General Overview
The Company is a "shell company", as defined in Rule 12b-2 of the Exchange Act. Because the Company is a shell company, its stockholders are unable to utilize Rule 144 to sell "restricted stock" as defined in Rule 144 or to otherwise use Rule 144 to sell its securities, and the Company is ineligible to utilize registration statements on Form S-3 or Form S-8 for so long as the Company remains a shell company. As a consequence, among other things, the offering, issuance and sale of its securities is likely to be more expensive and time consuming and may make its securities less attractive to investors. See "Item 1A. Risk Factors".
The Company's Board of Directors is considering strategic uses for its funds to
develop or acquire interests in one or more operating businesses. While the
Company has focused its development or acquisition efforts on sectors in which
our management has expertise, the Company does not wish to limit itself to, or
to foreclose any opportunities in, any particular industry or sector. Prior to
this use, the Company' anticipate will continue to be, invested in high-grade,
short-term investments (such as cash and cash equivalents and
Investments
Investment in undeveloped properties.
The Company owns certain non-strategic assets, which includes an investment in
land and certain flowage rights in undeveloped property (the "properties")
primarily located in
Management discussion of critical accounting policies
The following discussion and analysis of the financial condition and results of
operations are based on the consolidated financial statements and notes to
consolidated financial statements contained in this report that have been
prepared in accordance with the rules and regulations of the
Certain of our accounting policies require higher degrees of judgment than others in their application. These include stock-based compensation and accounting for income taxes which are summarized below.
7 Table of Contents Stock-based compensation
Stock-based compensation cost for employees is measured at the grant date based on the fair value of the award and is recognized as an expense on a straight-line basis over the requisite service period, which is generally the vesting period. Stock-based compensation cost for consultants is initially measured at the grant date based on the fair value of the award, remeasured each reporting date until the instrument vests, at which time the cost is established. The cost is recognized as an expense on a straight-line basis, as adjusted each reporting period, over the requisite service period, which is generally the vesting period. See Note 8 to the Consolidated Financial Statements for further information regarding the Company's stock-based compensation assumptions and expense.
Income taxes
Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to carryforwards and to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
The accounting for uncertain tax positions guidance requires that the Company recognize the financial statement benefit of a tax position only after determining that the Company would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company recognizes interest and penalties on income taxes, including those related to uncertain tax positions as interest and other expenses, respectively. See Note 5 to the Consolidated Financial Statements for further information regarding the Company's income taxes.
Results of Operations
Year ended
For the year ended
The increased loss of
Other operating expenses
For the year ended
The increased operating expenses of
Interest and other income
For the year ended
The decreased interest and other income of
Income taxes
For the years ended
The Company recorded a full valuation allowance against its net deferred tax
assets as of
Financial condition, liquidity, and capital resources
Liquidity and Capital Resources
At
The decrease in cash and cash equivalents of
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