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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20509
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) May 10, 2013
Tejon Ranch Co.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 1-7183 | 77-0196136 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| P. O. Box 1000, Lebec, California | 93243 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code 661 248-3000
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits |
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Item 7.01 Regulation FD Disclosure
On May13, 2013, the Company will make a presentation at the 12th Annual JMP Securities Conference. A copy of the presentation is attached hereto as Exhibit 99.1.
The information in this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits
Exhibits
| 99.1 | JMP Securities Conference May 13, 2013 Slide Presentation. |
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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.
| Date: May 10, 2013 | TEJON RANCH CO. | |||||
| By: | /S/ ALLEN E. LYDA | |||||
| Name: | Allen E. Lyda | |||||
| Title: | Executive Vice President, and Chief Financial Officer | |||||
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Exhibit 99.1
TEJON RANCH
PRESERVING CALIFORNIA’S LEGACY
PROVIDING FOR CALIFORNIA’S FUTURE
12th Annual JMP Securities Conference
May 13, 2013
Forward Looking Statements
Statements in or accompanying this presentation that relate to or are based on plans, projections, expectations, assumptions, future events and results are forward-looking statements that involve a number of risks and uncertainties. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” and their variations identify forward-looking statements. Many factors could affect Tejon Ranch Co.’s (“TRC”) actual results, and variances from TRC’s current expectations regarding such factors could cause actual results to differ materially from those expressed in these forward-looking statements. The potential risks and uncertainties include, but are not limited to, market and economic forces, availability of financing for land development activities, competition and success in obtaining various governmental approvals and entitlements for land development activities. For a detailed description of risks and uncertainties that could cause differences please refer to TRC’s periodic filings with the Securities and Exchange Commission. TRC disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Investors are cautioned not to unduly rely on these forward-looking statements.
Tejon Ranch Co. is a diversified real estate development and agribusiness company committed to responsibly using our land and resources to meet the housing, employment, and lifestyle needs of Californians while at the same time creating value for our shareholders.
VALUE PROPOSITION
China
Bakersfield
Lake
5
Mojave
Tejon Ranch
Edwards
AFB
Barstow
5
Lancaster
National
Forest
/Palmdale
Santa
15
Santa
Clarita
Victorville
Barbara
National
San
Forest
Ventura
Fernando
Valley
Pacific
10
Inland
Los Angeles
Empire
Santa Monica
China
Bakersfield
Lake
Mojave
Edwards
AFB
Barstow
Lancaster
National
Forest
/Palmdale
Santa
Santa
Barbara
Clarita
Victorville
National
San
Forest
Ventura
Fernando
Valley
Los Angeles
Inland
Santa Monica
Empire
China
Bakersfield
Lake
Fort Irwin
Edwards
Vandenberg
AFB
National
Forest
29 Palms
Santa
Barbara
Ventura
National
Forest
Los Angeles
Inland
Empire
Orange
County
Camp National
Pendleton
Forest
San Diego
VALUE CREATION – LAND DEVELOPMENT MODEL
OPERATIONS OVERVIEW
TEJON RANCH
COMMERCE CENTER
TEJON RANCH
COMMERCE CENTER
TEJON RANCH
COMMERCE CENTER
TRCC WEST TRCC EAST TRCC TOTAL
Development Acres 350 1,100 1,450
Acres Absorbed 258 108 366
Building SFT-Thousands 3,511 454 3,965
Remaining Acres 76 901 977
TEJON RANCH
COMMERCE CENTER
THE OUTLETS at TEJON RANCH
RESORT/RESIDENTIAL DEVELOPMENT
Development size- 26,000 acres
Approved units- 3,450
Approved hotel keys- 700
Approved commercial- 160 acres
Development size- 11,000 acres
Estimated units- 23,000
Estimated commercial- 970 acres
Grapevine Area
Conceptual Mixed Use Plan
15,315 Acres
Conservation
Audubon California
Endangered
Habitats League
Natural Resources
Defense Council
Planning and
Conservation
League
Sierra Club
Mineral Resources
Oil & Gas
Mining
Oil & Gas
Total lease acreage- 61,000
Acres committed to production- 7,300
December 31, 2012 active wells- 302
Oil production in 2012- 786,000 barrels
Gas production in 2012- 547,000 MCF
Agriculture
Almonds
Pistachios
Wine Grapes
WATER RESOURCES
Tejon Ranch Company Overview of Water Resources
Sources of Water Acre Feet
State Water Project (annual contract amount):
Wheeler Ridge- Maricopa Water District 15,547
Tulare Water District 1,451
Dudley-Ridge Water District 1,993
Tejon-Castac Water District 5,278
Total State Water Project Water 100% Allocation 24,269
Other Water Sources:
Water Bank Inventory- Kern County 38,945
Tejon Water Bank- Antelope Valley 8,818
AVEK Water For Future Delivery 24,541
Participation AVEK Water Bank 11,616
Total Other Water Sources 83,920
Total Water Resources Through March 31, 2013 108,189
FINANCIAL INFORMATION
Tejon Ranch Company
Current Liquidity
March 31, 2013
($ in Thousands)
Cash 4,283
Marketable Securities 65,905
Total Cash/Securities 70,188
Line of Credit 30,000
Total Current Liquidity 100,188
Funding Sources
Power plant lease securitization
Oil and mineral royalty securitization
Leverage retail leases at TRCC
Joint Ventures- new funding and distributions from existing
Value of our TA/Petro joint venture
Shelf Registration
TEJON RANCH
PRESERVING CALIFORNIA’S LEGACY
PROVIDING FOR CALIFORNIA’S FUTURE
Location
Entitled Land
Mineral Resources