054
Director Paul Lamb buys 1,500 shares on 8/25/17 (8/28/17)
Paid $20.44 per share.
Controls 4,368 shares in Lamb & Barnosky Profit Sharing Plan, of which Mr. Lamb is Trustee.
The Reporting Person is also the indirect owner: (x) as Trustee of the Paul L. Lamb, P.C. Defined Benefit Plan of 15,022 Common Shares representing limited liability company interest and (y) under the Paul L. Lamb IRA of 17,869 Common Shares representing limited liability company interest.
https://www.sec.gov/Archives/edgar/data/1244352/000089924317021064/xslF345X03/doc4.xml
Director Nader Salour buys 1,000 shares between 8/17/17 and 8/18/17 (8/18/17)
Prices paid range from $20.38 to $20.45.
Controls 2,866 shares.
https://www.sec.gov/Archives/edgar/data/1380362/000121465917005202/xslF345X03/marketforms-39476.xml
Director Nader Salour buys 1,020 shares on 8/15/17 (8/17/17)
Prices paid range from $20.20 to $20.45.
Controls 1,866 shares.
https://www.sec.gov/Archives/edgar/data/1380362/000121465917005188/xslF345X03/marketforms-39463.xml
Smithtown parcel could host hotel, offices under plan (8/20/17)
By Rick Brand and Nicholas Spangler
St. James real estate company is proposing to develop one of the largest tracts of industrial land in Smithtown into a hotel and medical facilities — but some town and village officials say they have traffic and environmental concerns about the plan.
Gyrodyne, the former defense contractor that owns the mostly open 62-acre Flowerfield tract off Route 25A near the Smithtown-Brookhaven border, has made applications to Smithtown and Suffolk County to subdivide the property.
The company envisions a $150 million development, with assisted living in addition to the hotel and medical offices, according to paperwork submitted with the applications.
The subdivision would be the biggest in years and probably the last of its size in Smithtown, which is mostly built out, said the town’s planning director, David Flynn.
The tract would be divided into eight parcels. Most of the land now is zoned for light industry, but the bulk of a 9.5-acre section zoned residential would remain as open space, in preliminary plans the company submitted.
The Suffolk County Planning Commission approved Gyrodyne’s subdivision application Aug. 2, and Smithtown’s planning board could schedule a hearing this fall, though the town’s chief planner said approvals could take years.
Smithtown’s traffic safety director and town engineer already have asked for additional studies and plan revisions. Gyrodyne or a future owner would need to obtain a special exception from the Smithtown Town Board to build a hotel or assisted living facility, but would only need site plan approval for offices.
The county planning commission is involved because the Gyrodyne tract sits at the intersection of state, town and village jurisdictions. County planning staff said at the Aug. 2 hearing that the proposed development could attract investment, maximize the tax base and create skilled employment opportunities.
Gyrodyne announced earlier this summer it would sell its assets and voluntarily unwind operations by the end of next year. Founded in the 1940s, Gyrodyne built helicopters and miltary drones at Flowerfield and by 1963 had more than 700 employees. The company started renting manufacturing space there for light industry in 1972. It eventually shed its manufacturing business and now operates as a real estate investment
In a brief phone interview, Gyrodyne president Gary Fitlin said the plan was designed to easily clear official reviews.
“We want to be a good neighbor, even though we are selling,” Fitlin said. “We did not go after maximum density . . . We are keeping a significant amount of open space in the development plan.”
Gyrodyne is not seeking any changes for a portion of the tract that houses an existing light industry park, he said. Most of the tenants are small businesses, including art studios and a gym. A caterer on the site owns its own property.
It was not clear if the company would seek to develop the property itself or sell the land to developers after winning approvals, and Fitlin did not make himself available to answer additional questions.
But Brookhaven Town Supervisor Edward P. Romaine and Head of the Harbor Village Mayor Douglas Dahlgard, whose communities abut the Gyrodyne property, said they worry the project would add more traffic to area roads — particularly Route 25A, the area’s major thoroughfare and Stony Brook Road, which intersects with 25A.
“We are going to be adamantly opposed to additional traffic on Stony Brook Road, and we will take whatever recourse under the law that we are allowed to do,” Romaine said in an interview Friday, amplifying concerns he expressed in a letter to the Suffolk County Planning Commission earlier this month. He pledged to attend an upcoming commission meeting in Shelter Island to speak on the issue.
Dahlgard wrote in an email to Newsday that he was concerned over fire coverage and the possibility of nitrogen from the development’s wastewater seeping into Stony Brook Harbor or into the village’s drinking water.
Smithtown Supervisor Patrick Vecchio declined to comment, saying he first wanted to examine the plans.
Michael Kaufman, a planning board member who proposed requiring a traffic study, also expressed concerns about the project’s impact on traffic on Route 25A, which he said was already over its planned capacity. He sought assurances about how a sewage treatment plant needed for the development could affect Stony Brook Harbor, and how developers could find “synergy” with nearby Stony Brook University. A Stony Brook representative declined to comment on the subdivision
Jennifer Casey, county planning commission chairwoman, said she favored mandating traffic studies on both Route 25A and Stony Brook Road, but said a commission majority opposed making it a requirement, instead opting to make it a recommendation.
“I understand his concerns because it is a big project,” Casey said of Romaine. She could not say if Brookhaven has any recourse after the board’s vote, but said she is willing to let Romaine speak at the next meeting.
The commission’s staff said new access to the site from Route 25A should only be considered if it is determined that access from Mills Pond Road or Stony Brook Road is inadequate.
But Romaine discounted the idea that traffic could be shifted onto Stony Brook Road by using an existing easement near the Long Island Rail Road tracks that stretches from the Gyrodyne property through Stony Brook University property, to Stony Brook Road.
“The recommendation fails to note . . . the existing . . . access is a private easement currently closed to traffic,” he said in his letter.
In addition, Romaine and Head of the Harbor Zoning Board of Appeals chairman Joseph Bollhofer have complained that they received scant notice or detail about the county hearing earlier this month. Casey said her agency followed the requirements for notification.
Romaine also sent a letter to the county legislature Presiding Officer DuWayne Gregory asking county lawmakers to pass legislation requiring the commission to give towns at least 10 days’ notice and the full details of any application. Without such information, Romaine wrote, “it hampers a town’s ability to provide an intelligent response.”
Gregory said Romaine’s suggestion did “not seem unreasonable” and he said he would talk to legislative counsel about drafting a resolution.
CORRECTION: A previous version of this story mischaracterized the status of a catering business. The business owns the land on which it operates. In addition, the size of the Flowerfield industrial tract in Smithtown was incorrect. It is 62.3 acres.
http://www.newsday.com/business/smithtown-parcel-could-host-hotel-offices-under-plan-1.14074793
Gyrodyne aims to sell properties, voluntarily unwind business (6/29/17)
By Ken Schachter
Gyrodyne LLC, the St. James real estate company that won a $167.5 million settlement in 2012 from New York State in an eminent domain battle, hopes to sell its assets and voluntarily unwind its operations by the end of 2018, the company’s chief executive said.
Gary Fitlin, president and CEO, said in a telephone interview this week that a $1 per share special dividend will be sent to the company’s public shareholders in July. The $1 special dividend represents the $2 million in net proceeds from selling two buildings in the Port Jefferson Professional Park.
The value of the company’s remaining assets — calculated at $17.97 per share as of June 23 — would be sent to stockholders after Gyrodyne’s properties are sold, Fitlin said.
Gyrodyne hopes to increase the value of its primary asset, the 62-acre Flowerfield property in St. James, by getting approval from the Town of Smithtown for a 150-room hotel and restaurant, medical office buildings and assisted living buildings. Another significant holding is a medical office park in Westchester County’s Cortlandt Manor.
Fitlin said Gyrodyne’s subdivision plan with the Town of Smithtown would leave open space for walking trails in accordance with the “vision” of the municipality.
“We’re not interested in extended debate with the town,” Fitlin said.
But he acknowledged that the effort to get the town’s clearance makes the timing of Gyrodyne’s voluntary liquidation uncertain.
“We’re hoping by the end of 2018,” he said. But “the town is in control of the process.”
Gyrodyne’s shares closed Thursday at $20.65, up 34 cents, on the Nasdaq Stock Market.
New York State’s $167.5 million payment to Gyrodyne stemmed from a 2006 lawsuit over a 245.4-acre parcel of company land that was condemned under eminent domain and annexed to Stony Brook University. Gyrodyne argued that the land — now the site of Stony Brook’s Center of Excellence in Wireless and Information Technology — was worth more than the $26.3 million the state initially paid.
Fitlin, formerly Gyrodyne’s chief financial officer, was named chief executive May 1 after Frederick Braun stepped down, effective April 30.
http://www.newsday.com/business/gyrodyne-aims-to-sell-properties-voluntarily-unwind-business-1.13770696
Sale of Property (6/15/17)
On June 15, 2017, Gyrodyne, LLC (the “Company”), through its wholly owned subsidiary GSD Port Jefferson, LLC, completed the sale of the two buildings located at 9 Medical Drive and 5380 Nesconset Highway in the Port Jefferson Professional Park for an aggregate purchase price of $2,000,000 pursuant to the previously announced Purchase and Sale Agreement dated as of March 30, 2017.
https://www.sec.gov/Archives/edgar/data/1589061/000143774917011402/gyrllc20170616_8k.htm
Gyrodyne Declares $1.00 Per Share Special Distribution (6/16/17)
ST. JAMES, New York, June 16, 2017 /PRNewswire/ -- Gyrodyne, LLC (NASDAQ: GYRO), an owner and manager of a diversified portfolio of real estate properties ("Gyrodyne"), announced today that its Board of Directors has declared a special cash distribution in the amount of $1,482,680 or $1.00 per share. The special distribution consists of the net proceeds from the recently consummated sale of two additional buildings in the Port Jefferson Professional Park. The distribution is payable on July 7, 2017 to shareholders of record as of June 27, 2017. The Company expects NASDAQ to set the ex-dividend date as June 23, 2017. Shareholders who sell their shares prior to the ex-dividend date will also be selling their right to receive the special cash distribution.
Gary Fitlin, President and CEO of Gyrodyne, said: "This cash distribution permits us to distribute the net proceeds from the two buildings in the Port Jefferson Professional Park that we sold in June 2017, consistent with our objective of returning cash to our shareholders periodically as we sell properties and implement our strategic plan to liquidate in due course. Gyrodyne intends to continue making special distributions as it executes on its strategic plan, and we look forward to implementing and executing additional events that will provide liquidity and value to our shareholders."
Gyrodyne is currently pursuing certain enhancements (inclusive of entitlements and rezoning) of its Flowerfield and Cortlandt Manor properties in an effort to maximize the value of those properties prior to their ultimate disposition. There can be no assurance concerning the type, form, structure, nature, results, timing or terms and conditions of any transaction that may result from the Company's enhancement efforts. The Company does not expect to pay quarterly or annual distributions, but rather special distributions as proceeds are generated from transactions during the liquidation process.
About Gyrodyne, LLC
Gyrodyne, LLC owns and manages a diversified portfolio of real estate properties comprising office, industrial and service-oriented properties in the New York metropolitan area. Gyrodyne owns a 68 acre site approximately 50 miles east of New York City on the north shore of Long Island, which includes industrial and office buildings and undeveloped property which is the subject of plans to seek value-enhancing entitlements. Gyrodyne also owns medical office buildings in Port Jefferson Station, New York, as well as Cortlandt Manor, New York which is also the subject of plans to seek value-enhancing entitlements. Gyrodyne's common shares are traded on the NASDAQ Stock Market under the symbol GYRO. Additional information about Gyrodyne may be found on its web site at www.gyrodyne.com.
http://www.prnewswire.com/news-releases/gyrodyne-declares-100-per-share-special-distribution-300475417.html
Gary Fitlin replaces Frederick Braun as President and CEO (4/19/17)
Gyrodyne, LLC and Frederick C. Braun III, our President and Chief Executive Officer, entered into a separation agreement dated April 6, 2017, pursuant to which Mr. Braun will be separating from the Company on mutually agreeable terms effective April 30, 2017. The decision to separate was a mutual one between the Company and Mr. Braun and made following discussions between the Company’s Board of Directors and management regarding the need for cost reductions.
Under the Agreement, the Company will pay Mr. Braun an aggregate separation amount of $285,000, which is the equivalent, in the aggregate, of 33.28 weeks of severance at his current rate of pay plus the amount of the bonus set forth in paragraph 3(b) of the employment agreement between Mr. Braun and Gyrodyne Company of America, Inc. dated May 15, 2013. The Separation Payment represents an amount that was already substantially expected to be paid to Mr. Braun upon the liquidation and dissolution of the Company and, accordingly, $275,000 of the Separation Payment was included in the estimated liquidation and operating costs net of receipts line item in the Company’s Consolidated Statement of Net Assets reported on a liquidation basis, which was included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and filed with the Securities and Exchange Commission on March 31, 2017. The Separation Payment is conditioned upon Mr. Braun signing a supplemental release by May 22, 2017 but not before April 30, 2017, and is payable in a single lump sum within three business days following the effective date of the supplemental release.
The Agreement was subject to a revocation period pursuant to which Mr. Braun had seven days following the date he signed the Agreement to change his mind. Such period expired on April 14, 2017 without revocation.
As a result of the mutual agreement between the Company and Mr. Braun that Mr. Braun will separate from the Company as its Chief Executive Officer and President effective April 30, 2017, the Board of Directors of the Company appointed Gary Fitlin, currently the Company’s Chief Financial Officer, as President and Chief Executive Officer, effective May 1, 2017.
https://www.sec.gov/Archives/edgar/data/1589061/000143774917006799/gyrllc20170419_8k.htm
MILLER LLOYD I III has increased their shares in $GYRO by 47% since their previous 13D/G filing - https://fintel.io/soh/us/gyro/miller-lloyd-i-iii
Gyrodyne Declares $1.50 Per Share Special Dividend (8/29/16)
ST. JAMES, N.Y., Aug. 29, 2016 (GLOBE NEWSWIRE) -- Gyrodyne, LLC (NASDAQ:GYRO), an owner and manager of a diversified portfolio of real estate properties ("Gyrodyne"), announced today that its Board of Directors has declared a special cash dividend in the amount of $2,224,020 or $1.50 per share. The dividend consists of the net proceeds from the recently consummated sales of three additional buildings in the Port Jefferson Professional Park. The dividend is payable on September 15, 2016 to shareholders of record as of September 9, 2016.
Fred Braun III, President and CEO of Gyrodyne, said: "This cash dividend permits us to distribute the net proceeds from the three buildings in the Port Jefferson Professional Park that we sold since our last cash dividend in May, consistent with our objective of returning cash to our shareholders periodically as we sell properties and implement our strategic plan to liquidate in due course. Gyrodyne intends to continue making special dividends as it executes on its strategic plan, and we look forward to implementing and executing additional events that will provide liquidity and value to our shareholders."
Gyrodyne is currently exploring certain enhancements of its Flowerfield and Cortlandt Manor properties in an effort to maximize the value of those properties prior to their ultimate disposition. There can be no assurance concerning the type, form, structure, nature, results, timing or terms and conditions of any transaction that may result from the Company's enhancement efforts. The Company does not expect to pay quarterly or annual dividends, but rather special dividends as proceeds are generated from transactions during the liquidation process.
About Gyrodyne, LLC
Gyrodyne, LLC owns and manages a diversified portfolio of real estate properties comprising office, industrial and service-oriented properties primarily in the New York metropolitan area. Gyrodyne, LLC owns a 68 acre site approximately 50 miles east of New York City on the north shore of Long Island, which includes industrial and office buildings and undeveloped property which is the subject of development plans. Gyrodyne, LLC also owns medical office buildings in Port Jefferson Station, New York and Cortlandt Manor, New York. Gyrodyne, LLC (through a wholly-owned subsidiary) is also a limited partner in Callery Judge Grove, L.P., the only asset of which consist of potential future payments upon the achievement of certain development benchmarks by the purchaser in the 2013 sale by the partnership of an undeveloped 3,700 plus acre property in Palm Beach County, Florida. Gyrodyne, LLC's common shares are traded on the NASDAQ Stock Market under the symbol GYRO. Additional information about Gyrodyne, LLC may be found on its web site at www.gyrodyne.com.
http://www.nasdaq.com/press-release/gyrodyne-declares-150-per-share-special-dividend-20160829-00629
Lloyd I. Miller, III owns 75,801 shares (8/16/16)
Controls 5.1 percent.
https://www.sec.gov/Archives/edgar/data/949119/000114420416120201/v447358_sc13g.htm
The previous Schedule 13G/A related to Oldco.
Net Assets in Liquidation $20.23 at 6/30/16.
The Company believes there will be an internal rate of return resulting from the land development costs that will enhance estimated distributions per share through the improved values from the sales of the Flowerfield and Cortlandt Manor properties.
Redevelopment Update
GAMCO Investors, Inc. beneficially owns 122,477 shares (6/22/16)
Controls 8.26 percent.
https://www.sec.gov/Archives/edgar/data/807249/000080724916000399/gyro_01.htm
GYRO pays $9.25 dividend.
Closed at $30.15 on 6/15/16.
GYRO has seen some price decay.
I sure hope investors realize that the date on which that company's shares will begin to trade without the dividend is the first business day following the payable date.
Gyrodyne provides update on Cortlandt Manor, announces sale of additional building at Port Jefferson (6/06/26)
COO Peter Pitsiokos gave a land development presentation to the Company’s shareholders at its 2016 Annual Shareholders Meeting held on 6/03/16. A proposed site plan with respect to the Cortlandt Manor property is shown below.
GYRO also announced at the 2016 Annual Meeting the consummation on 6/01/16 of the sale of an additional building in its Professional Park, 8 Medical Drive, by its wholly-owned subsidiary GSD Port Jefferson, LLC for $820,000.
http://www.sec.gov/Archives/edgar/data/1589061/000143774916033279/gyrllc20160603_8k.htm
Do you believe that Courtland and Flowerfield will also pay a nice special dividend? That is at least two more dividends, and maybe three if there is a Final payoff. Thinking about making a small investment here, I need to learn how this liquidation process works.
I thought I read somewhere, on Seeking Alpha I believe...that GYRO wants to finalize this process in 2016 if at all possible.
Any insights would be appreciated. Thanks!
Liquidations are different.
Does a special dividend work any differently than a regular dividend? I mean won't the price of GYRO adjust down $9.25 on the Ex-Date...just like it does on a regular distribution?
IF true...then what does one actually gain in this case, if indeed this is a liquidation process for GYRO? What am I missing here?
Thanks in advance for any help!
GYRO closes at $29.70 (5/25/16)
GYRODYNE LLC (GYRO)
Last Trade [tick] 29.7000 [-]
Volume 27,443
Net Change 1.6723
Net Change % 5.97%
52 Week High 33.7600 on 09/10/2015
Day High 29.9900
Day Low 28.5100
Prev Close Price 28.0277
Gyrodyne Declares $9.25 Per Share Special Dividend (5/26/16)
ST. JAMES, N.Y., May 26, 2016 /PRNewswire/ -- Gyrodyne, LLC (NASDAQ: GYRO), an owner and manager of a diversified portfolio of real estate properties ("Gyrodyne"), announced today that its Board of Directors has declared a special cash dividend in the amount of $13,714,790 or $9.25 per share. The dividend consists of net proceeds from the recently consummated sale of Gyrodyne's Fairfax Medical Center in Fairfax, Virginia and the sale of two buildings in the Port Jefferson Professional Park. The dividend is payable on June 15, 2016 to shareholders of record as of June 6, 2016.
At $9.25 per share, the dividend represents approximately 33% of Gyrodyne's closing stock price on May 25, 2016. Pursuant to NASDAQ rules, when a dividend is declared in a per share amount that exceeds 25% of a company's stock price, the date on which that company's shares will begin to trade without the dividend, or ex-dividend, is the first business day following the payable date. The Company understands from NASDAQ that, because the dividend is expected to exceed 25% of the Company's share price, NASDAQ will apply this rule, and the Company expects, in accordance with this rule, that the ex-dividend date as set by NASDAQ will be June 16, 2016, the first business day following the payable date for the dividend. Shareholders of record on the record date who sell their shares prior to the ex-dividend date will not receive the special cash dividend. The record date for the special one-time cash dividend is the close of business on June 6, 2016.
Fred Braun III, President and CEO of Gyrodyne, said, "Today's dividend declaration marks another important milestone in Gyrodyne's strategic plan. Over the past few years, Gyrodyne has positioned itself for one or more liquidity events that will maximize shareholder value. Gyrodyne intends to continue making special dividends as it executes on its strategic plan. We look forward to implementing and executing additional events that will provide liquidity and value to our shareholders."
Gyrodyne is currently exploring certain enhancements of its Flowerfield and Cortlandt Manor properties in an effort to maximize the value of those properties prior to their ultimate disposition. There can be no assurance concerning the type, form, structure, nature, results, timing or terms and conditions of any transaction that may result from the Company's enhancement efforts. The Company does not expect to pay quarterly or annual dividends, but rather special dividends as proceeds are generated from transactions during the liquidation process.
About Gyrodyne, LLC
Gyrodyne, LLC owns and manages a diversified portfolio of real estate properties comprising office, industrial and service-oriented properties primarily in the New York metropolitan area. Gyrodyne, LLC owns a 68 acre site approximately 50 miles east of New York City on the north shore of Long Island, which includes industrial and office buildings and undeveloped property which is the subject of development plans. Gyrodyne, LLC also owns medical office buildings in Port Jefferson Station, New York and Cortlandt Manor, New York. Gyrodyne, LLC (through a wholly-owned subsidiary) is also a limited partner in Callery Judge Grove, L.P., the only asset of which consist of potential future payments upon the achievement of certain development benchmarks by the purchaser in the 2013 sale by the partnership of an undeveloped 3,700 plus acre property in Palm Beach County, Florida. Gyrodyne, LLC's common shares are traded on the NASDAQ Stock Market under the symbol GYRO. Additional information about Gyrodyne, LLC may be found on its web site at www.gyrodyne.com.
http://www.prnewswire.com/news-releases/gyrodyne-declares-925-per-share-special-dividend-300275765.html
Gyrodyne Announces Completion of Sale of Fairfax Medical Center (5/06/16)
ST. JAMES, N.Y., May 6, 2016 /PRNewswire/ -- Gyrodyne, LLC (NASDAQ: GYRO), an owner and manager of a diversified portfolio of real estate properties ("Gyrodyne"), today announced that it completed the sale of its Fairfax Medical Center in Fairfax, Virginia for a gross sale price of $14.015 million (the "Purchase Price"), or approximately $243.23 per square foot, to JAG Associates, L.L.C., a Virginia limited liability company. Fairfax Medical Center consists of two office buildings situated on 3.5 acres with 57,621 square feet of rentable space.
Gyrodyne's predecessor, Gyrodyne Company of America, Inc. (the "Corporation") acquired Fairfax Medical Center on March 31, 2009 for a purchase price of $12.891 million (or $224 per square foot), of which $4.891 million was paid in cash and $8 million was financed. The acquisition of this property qualified for the deferral treatment under Section 1033 of the Internal Revenue Code and completed the tax-efficient reinvestment of the $26.3 million advance payment received in connection with the condemnation of 245 acres of Gyrodyne's Flowerfield property. The balance of the mortgage loan was prepaid in full in December 2012 and assumed by a subsidiary of the Corporation which was settled in full as part of the August 31, 2015 merger of the Corporation and Gyrodyne Special Distribution, LLC into Gyrodyne.
Frederick C. Braun III, Chief Executive Officer of Gyrodyne, stated: "We're pleased to announce this very successful conclusion to our efforts to sell our Fairfax property. This is but one further step in implementing our strategic plan of an orderly liquidation over a reasonable period of time. We will now continue that process. Our Board of Directors will also consider an appropriate special dividend to our shareholders, which we hope to announce at our annual shareholders meeting on June 3, if not sooner."
Gyrodyne had previously announced the completion of the sale of two buildings in its Port Jefferson Professional Park, and the execution of purchase and sale agreements to sell a third and fourth building in the Park.
About Gyrodyne, LLC
Gyrodyne, LLC owns and manages a diversified portfolio of real estate properties comprising office, industrial and service-oriented properties primarily in the New York metropolitan area. Gyrodyne, LLC owns a 68 acre site approximately 50 miles east of New York City on the north shore of Long Island, which includes industrial and office buildings and undeveloped property which is the subject of development plans. Gyrodyne, LLC also owns medical office buildings in Port Jefferson Station, New York and Cortlandt Manor, New York. Gyrodyne, LLC (through a wholly-owned subsidiary) is also a limited partner in Callery Judge Grove, L.P., the only asset of which consist of potential future payments upon the achievement of certain development benchmarks by the purchaser in the 2013 sale by the partnership of an undeveloped 3,700 plus acre property in Palm Beach County, Florida. Gyrodyne, LLC's common shares are traded on the NASDAQ Stock Market under the symbol GYRO. Additional information about Gyrodyne, LLC may be found on its web site at www.gyrodyne.com.
http://www.prnewswire.com/news-releases/gyrodyne-announces-completion-of-sale-of-fairfax-medical-center-300264557.html
Grove may begin producing value in 2017
Development/Redevelopment Opportunties
Real Estate Disposition Update (2/04/16)
Gyrodyne, LLC, a New York limited liability company (the “Company”), has announced that its wholly-owned subsidiary Virginia Healthcare Center, LLC, a Virginia limited liability company (“VHC), has entered into a Purchase and Sale Agreement (the “Agreement”) effective as of February 4, 2016 (the “Effective Date”) to sell the Fairfax Medical Center in Fairfax, Virginia for a purchase price of $14,315,000 to JAG Associates, L.L.C., a Virginia limited liability company (“JAG”).
The material terms of the Agreement provide for: (i) an initial earnest money deposit in the amount of $250,000 payable by JAG to the escrow agent within five business days following the Effective Date that will be applied to the purchase price at closing; (ii) an evaluation period that will expire on April 4, 2016, during which time JAG shall have the right to terminate the Agreement by written notice to VHC, for any reason or no reason, prior to the expiration of the evaluation period, in which case JAG will have the right to receive a refund of its initial $250,000 earnest money deposit; (iii) if the Agreement is not terminated on or prior to April 4, 2016, JAG will be obligated to deliver an additional earnest money deposit to the escrow agent in the amount of $250,000, which together with the initial earnest money deposit will be applied toward the purchase price at closing; (v) unless JAG terminates the Agreement on or prior to April 4, 2016, the closing shall occur on the 30th day following the expiration of the evaluation period, or May 4, 2016. The Agreement also contains additional customary covenants, conditions, representations and warranties.
The Company also announced the consummation of the sale of two buildings in its Port Jefferson Professional Park, and the execution of a purchase and sale agreement to sell a third building in the Park, by its wholly-owned subsidiary GSD Port Jefferson, LLC, a New York limited liability company (“GSD Port Jefferson”).
The two sale transactions that closed are set forth below, and were consummated pursuant to previously executed purchase and sale agreements between GSD Port Jefferson and the respective purchasers below:
5 Medical Drive, Port Jefferson Station, New York, sold on December 30, 2015 for $760,000 to United Sleep Diagnostics, Inc., a New York corporation.
6 Medical Drive, Port Jefferson Station, New York, sold on January 13, 2016 for $850,000 to Six Med Realty, LLC, a New York limited liability company.
As referenced above, the Company also entered into a Purchase and Sale Agreement dated as of February 10, 2016 to sell the real property known as 4 Medical Drive, Port Jefferson Station, New York for $900,000 to 4 Medical Drive Associates LLC, subject to an evaluation period that will expire on April 10, 2016, during which time the purchaser shall have the right to terminate the agreement by written notice to GSD Port Jefferson, for any reason or no reason, in which case the purchaser will have the right to receive a refund of its $90,000 deposit. Unless so terminated, the agreement provides for a closing on or before May 25, 2016.
http://www.sec.gov/Archives/edgar/data/1589061/000143774916025308/gyrllc20160211_8k.htm
Great idea!
I'm glad someone has finally validated my thoughts from last July.
Investing With An Edge: Gyrodyne (2/16/16)
Summary
•Gyrodyne is a small company with an interesting history. It is liquidating.
•Investors at today's prices should do well in the liquidation, but there are a few upside possibilities that could result in them doing very well.
•Gyrodyne is small and liquidity is limited. Limit orders and patience are best for these types of situations.
This is the latest in my "Investing with an Edge" series. For more on the series, please see here.
Company: Gyrodyne (NASDAQ:GYRO). Reasons for opportunity: liquidation, small size
Note: GYRO's market cap is small at ~$40m, and shares are rather illiquid with only ~5k ($130k) trading hands per day and often with a wide bid-ask. Illiquidity and wide spreads generally call for limit orders.
Gyrodyne is a company with an interesting history. In 2005, SUNY Stony Brook used eminent domain to take 245.5 acres from GYRO for $26.3m. Gyrodyne argued that this payment was not enough and eventually won a huge trial award against the state of New York. You can read a bit more background on the company and trial history here. Soon, none of that history will matter because GYRO is in the process of liquidating and has already paid most of that cash to its shareholders.
This series has covered liquidations before because they tend to be overlooked opportunities given the lack of a natural buying constituency and their returns are relatively uncorrelated to the market. GYRO is no different: shares currently trade at <$27 per share, and the company's most recent estimate of liquidation value is $31.24/share (see p. 35 of its most recent 10-Q).
There could actually be upside to that $31.24 number. The upside could come from two places: lower expenses and higher sales proceeds.
The first upside source is from lower expenses than estimated: liquidations tend to slightly overestimate the costs it will require to complete a liquidation. It's actually in management's best interest to do so. In general, management is paid a bonus for liquidating more than they originally estimate, so slightly overestimating costs to liquidate can result in better returns from them when they beat their cost target. In addition, liquidation management teams are generally praised if they come up with a better liquidation result than they estimated and sued if the results are worse, so it's normally better to be conservative on expenses.
The second source of upside could come from selling assets at a better than anticipated result. All of the same incentives mentioned in the cost piece apply here as well: management is better served being conservative and beating estimates than it is being aggressive in their estimates. We already have some indication that their initial estimates might be conservative: page 39 of their 10-Q states they entered into a sale agreement for one of their remaining properties after the quarter closed and the "sales price for the Properties exceed the December 2014 pro-rata appraised value of the buildings in the Port Jefferson Professional Park." In addition, the company has valued two of its properties (Flowerfield and Cortlandt Manor) at their current liquidation value, but the company is considering ways to increase their value by realizing their "highest and best" use. Flowerfield is a 68 acre site that is currently zoned for light industry and mostly undeveloped: if the company is successful in getting it rezoned or otherwise getting development, it could significantly increase the site's value and result in additional upside to shareholders.
While lower expenses or higher sales prices would be nice, investors don't really need any of that to profit from a purchase at today's price. If the company's marks prove accurate and it can liquidate by its stated timeline of year-end 2016, investors would be looking at a solid return with almost no correlation to the market.
Is it possible the process drags out later than 2016? Of course, but if that were to happen, it's likely because the company has found a way to increase one of its properties' value and shareholders are likely to end up doing better than if the company had been liquidated faster.
There are, of course, risks here. Namely, the liquidation could be more costly than estimated, the properties could go for less than estimated, or the liquidation could simply take significantly longer than originally estimated. With 20% of the company's assets already in cash and marketable securities and more coming soon as Port Jefferson is sold, investors at today's prices are well rewarded for taking those risks.
Additional reading: GYRO liquidation proxy 7/1/14; Supplement to proxy 7/1/15 (see p. 19 for estimates of expenses to liquidate)
http://seekingalpha.com/article/3898196-investing-edge-gyrodyne
Lloyd I. Miller, III is no longer a 5-percent owner.
https://www.sec.gov/Archives/edgar/data/44689/000114420416078750/v430435_sc13ga.htm
Michael Price beneficially owns 35,465 shares (9/30/15)
Paid an average price of $31.44 per share.
http://www.gurufocus.com/news/380472/michael-price-buys-shares-in-plains-gp-holdings-msb-financial-boardwalk-pipeline-partners-
The story details one share less than Form 13F.
http://www.sec.gov/Archives/edgar/data/918537/000091853715000006/xslForm13F_X01/Price13F3Q15xmldata.xml
Poplar Point Capital Management LLC beneficially owns 179,904 shares (12/30/15)
Controls 12.1 percent.
http://www.sec.gov/Archives/edgar/data/1588273/000114420415073453/v428114_sc13ga.htm
Poplar Point Capital Management LLC beneficially owns 74,222 shares (10/01/15)
Controls 5 percent.
http://www.sec.gov/Archives/edgar/data/1588273/000114420415058842/v421934_sc13g.htm
Followers
|
6
|
Posters
|
|
Posts (Today)
|
0
|
Posts (Total)
|
169
|
Created
|
03/24/12
|
Type
|
Free
|
Moderators |
Gyrodyne, LLC owns and manages a diversified portfolio of real estate properties comprising office, industrial and service-oriented properties primarily in the New York metropolitan area. Gyrodyne, LLC owns a 68 acre site approximately 50 miles east of New York City on the north shore of Long Island, which includes industrial and office buildings and undeveloped property which is the subject of development plans. Gyrodyne, LLC also owns medical office buildings in Port Jefferson Station, New York, Cortlandt Manor, New York and Fairfax, Virginia. Gyrodyne, LLC (through a wholly-owned subsidiary) is also a limited partner in Callery Judge Grove, L.P., the only assets of which consist of potential future payments upon the achievement of certain development benchmarks by the purchaser in the 2013 sale by the partnership of an undeveloped 3,700 plus acre property in Palm Beach County, Florida. Gyrodyne, LLC's common shares are traded on the NASDAQ Stock Market under the symbol GYRO. Additional information about Gyrodyne, LLC may be found on its web site at www.gyrodyne.com
Volume | |
Day Range: | |
Bid Price | |
Ask Price | |
Last Trade Time: |