This discussion and analysis is based on, should be read together with, and is qualified in its entirety by, the Consolidated Financial Statements and Notes thereto in Item 15(a)1 of this Form 10-K, beginning at page F-1. It also should be read in conjunction with the disclosure under "Forward-Looking Statements" in Part I of this Form 10-K. When this report uses the words "we," "us," "our," and the "Company," they refer toToll Brothers, Inc. and its subsidiaries, unless the context otherwise requires. References herein to fiscal year refer to our fiscal years ended or endingOctober 31 . Unless otherwise stated in this report, net contracts signed represents a number or value equal to the gross number or value of contracts signed during the relevant period, less the number or value of contracts canceled during the relevant period, which includes contracts that were signed during the relevant period and in prior periods. Backlog consists of homes under contract but not yet delivered to our home buyers ("backlog"). Backlog conversion represents the percentage of homes delivered in the period from backlog at the beginning of the period ("backlog conversion"). This discussion and analysis does not address certain items in respect of fiscal 2017 in reliance on amendments to disclosure requirements adopted by theSEC in 2019. A discussion and analysis of fiscal 2017 may be found in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the fiscal year endedOctober 31, 2018 , filed with theSEC onDecember 20, 2018 . OVERVIEW Our Business We design, build, market, sell, and arrange financing for an array of luxury residential single-family detached, attached home, master planned resort-style golf, and urban low-, mid-, and high-rise communities, principally on land we develop and improve, as we continue to pursue our strategy of broadening our product lines, price points and geographic footprint. We cater to luxury first-time, move-up, empty-nester, active-adult, affordable luxury and second-home buyers inthe United States ("Traditional HomeBuilding Product "), as well as urban and suburban renters. We also design, build, market, and sell urban low-, mid-, and high-rise condominiums through Toll Brothers City Living® ("City Living"). AtOctober 31, 2019 , we were operating in 23 states, as well as in theDistrict of Columbia . In the five years endedOctober 31, 2019 , we delivered 35,146 homes from 724 communities, including 8,107 homes from 426 communities in fiscal 2019. AtOctober 31, 2019 , we had 715 communities containing approximately 59,200 home sites that we owned or controlled through options. We are developing several land parcels for master planned communities in which we intend to build homes on a portion of the lots and sell the remaining lots to other builders. Two of these master planned communities are being developed 100% by us, and the remaining communities are being developed through joint ventures with other builders or financial partners. In addition to our residential for-sale business, we also develop and operate for-rent apartments through joint ventures. See the section entitled "Toll Brothers Apartment Living/Toll Brothers Campus Living" below. We operate our own architectural, engineering, mortgage, title, land development, golf course development, and landscaping subsidiaries. We also operate our own security company, TBI Smart Home Solutions, which provides homeowners with home automation and a full range of technology options. In addition, we operate our own lumber distribution, house component assembly, and manufacturing operations. We have investments in various unconsolidated entities. We have investments in joint ventures (i) to develop land for the joint venture participants and for sale to outside builders ("Land Development Joint Ventures "); (ii) to develop for-sale homes ("Home Building Joint Ventures "); (iii) to develop luxury for-rent residential apartments, commercial space and a hotel ("Rental Property Joint Ventures "); and (iv) to invest in distressed loans and real estate and provide financing and land banking for residential builders and developers for the acquisition and development of land and home sites ("Gibraltar Joint Ventures "). Financial Highlights In fiscal 2019, we recognized$7.08 billion of home sales revenues and net income of$590.0 million , as compared to$7.14 billion of revenues and net income of$748.2 million in fiscal 2018. In fiscal 2019 and 2018, the value of net contracts signed was$6.71 billion (8,075 homes) and$7.60 billion (8,519 homes), respectively. The value of our backlog atOctober 31, 2019 was$5.26 billion (6,266 homes), as compared to our backlog atOctober 31, 2018 of$5.52 billion (6,105 homes). 23 -------------------------------------------------------------------------------- AtOctober 31, 2019 , we had$1.29 billion of cash and cash equivalents and approximately$1.73 billion available for borrowing under our$1.905 billion revolving credit facility (the "Revolving Credit Facility") that matures inNovember 2024 . AtOctober 31, 2019 , we had no outstanding borrowings under the Revolving Credit Facility and had outstanding letters of credit of approximately$177.9 million . In fiscal 2017, our Board of Directors approved the initiation of quarterly cash dividends to shareholders. During fiscal 2019 and 2018, we paid aggregate cash dividends of$0.44 and$0.41 per share, respectively, to our shareholders. InDecember 2019 , we declared a quarterly cash dividend of$0.11 which will be paid onJanuary 24, 2020 to shareholders of record on the close of business onJanuary 10, 2020 . AtOctober 31, 2019 , our total equity and our debt to total capitalization ratio were$5.12 billion and 0.44 to 1.00, respectively. Acquisitions As part of our strategy to expand our geographic footprint and product offerings, in fiscal 2019, we acquired substantially all of the assets and operations ofSharp Residential, LLC ("Sharp") andSabal Homes LLC ("Sabal"), for approximately$92.8 million and$69.6 million , respectively, in cash. Sharp operates in metropolitanAtlanta, Georgia ; Sabal operates in theCharleston ,Greenville , andMyrtle Beach, South Carolina markets. The assets acquired, based on our preliminary purchase price allocations, was primarily inventory, including approximately 2,550 home sites owned or controlled through land purchase agreements. In connection with these acquisitions, we assumed contracts to deliver 204 homes with an aggregate value of$96.1 million . The average price of undelivered homes at the dates of acquisitions was approximately$471,100 . As a result of these acquisitions, our selling community count increased by 22 communities. Our Business Environment and Current Outlook Over the past several years, sales prices for both new and resale homes have generally increased, which has reduced housing affordability in many markets, including inCalifornia , where we have a significant presence. In addition, late in fiscal 2018 and in the first half of fiscal 2019, interest rates on mortgage loans increased. These conditions resulted in a moderation in demand for our homes late in fiscal 2018 into fiscal 2019, as well as margin compression on contracts signed during this period. Late in the spring of 2019, market conditions improved as interest rates on mortgage loans decreased and as home builders increased sales incentives to improve sales pace. Buyer demand for our homes steadily improved throughout the year, and, in the three months endedOctober 31, 2019 , the number of contracts we signed had increased 18% in units and 12% in dollars compared to the three months endedOctober 31, 2018 . For full year fiscal 2019, we signed 8,075 contracts for the sale of Traditional HomeBuilding Product and City Living units with an aggregate value of$6.71 billion , compared to 8,519 contracts with an aggregate value of$7.60 billion in fiscal 2018. As we enter fiscal 2020, we continue to see solid economic fundamentals underlying the housing market, as consumer confidence has been healthy, household formations have been strong, and there continues to be a limited supply of homes across most of our markets. As the nation's leading builder of luxury homes, we remain committed to meeting the demands of our discerning customers, who continue to pursue distinctive, high-quality homes in desirable locations. At the same time, we are strategically focused on broadening our portfolio through targeted expansion in high-potential markets and product-line diversification that includes increasing our presence in more affordable luxury communities. With a supportive economy as a backdrop, we expect this strategy to improve revenue growth and capital efficiency as we increase community count and seek to deliver more units with more rapid cycle times. Tax Reform OnDecember 22, 2017 , the Tax Cuts and Jobs Act (the "Tax Act") was enacted into law, which changed many longstanding foreign and domestic corporate and individual tax rules, as well as rules pertaining to the deductibility of employee compensation and benefits. These changes include: (i) reducing the corporate income tax rate from 35% to 21% for tax years beginning afterDecember 31, 2017 ; (ii) eliminating the corporate alternative minimum tax; (iii) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning afterDecember 31, 2017 ; (iv) repeal of the domestic production activities deduction for tax years beginning afterDecember 31, 2017 ; and (v) establishing new limits on the federal tax deductions individual taxpayers may take as a result of mortgage loan interest payments, and state and local tax payments, including real estate taxes. As required under accounting rules, we remeasured our net deferred tax liability for the tax law change, which resulted in an income tax benefit of$35.5 million in fiscal 2018. See Note 8, "Income Taxes" in Notes to Condensed Consolidated Financial Statements in Item 15(a)1 of this Form 10-K for additional information regarding the impact of the Tax Act. 24 -------------------------------------------------------------------------------- Competitive Landscape The home building business is highly competitive and fragmented. We compete with numerous home builders of varying sizes, ranging from local to national in scope, some of which have greater sales and financial resources than we do. Sales of existing homes, whether by a homeowner or by a financial institution that has acquired a home through a foreclosure, also provide competition. We compete primarily based on price, location, design, quality, service, and reputation. We believe our financial stability, relative to many others in our industry, provides us with a competitive advantage. Land Acquisition and Development Our business is subject to many risks because of the extended length of time that it takes to obtain the necessary approvals on a property, complete the land improvements on it, and deliver a home after a home buyer signs an agreement of sale. In certain cases, we attempt to reduce some of these risks and improve our capital efficiency by utilizing one or more of the following methods: controlling land for future development through options, which enable us to obtain necessary governmental approvals before acquiring title to the land; generally commencing construction of a detached home only after executing an agreement of sale and receiving a substantial down payment from the buyer; and using subcontractors to perform home construction and land development work on a fixed-price basis. During fiscal 2019 and 2018, we acquired control of approximately 13,900 and 13,400 home sites, respectively, net of options terminated and home sites sold. AtOctober 31, 2019 , we controlled approximately 59,200 home sites, as compared to approximately 53,400 home sites atOctober 31, 2018 , and approximately 48,300 home sites atOctober 31, 2017 . In addition, atOctober 31, 2019 , we expect to purchase approximately 2,500 additional home sites from several land development joint ventures in which we have an interest, at prices not yet determined. Of the approximately 59,200 total home sites that we owned or controlled through options atOctober 31, 2019 , we owned approximately 36,600 and controlled approximately 22,600 through options. Of the 59,200 home sites, approximately 16,800 were substantially improved. In addition, atOctober 31, 2019 , ourLand Development Joint Ventures owned approximately 10,100 home sites (including 130 home sites included in the 22,600 controlled through options), and ourHome Building Joint Ventures owned approximately 100 home sites. AtOctober 31, 2019 , we were selling from 333 communities, compared to 315 communities atOctober 31, 2018 , and 305 communities atOctober 31, 2017 . Customer Mortgage Financing We maintain relationships with a widely-diversified group of mortgage financial institutions, many of which are among the largest in the industry. We believe that regional and community banks continue to recognize the long-term value in creating relationships with high-quality, affluent customers such as our home buyers, and these banks continue to provide these customers with financing. We believe that our home buyers generally are, and should continue to be, well-positioned to secure mortgages due to their typically lower loan-to-value ratios and attractive credit profiles, as compared to the average home buyer. Toll Brothers Apartment Living/Toll Brothers Campus Living In addition to our residential for-sale business, we also develop and operate for-rent apartments through joint ventures. AtOctober 31, 2019 , we or joint ventures in which we have an interest controlled 56 land parcels as for-rent apartment projects containing approximately 18,300 units. These projects, which are located in multiple metropolitan areas throughout the country, are being operated, are being developed or will be developed with partners under the brand names Toll Brothers Apartment Living and Toll Brothers Campus Living. In fiscal 2019, one of ourRental Property Joint Ventures , located in located inPhoenixville, Pennsylvania , sold its assets to an unrelated party for$77.8 million . From our investment in this joint venture, we received cash of$7.4 million and recognized a gain from this sale of$3.8 million in fiscal 2019. In fiscal 2018, three of ourRental Property Joint Ventures sold their assets to unrelated parties for$477.5 million . These joint ventures had owned, developed, and operated multifamily rental properties located in suburbanWashington, D.C. andWestborough, Massachusetts , and a student housing community inCollege Park, Maryland . From our investment in these joint ventures, we received cash of$79.1 million and recognized gains from these sales of$67.2 million in fiscal 2018. The gains recognized from these sales are included in "Income from unconsolidated entities" in our Consolidated Statement of Operations and Comprehensive Income included in Item 15(a)1 of this Form 10-K. AtOctober 31, 2019 , we had approximately 2,000 units in for-rent apartment projects that were occupied or ready for 25 -------------------------------------------------------------------------------- occupancy, 1,700 units in the lease-up stage, 8,400 units in the design phase or under development, and 6,200 units in the planning stage. Of the 18,300 units atOctober 31, 2019 , 7,700 were owned by joint ventures in which we have an interest; approximately 4,400 were owned by us; and 6,200 were under contract to be purchased by us. CONTRACTS AND BACKLOG The aggregate value of net sales contracts signed decreased 11.7% in fiscal 2019, as compared to fiscal 2018. The value of net sales contracts signed was$6.71 billion (8,075 homes) in fiscal 2019 and$7.60 billion (8,519 homes) in fiscal 2018. The decrease in the aggregate value of net contracts signed in fiscal 2019, as compared to fiscal 2018, was due to decreases in the number of net contracts signed and average value of each contract signed of 5% and 7%, respectively. The decrease in the number of net contracts signed in fiscal 2019, as compared to fiscal 2018, was primarily due to decreased demand and a lack of inventory in certain locations in fiscal 2019, as compared to fiscal 2018, offset, in part, by an increase in the average number of selling communities and contracts signed in the metropolitanAtlanta, Georgia market and several markets inSouth Carolina in fiscal 2019 from the Sharp and Sabal acquisitions. The decrease in average price of net contracts signed in fiscal 2019, as compared to fiscal 2018, was principally due to a shift in the number of contracts signed to less expensive areas and/or products resulting in part from our strategy to broaden of our geographic footprint, product types and price points in fiscal 2019. The value of our backlog atOctober 31, 2019 , 2018, and 2017 was$5.26 billion (6,266 homes),$5.52 billion (6,105 homes), and$5.06 billion (5,851 homes), respectively. Approximately 93% of the homes in backlog atOctober 31, 2019 are expected to be delivered byOctober 31, 2020 . The 4.8% decrease in the value of homes in backlog atOctober 31, 2019 , as compared toOctober 31, 2018 , was due to home deliveries with an aggregate value of$7.08 billion in fiscal 2019, offset, in part, by our signing net contracts with a value of$6.71 billion in fiscal 2019. For more information regarding revenues, net contracts signed, and backlog by geographic segment, see "Segments" in this MD&A. 26 -------------------------------------------------------------------------------- CRITICAL ACCOUNTING POLICIES We believe the following critical accounting policies reflect the more significant judgments and estimates used in the preparation of our consolidated financial statements. Inventory Inventory is stated at cost unless an impairment exists, in which case it is written down to fair value in accordance withU.S. generally accepted accounting principles ("GAAP"). In addition to direct land acquisition, land development, and home construction costs, costs also include interest, real estate taxes, and direct overhead related to development and construction, which are capitalized to inventory during periods beginning with the commencement of development and ending with the completion of construction. For those communities that have been temporarily closed, no additional capitalized interest is allocated to the community's inventory until it reopens, and other carrying costs are expensed as incurred. Once a parcel of land has been approved for development and we open the community, it can typically take four or more years to fully develop, sell, and deliver all the homes in that community. Longer or shorter time periods are possible depending on the number of home sites in a community and the sales and delivery pace of the homes in a community. Our master planned communities, consisting of several smaller communities, may take up to 10 years or more to complete. Because our inventory is considered a long-lived asset under GAAP, we are required to regularly review the carrying value of each of our communities and write down the value of those communities when we believe the values are not recoverable. Operating Communities: When the profitability of an operating community deteriorates, the sales pace declines significantly, or some other factor indicates a possible impairment in the recoverability of the asset, the asset is reviewed for impairment by comparing the estimated future undiscounted cash flow for the community to its carrying value. If the estimated future undiscounted cash flow is less than the community's carrying value, the carrying value is written down to its estimated fair value. Estimated fair value is primarily determined by discounting the estimated future cash flow of each community. The impairment is charged to cost of home sales revenues in the period in which the impairment is determined. In estimating the future undiscounted cash flow of a community, we use various estimates such as (i) the expected sales pace in a community, based upon general economic conditions that will have a short-term or long-term impact on the market in which the community is located and on competition within the market, including the number of home sites available and pricing and incentives being offered in other communities owned by us or by other builders; (ii) the expected sales prices and sales incentives to be offered in a community; (iii) costs expended to date and expected to be incurred in the future, including, but not limited to, land and land development costs, home construction, interest, and overhead costs; (iv) alternative product offerings that may be offered in a community that will have an impact on sales pace, sales price, building cost, or the number of homes that can be built in a particular community; and (v) alternative uses for the property, such as the possibility of a sale of the entire community to another builder or the sale of individual home sites. Future Communities: We evaluate all land held for future communities or future sections of operating communities, whether owned or optioned, to determine whether or not we expect to proceed with the development of the land as originally contemplated. This evaluation encompasses the same types of estimates used for operating communities described above, as well as an evaluation of the regulatory environment in which the land is located and the estimated probability of obtaining the necessary approvals, the estimated time and cost it will take to obtain those approvals, and the possible concessions that may be required to be given in order to obtain them. Concessions may include cash payments to fund improvements to public places such as parks and streets, dedication of a portion of the property for use by the public or as open space, or a reduction in the density or size of the homes to be built. Based upon this review, we decide (i) as to land under contract to be purchased, whether the contract will likely be terminated or renegotiated, and (ii) as to land we own, whether the land will likely be developed as contemplated or in an alternative manner, or should be sold. We then further determine whether costs that have been capitalized to the community are recoverable or should be written off. The write-off is charged to cost of home sales revenues in the period in which the need for the write-off is determined. The estimates used in the determination of the estimated cash flows and fair value of both current and future communities are based on factors known to us at the time such estimates are made and our expectations of future operations and economic conditions. Should the estimates or expectations used in determining estimated fair value deteriorate in the future, we may be required to recognize additional impairment charges and write-offs related to current and future communities and such amounts could be material. 27 --------------------------------------------------------------------------------
We provided for inventory impairment charges and the expensing of costs that we
believed not to be recoverable in each of the three fiscal years ended
2019 2018 2017
Land controlled for future communities
- 2,185 3,050 Operating communities 31,075 30,151 9,795$ 42,360 $ 35,156 $ 14,794 The table below provides, for the periods indicated, the number of operating communities that we reviewed for potential impairment, the number of operating communities in which we recognized impairment charges, the amount of impairment charges recognized, and, as of the end of the period indicated, the fair value of those communities, net of impairment charges ($ amounts in thousands): Impaired operating communities Fair value of Number of communities, Impairment communities Number of net of charges Three months ended: tested communities impairment charges recognized Fiscal 2019: January 31 49 5 $ 37,282 $ 5,785 April 30 64 6 $ 36,159 17,495 July 31 69 3 $ 5,436 1,100 October 31 71 7 $ 18,910 6,695$ 31,075 Fiscal 2018: January 31 64 5 $ 13,318 $ 3,736 April 30 65 4 $ 21,811 13,325 July 31 55 5 $ 43,063 9,065 October 31 43 6 $ 24,692 4,025$ 30,151 Fiscal 2017: January 31 57 2 $ 8,372 $ 4,000 April 30 46 6 $ 25,092 2,935 July 31 53 4 $ 5,965 1,360 October 31 51 1 $ 6,982 1,500 $ 9,795 Income Taxes - Valuation Allowance We assess the need for valuation allowances for deferred tax assets in each period based on whether it is more-likely-than-not that some portion of the deferred tax asset would not be realized. If, based on the available evidence, it is more-likely-than-not that such asset will not be realized, a valuation allowance is established against a deferred tax asset. The realization of a deferred tax asset ultimately depends on the existence of sufficient taxable income in either the carryback or carryforward periods under tax law. This assessment considers, among other matters, the nature, consistency, and magnitude of current and cumulative income and losses; forecasts of future profitability; the duration of statutory carryback or carryforward periods; our experience with operating loss and tax credit carryforwards being used before expiration; tax planning alternatives; and outlooks for theU.S. housing industry and broader economy. Changes in existing tax laws or rates could also affect our actual tax results. Due to uncertainties in the estimation process, particularly with respect to changes in facts and circumstances in future reporting periods, actual results could differ from the estimates used in our assessment that could have a material impact on our consolidated results of operations or financial position. Our deferred tax assets consist principally of the timing of deductibility of accrued expenses, inventory impairments, inventory valuation differences, state tax net operating loss carryforwards, and stock-based compensation expense. In accordance with 28 -------------------------------------------------------------------------------- GAAP, we assess whether a valuation allowance should be established based on our determination of whether it was more likely than not that some portion or all of the deferred tax assets would not be realized. AtOctober 31, 2019 and 2018, we determined that it was more-likely-than-not that our deferred tax assets would be realized. Accordingly, atOctober 31, 2019 and 2018, we did not have valuation allowances recorded against our federal or state deferred tax assets. During fiscal 2017, we reversed the remaining$32.2 million of state deferred tax valuation allowances. We file tax returns in the various states in which we do business. Each state has its own statutes regarding the use of tax loss carryforwards. Some of the states in which we do business do not allow for the carryforward of losses, while others allow for carryforwards for five years to 20 years. Revenue and Cost Recognition Home sales revenues and cost recognition: Revenues and cost of revenues from home sales are recognized at the time each home is delivered and title and possession are transferred to the buyer. For the majority of our home closings, our performance obligation to deliver a home is satisfied in less than one year from the date a binding sale agreement is signed. For our standard attached and detached homes, land, land development, and related costs, both incurred and estimated to be incurred in the future, are amortized to the cost of homes closed based upon the total number of homes to be constructed in each community. Any changes resulting from a change in the estimated number of homes to be constructed or in the estimated costs subsequent to the commencement of delivery of homes are allocated to the remaining undelivered homes in the community. Home construction and related costs are charged to the cost of homes closed under the specific identification method. For our master planned communities, the estimated land, common area development, and related costs, including the cost of golf courses, net of their estimated residual value, are allocated to individual communities within a master planned community on a relative sales value basis. Any changes resulting from a change in the estimated number of homes to be constructed or in the estimated costs are allocated to the remaining home sites in each of the communities of the master planned community. For high-rise/mid-rise projects, land, land development, construction, and related costs, both incurred and estimated to be incurred in the future, are generally amortized to the cost of units closed based upon an estimated relative sales value of the units closed to the total estimated sales value. Any changes resulting from a change in the estimated total costs or revenues of the project are allocated to the remaining units to be delivered. Forfeited Customer Deposits: Forfeited customer deposits are recognized in "Home sales revenues" in our Consolidated Statements of Operations and Comprehensive Income in the period in which we determine that the customer will not complete the purchase of the home and we have the right to retain the deposit. Sales Incentives: In order to promote sales of our homes, we may offer our home buyers sales incentives. These incentives will vary by type of incentive and by amount on a community-by-community and home-by-home basis. Incentives are reflected as a reduction in home sales revenues. Incentives are recognized at the time the home is delivered to the home buyer and we receive the sales proceeds. OnNovember 1, 2018 , we adopted Accounting Standards Codification ("ASC") Topic 606 "Revenue from Contracts with Customers" ("ASC 606"), which supersedes the revenue recognition requirements in Accounting Standards Codification Topic 605, "Revenue Recognition," and most industry-specific guidance. See Note 1, "Significant Accounting Policies" in Notes to Consolidated Financial Statements in Item 15(a)1 of this Form 10-K for additional information regarding the impact of the adoption of ASC 606. Warranty andSelf-Insurance Warranty: We provide all of our home buyers with a limited warranty as to workmanship and mechanical equipment. We also provide many of our home buyers with a limited 10-year warranty as to structural integrity. We accrue for expected warranty costs at the time each home is closed and title and possession are transferred to the home buyer. Warranty costs are accrued based upon historical experience. Adjustments to our warranty liabilities related to homes delivered in prior years are recorded in the period in which a change in our estimate occurs. Over the past several years, we have had a significant number of warranty claims related primarily to homes built inPennsylvania andDelaware . See Note 7 - "Accrued Expenses" in Item 15(a)1 of this Form 10-K for additional information regarding these warranty charges.Self-Insurance : We maintain, and require the majority of our subcontractors to maintain, general liability insurance (including construction defect and bodily injury coverage) and workers' compensation insurance. These insurance policies protect us against a portion of our risk of loss from claims related to our home building activities, subject to certain self-insured retentions, deductibles and other coverage limits ("self-insured liability"). We also provide general liability insurance for our subcontractors inArizona ,California ,Colorado ,Nevada ,Washington , and certain areas ofTexas , where eligible subcontractors 29 -------------------------------------------------------------------------------- are enrolled as insureds under our general liability insurance policies in each community in which they perform work. For those enrolled subcontractors, we absorb their general liability associated with the work performed on our homes within the applicable community as part of our overall general liability insurance and our self-insurance through our captive insurance subsidiary. We record expenses and liabilities based on the estimated costs required to cover our self-insured liability and the estimated costs of potential claims and claim adjustment expenses that are not covered by our insurance policies. These estimated costs are based on an analysis of our historical claims and industry data, and include an estimate of claims incurred but not yet reported ("IBNR"). We engage a third-party actuary that uses our historical claim and expense data, input from our internal legal and risk management groups, as well as industry data, to estimate our liabilities related to unpaid claims, IBNR associated with the risks that we are assuming for our self-insured liability and other required costs to administer current and expected claims. These estimates are subject to uncertainty due to a variety of factors, the most significant being the long period of time between the delivery of a home to a home buyer and when a structural warranty or construction defect claim is made, and the ultimate resolution of the claim. Though state regulations vary, construction defect claims are reported and resolved over a prolonged period of time, which can extend for 10 years or longer. As a result, the majority of the estimated liability relates to IBNR. Adjustments to our liabilities related to homes delivered in prior years are recorded in the period in which a change in our estimate occurs. The projection of losses related to these liabilities requires actuarial assumptions that are subject to variability due to uncertainties regarding construction defect claims relative to our markets and the types of product we build, insurance industry practices and legal or regulatory actions and/or interpretations, among other factors. Key assumptions used in these estimates include claim frequencies, severities and settlement patterns, which can occur over an extended period of time. In addition, changes in the frequency and severity of reported claims and the estimates to settle claims can impact the trends and assumptions used in the actuarial analysis, which could be material to our consolidated financial statements. Due to the degree of judgment required, and the potential for variability in these underlying assumptions, our actual future costs could differ from those estimated, and the difference could be material to our consolidated financial statements. OFF-BALANCE SHEET ARRANGEMENTS We also operate through a number of joint ventures. We earn construction and management fee income from many of these joint ventures. Our investments in these entities are generally accounted for using the equity method of accounting. We are a party to several joint ventures with unrelated parties to develop and sell land that is owned by the joint ventures. We recognize our proportionate share of the earnings from the sale of home sites to other builders, including our joint venture partners. We do not recognize earnings from the home sites we purchase from these ventures at the time of our purchase; instead, our cost basis in the home sites is reduced by our share of the earnings realized by the joint venture from those home sites. AtOctober 31, 2019 , we had investments in these entities of$366.3 million , and were committed to invest or advance up to an additional$38.8 million to these entities if they require additional funding. AtOctober 31, 2019 , we had agreed to terms for the acquisition of 130 home sites from oneLand Development Joint Ventures for an estimated aggregate purchase price of$10.8 million . In addition, we expect to purchase approximately 2,500 additional home sites over a number of years from several of these joint ventures; the purchase price of these home sites will be determined at a future date. The unconsolidated entities in which we have investments generally finance their activities with a combination of partner equity and debt financing. In some instances, we and our partners have guaranteed debt of certain unconsolidated entities. These guarantees may include any or all of the following: (i) project completion guarantees, including any cost overruns; (ii) repayment guarantees, generally covering a percentage of the outstanding loan; (iii) carry cost guarantees, which cover costs such as interest. real estate taxes, and insurance; (iv) an environmental indemnity provided to the lender that holds the lender harmless from and against losses arising from the discharge of hazardous materials from the property and non-compliance with applicable environmental laws; and (v) indemnification of the lender from "bad boy acts" of the unconsolidated entity. In some instances, the guarantees provided in connection with loans to an unconsolidated entity are joint and several. In these situations, we generally have a reimbursement agreement with our partner that provides that neither party is responsible for more than its proportionate share or agreed-upon share of the guarantee; however, if the joint venture partner does not have adequate financial resources to meet its obligations under the reimbursement agreement, we may be liable for more than our proportionate share. We believe that as ofOctober 31, 2019 , in the event we become legally obligated to perform under a guarantee of the obligation of an unconsolidated entity due to a triggering event, the collateral should be sufficient to repay all or a significant portion of the obligation. If it is not, we and our partners would need to contribute additional capital to the entity. AtOctober 31, 2019 , we had guaranteed the debt of certain unconsolidated entities with loan commitments aggregating$1.53 billion , of which, if the 30 -------------------------------------------------------------------------------- full amount of the debt obligations were borrowed, we estimate$299.1 million to be our maximum exposure related to repayment and carry cost guarantees. AtOctober 31, 2019 , the unconsolidated entities had borrowed an aggregate of$1.14 billion , of which we estimate$239.6 million to be our maximum exposure related to repayment and carry cost guarantees. These maximum exposure estimates do not take into account any recoveries from the underlying collateral or any reimbursement from our partners. For more information regarding these joint ventures, see Note 4, "Investments in Unconsolidated Entities" in the Notes to Consolidated Financial Statements in Item 15(a)1 of this Form 10-K. The trends, uncertainties or other factors that impact our business and the industry in general also impact the unconsolidated entities in which we have investments. We review each of our investments on a quarterly basis for indicators of impairment. A series of operating losses of an investee, the inability to recover our invested capital, or other factors may indicate that a loss in value of our investment in the unconsolidated entity has occurred. If a loss exists, we further review to determine if the loss is other than temporary, in which case we write down the investment to its fair value. The evaluation of our investment in unconsolidated entities entails a detailed cash flow analysis using many estimates including but not limited to, expected sales pace, expected sales prices, expected incentives, costs incurred and anticipated, sufficiency of financing and capital, competition, market conditions and anticipated cash receipts, in order to determine projected future distributions. Each of the unconsolidated entities evaluates its inventory in a similar manner. In addition, for our unconsolidated entities that own, develop, and manage for-rent residential apartments, we review rental trends, expected future expenses, and expected future cash flows to determine estimated fair values of the properties. See "Critical Accounting Policies - Inventory" contained in this MD&A for more detailed disclosure on our evaluation of inventory. If a valuation adjustment is recorded by an unconsolidated entity related to its assets, our proportionate share is reflected in income from unconsolidated entities with a corresponding decrease to our investment in unconsolidated entities. Based upon our evaluation of the fair value of our investments in unconsolidated entities, we recognized charges in connection with one Land Development Joint Venture of$1.0 million in fiscal 2019; twoLand Development Joint Ventures of$6.0 million in fiscal 2018; and$2.0 million in fiscal 2017 at one Land Development Joint Venture. 31 -------------------------------------------------------------------------------- RESULTS OF OPERATIONS The following table compares certain items in our Consolidated Statements of Operations and Comprehensive Income and other supplemental information for fiscal 2019 and 2018 ($ amounts in millions, unless otherwise stated). For more information regarding results of operations by operating segment, see "Segments" in this MD&A. Years ended October 31, 2019 2018 % Change Revenues:(1) Home sales$ 7,080.4 $ 7,143.3 (1 )% Land sales 143.6 - 7,224.0 7,143.3 1 % Cost of revenues:(1) Home sales 5,678.9 5,673.0 - % Land sales 129.7 - 5,808.6 5,673.0 2 % Selling, general and administrative 734.5 684.0 7 % Income from operations 680.8 786.2 (13 )% Other: Income from unconsolidated entities 24.9 85.2 (71 )% Other income - net 81.5 62.5 30 % Income before income taxes 787.2 933.9 (16 )% Income tax provision 197.2 185.8 6 % Net income$ 590.0 $ 748.2 (21 )% Supplemental information: Home sales cost of revenues as a percentage of home sales revenues 80.2 % 79.4 % Land sales cost of revenues as a percentage of land sales revenues (1) 90.3 % SG&A as a percentage of home sales revenues 10.4 % 9.6 % Effective tax rate 25.1 % 19.9 % Deliveries - units 8,107 8,265 (2 )% Deliveries - average selling price (2)$ 873.4 $ 864.3 1 % Net contracts signed - value$ 6,710.9 $ 7,604.3 (12 )% Net contracts signed - units 8,075 8,519 (5 )% Net contracts signed - average selling price (2)$ 831.1 $ 892.6 (7 )% At October 31, 2019 2018 % Change Backlog - value$ 5,257.1 $ 5,522.5 (5 )% Backlog - units 6,266 6,105 3 % Backlog - average selling price (2)$ 839.0 $ 904.6
(7 )%
(1) On
presented as part of income from operations where previously it was included
in "Other income - net." In fiscal 2018, we recognized land sales revenues
and land sales cost of revenues of
respectively. Further, retained customer deposits, which totaled
million in fiscal 2019, are included in "Home sales revenue" where previously
they were included in "Other income - net." In fiscal 2018, retained customer
deposits were
(2) $ amounts in thousands.
Note: Amounts may not add due to rounding.
32 -------------------------------------------------------------------------------- FISCAL 2019 COMPARED TO FISCAL 2018 HOME SALES REVENUES AND HOME SALES COST OF REVENUES The decrease in home sales revenues in fiscal 2019, as compared to fiscal 2018, was attributable to a 2% decrease in the number of homes delivered, offset, in part, by a 1% increase in the average price of the homes delivered. The decrease in the number of homes delivered was primarily due to a moderation in demand, particularly inCalifornia , which we experienced beginning in the fourth quarter of fiscal 2018 through the third quarter of fiscal 2019. This decrease was partially offset by contracts we signed in the metropolitanAtlanta, Georgia market and several markets inSouth Carolina in fiscal 2019 from the Sharp and Sabal acquisitions and an increase in the number of selling communities, primarily in our South and West regions, in fiscal 2019, as compared to fiscal 2018. The increase in the average delivered home price was mainly due to price increases in homes delivered inCalifornia and the West region and a shift in the number of homes delivered to more expensive areas and/or products inCalifornia ,New Jersey ,Virginia , and the West region in fiscal 2019, as compared to fiscal 2018. These increases were partially offset by a shift in the number of homes delivered to less expensive areas in City Living in fiscal 2019, as compared to fiscal 2018 and a decrease in the number of homes delivered inCalifornia where home prices were higher, in fiscal 2019, as compared to fiscal 2018. Home sales cost of revenues, as a percentage of homes sales revenues, in fiscal 2019 was 80.2%, as compared to 79.4% in fiscal 2018. The increase in fiscal 2019 was primarily due to higher land, land development, material and labor costs; a shift in the mix of our home sales revenues to lower margin products/areas; the recovery of approximately$9.7 million from litigation settlements in fiscal 2018; a$7.0 million benefit in fiscal 2018 from the reversal of an accrual related to an indemnification obligation related to the Shapell acquisition that expired; and higher inventory impairment charges in fiscal 2019, as compared to fiscal 2018. These increases were offset, in part, by a state reimbursement of previously expensed environmental clean-up costs received in fiscal 2019; a benefit in fiscal 2019 from the reversal of accruals for certain Home Owners Associations ("HOA") turnovers that were no longer required; price increases in homes delivered inCalifornia and the West region; and lower interest expense in fiscal 2019 compared to fiscal 2018. Interest cost in fiscal 2019 was$185.0 million or 2.6% of home sales revenues, as compared to$190.7 million or 2.7% of home sales revenues in fiscal 2018. We recognized inventory impairments and write-offs of$42.4 million or 0.6% of home sales revenues and$35.2 million or 0.5% of home sales revenues in fiscal 2019 and fiscal 2018, respectively. LAND SALES REVENUES AND LAND SALES COST OF REVENUES Our revenues from land sales generally consist of the following: (1) land sales to joint ventures in which we retain an interest; (2) lot sales to third-party builders within our master planned communities; and (3) bulk land sales to third parties of land we have decided no longer meets our development criteria. In fiscal 2019, we recognized a gain of$9.3 million from the sale of land to two newly formedRental Property Joint Ventures in which we have interests of 25%. Prior to the adoption of ASC 606, land sales activity was reported within "Other income - net" in our Condensed Consolidated Statements of Operations and Comprehensive Income. In fiscal 2018, we recognized land sales revenues and land sales cost of revenues of$134.3 million and$128.0 million , respectively. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES ("SG&A") SG&A spending increased by$50.5 million in fiscal 2019 compared to fiscal 2018. As a percentage of home sales revenues, SG&A was 10.4% and 9.6% in fiscal 2019 and 2018, respectively. The dollar increase in SG&A was due primarily to increased compensation costs due to a higher number of employees and normal compensation increases, increased sales and marketing costs, and costs related to the implementation of new enterprise information technology systems. The higher sales and marketing costs were the result of the increased number of selling communities, increased spending on advertising, and higher design studio operating costs. The increased number of employees was due primarily to the increase in the number of current and future selling communities. INCOME FROM UNCONSOLIDATED ENTITIES We recognize our proportionate share of the earnings and losses from the various unconsolidated entities in which we have an investment. Many of our unconsolidated entities are land development projects, high-rise/mid-rise condominium construction projects, or for-rent apartments projects, which do not generate revenues and earnings for a number of years during the development of the property. Once development is complete for land development projects and high-rise/mid-rise condominium construction projects, these unconsolidated entities will generally, over a relatively short period of time, generate revenues and earnings until all of the assets of the entity are sold. Further, once for-rent apartments projects are complete and stabilized, we may monetize a portion of these projects through a recapitalization or a sale of all or a portion of our ownership 33 -------------------------------------------------------------------------------- interest in the joint venture, resulting in an income producing event. Because of the long development periods associated with these entities, the earnings recognized from these entities may vary significantly from quarter to quarter and year to year. The decrease in income from unconsolidated entities from$85.2 million in fiscal 2018 to$24.9 million in fiscal 2019, was due mainly to$67.2 million of gains recognized in fiscal 2018 from asset sales by three of ourRental Property Joint Ventures located inCollege Park, Maryland ,Herndon, Virginia , andWestborough, Massachusetts , and an increase in losses in severalRental Property Join Ventures related to the commencement of operations and lease up activities in fiscal 2019, as compared to fiscal 2018. These decreases were offset, in part, by a$3.8 million gain recognized in fiscal 2019 from an asset sale by one of ourRental Property Joint Ventures located inPhoenixville, Pennsylvania ; higher earnings from two of ourHome Building Joint Ventures ; and a$3.0 million decrease in impairment charges recognized in fiscal 2019 as compared to fiscal 2018. OTHER INCOME - NET The table below provides the components of "Other Income - net" for the years endedOctober 31, 2019 and 2018 (amounts in thousands): 2019
2018
Income from ancillary businesses$ 53,568 $ 25,692 Management fee income from home building unconsolidated entities, net 9,948 11,740 Income from land sales - 6,331 Retained customer deposits - 8,937 Other 17,986 9,760 Total other income - net$ 81,502 $ 62,460 As a result of our adoption of ASC 606 onNovember 1, 2018 , land sale activity is presented as part of income from operations where previously it was included in "Other income - net." In addition, retained customer deposits are included in "Home sales revenue" where previously they were included in "Other income - net." Prior periods are not restated. See Note 1, "Significant Accounting Policies - Recent Accounting Pronouncements" in Notes to Consolidated Financial Statements in this Form 10-K for additional information regarding the adoption of ASC 606. The increase in income from ancillary businesses in fiscal 2019, as compared to fiscal 2018, was mainly due to gains recognized of$35.1 million from the sale of seven golf clubs in fiscal 2019 and lower losses incurred in our apartment living operations in fiscal 2019, as compared to fiscal 2018, partially offset by a$10.7 million gain from a bulk sale of security monitoring accounts by our home control solutions business in fiscal 2018. Management fee income from home building unconsolidated entities presented above primarily represents fees earned by ourCity Living and Traditional Home Building operations. In addition, in fiscal 2019 and 2018, our apartment living operations earned fees from unconsolidated entities of$11.9 million and$7.5 million , respectively. Fees earned by our apartment living operations are included in income from ancillary businesses. The increase in "other" in fiscal 2019 was principally due to higher interest income earned in fiscal 2019 compared to fiscal 2018, offset, in part, by$2.6 million received in fiscal 2018 from the resolution of a matter involving defective floor joists. INCOME BEFORE INCOME TAXES In fiscal 2019, we reported income before income taxes of$787.2 million or 10.9% of revenues, as compared to$933.9 million , or 13.1% of revenues in fiscal 2018. INCOME TAX PROVISION We recognized a$197.2 million income tax provision in fiscal 2019. Based upon the federal statutory rate of 21.0% for fiscal 2019, our federal tax provision would have been$165.3 million . The difference between the tax provision recognized and the tax provision based on the federal statutory rate was mainly due to the provision for state income taxes of$37.9 million and an increase in unrecognized tax benefits of$2.2 million , offset, in part, by the reversal of$5.3 million of previously accrued tax provisions on uncertain tax positions that were no longer necessary due to the expiration of the statute of limitations and a benefit of$2.1 million from excess tax benefits related to stock-based compensation. We recognized a$185.8 million income tax provision in fiscal 2018. Based upon the blended federal statutory rate of 23.3% for fiscal 2018, our federal tax provision would have been$217.9 million . The difference between the tax provision recognized and the tax provision based on the federal statutory rate was mainly due to tax law changes of$38.7 million ; a benefit of$18.2 million related to the utilization of domestic production activities deductions; the reversal of$4.7 million of previously accrued 34 -------------------------------------------------------------------------------- tax provisions on uncertain tax positions that were no longer necessary due to the expiration of the statute of limitations and settlements with certain taxing jurisdictions; a benefit of$4.2 million from excess tax benefits related to stock-based compensation; and$15.2 million of permanent and other differences, which primarily relates to the recognition of Section 45L energy credits and tax planning transactions that benefited the Company's state net operating loss carryforwards, offset, in part, by the provision for state income taxes of$47.1 million . See Note 8, "Income Taxes" in Item 15(a)1 of this Form 10-K for additional information regarding the impact of the Tax Act. CAPITAL RESOURCES AND LIQUIDITY Funding for our business has been, and continues to be, provided principally by cash flow from operating activities before inventory additions, unsecured bank borrowings, and the public debt markets. Fiscal 2019 AtOctober 31, 2019 , we had$1.29 billion of cash and cash equivalents and approximately$1.73 billion available for borrowing under our Revolving Credit Facility. Cash provided by operating activities during fiscal 2019 was$437.7 million . It was generated primarily from$590.0 million of net income plus$26.2 million of stock-based compensation,$72.1 million of depreciation and amortization,$42.4 million of inventory impairments and write-offs, and a net deferred tax benefit of$102.8 million ; offset, in part, by a$40.2 million increase in inventory; an increase of$185.3 million in receivables, prepaid assets, and other assets; an increase of$45.6 million in mortgage loans held for sale; and a decrease of$64.5 million in accounts payable and accrued expenses. Cash used in investing activities during fiscal 2019 was$75.9 million , primarily related to$162.4 million used to acquired Sharp and Sabal;$87.0 million for the purchase of property and equipment; and$56.6 million used to fund investments in unconsolidated entities. This activity was offset, in part, by$151.1 million of cash received as returns on our investments in unconsolidated entities, foreclosed real estate, and distressed loans and proceeds of$79.6 million of cash received from sales of golf club properties and an office buildings in several separate transactions with unrelated third parties. We used$258.5 million of cash from financing activities in fiscal 2019, primarily for the repayment of$600.0 million of senior notes; the repurchase of$233.5 million of our common stock; and payment of$63.6 million of dividends on our common stock, offset, in part, by the net proceeds of$396.4 million from the issuance of$400.0 million aggregate principal amount of 3.80% Senior Notes due 2029; borrowings of$227.4 million of other loans payable, net of new repayments; and the proceeds of$17.4 million from our stock-based benefit plans. Fiscal 2018 AtOctober 31, 2018 , we had$1.18 billion of cash and cash equivalents on hand and approximately$1.13 billion available for borrowing under our Revolving Credit Facility. Cash provided by operating activities during fiscal 2018 was$588.2 million . It was generated primarily from$748.2 million of net income plus$28.3 million of stock-based compensation,$25.3 million of depreciation and amortization,$35.2 million of inventory impairments and write-offs; and an increase of$57.9 million in accounts payable and accrued expenses; offset, in part, by a$143.6 million increase in inventory; an increase of$99.6 million in receivables, prepaid assets, and other assets; an increase of$38.9 million in mortgage loans held for sale; and a net deferred tax benefit of$21.9 million . Cash provided by investing activities during fiscal 2018 was$81.3 million . The cash generated by investing activities was primarily related to$138.0 million of cash received as returns on our investments in unconsolidated entities, foreclosed real estate, and distressed loans, offset, in part, by$28.2 million for the purchase of property and equipment and$27.5 million used to fund investments in unconsolidated entities. We used$214.3 million of cash from financing activities in fiscal 2018, primarily for repurchase of$503.2 million of our common stock; the repayment of$89.2 million of other loans payable, net of new borrowings; and payment of$61.7 million of dividends on our common stock, offset, in part, by the net proceeds of$396.5 million from the issuance of$400.0 million aggregate principal amount of 4.35% Senior Notes due 2028, the borrowings of$29.9 million on our mortgage company loan facility, net of new borrowings; and the proceeds of$13.4 million from our stock-based benefit plans. Other In general, our cash flow from operating activities assumes that, as each home is delivered, we will purchase a home site to replace it. Because we own a supply of several years of home sites, we do not need to buy home sites immediately to replace those that we deliver. In addition, we generally do not begin construction of our detached homes until we have a signed contract with the home buyer. Should our business decline, we believe that our inventory levels would decrease as we complete and 35 -------------------------------------------------------------------------------- deliver the homes under construction but do not commence construction of as many new homes, as we complete the improvements on the land we already own, and as we sell and deliver the speculative homes that are currently in inventory, resulting in additional cash flow from operations. In addition, we might delay, decrease, or curtail our acquisition of additional land, which would further reduce our inventory levels and cash needs. AtOctober 31, 2019 , we owned or controlled through options approximately 59,200 home sites, as compared to approximately 53,400 atOctober 31, 2018 ; and approximately 48,300 atOctober 31, 2017 . Of the approximately 59,200 home sites owned or controlled through options atOctober 31, 2019 , we owned approximately 36,600. Of our owned home sites atOctober 31, 2019 , significant improvements were completed on approximately 16,800 of them. AtOctober 31, 2019 , the aggregate purchase price of land parcels under option and purchase agreements was approximately$2.36 billion (including$10.8 million of land to be acquired from joint ventures in which we have invested). Of the$2.36 billion of land purchase commitments, we had paid or deposited$168.8 million and, if we acquire all of these land parcels, we will be required to pay an additional$2.19 billion . The purchases of these land parcels are scheduled over the next several years. In addition, we expect to purchase approximately 2,500 additional home sites over a number of years from several of these joint ventures. We have additional land parcels under option that have been excluded from the aforementioned aggregate purchase amounts since we do not believe that we will complete the purchase of these land parcels and no additional funds will be required from us to terminate these contracts. During the past several years, we have made a number of investments in unconsolidated entities related to the acquisition and development of land for future home sites, the construction of luxury for-sale condominiums, and for-rent apartments. Our investment activities related to investments in and distributions of investments from unconsolidated entities are contained in the Consolidated Statements of Cash Flows under "Net cash (used in) provided by investing activities," AtOctober 31, 2019 , we had investments in these entities of$366.3 million , and were committed to invest or advance up to an additional$38.8 million to these entities if they require additional funding. AtOctober 31, 2019 , we had purchase commitments to acquire land for apartment developments of approximately$280.2 million , of which we had outstanding deposits in the amount of$13.7 million . We intend to develop these apartment projects in joint ventures with unrelated parties in the future. OnOctober 31, 2019 , we amended and restated our existing$1.295 billion Revolving Credit Agreement, dated as ofMay 19, 2016 , to, among other things: (i) increase the aggregate revolving credit commitments under the Revolving Credit Facility from$1.295 billion to$1.905 billion ; (ii) extend the Revolving Credit Facility termination date fromMay 19, 2021 toNovember 1, 2024 ; (iii) modify the pricing for outstanding commitments, borrowings and letters of credit under the facility, as set forth in the pricing schedule that is attached to the Revolving Credit Facility; (iv) modify the accordion feature to permit the aggregate revolving credit commitments under the Revolving Credit Facility to be increased to up to$2.5 billion , subject to certain conditions and availability of bank commitments; and (iv) modify certain provisions relating to financial maintenance and negative covenants. Under the terms of the amended and restated Revolving Credit Facility, our maximum leverage ratio (as defined in the credit agreement) may not exceed 1.75 to 1.00 and we are required to maintain a minimum tangible net worth (as defined in the credit agreement) of no less than approximately$2.70 billion . Under the terms of the Revolving Credit Facility, atOctober 31, 2019 , our leverage ratio was approximately 0.50 to 1.00 and our tangible net worth was approximately$5.02 billion . Based upon the minimum tangible net worth requirement, our ability to repurchase our common stock was limited to approximately$3.53 billion as ofOctober 31, 2019 . AtOctober 31, 2019 , we had no outstanding borrowings under the Revolving Credit Facility and had outstanding letters of credit of approximately$177.9 million . OnOctober 31, 2018 , we had a$800.0 million , five-year senior unsecured term loan facility (the "Term Loan Facility") with a syndicate of banks. OnOctober 31, 2019 , we entered into an amendment to the Term Loan Facility to, among other things, extend the maturity date fromNovember 1, 2023 toNovember 1, 2024 , with no principal payments being required before the maturity date. We believe that we will have adequate resources and sufficient access to the capital markets and external financing sources to continue to fund our current operations and meet our contractual obligations. Due to the uncertainties in the economy and for home builders in general, we cannot be certain that we will be able to replace existing financing or find sources of additional financing in the future. INFLATION The long-term impact of inflation on us is manifested in increased costs for land, land development, construction, and overhead. We generally enter into contracts to acquire land a significant period of time before development and sales efforts begin. Accordingly, to the extent land acquisition costs are fixed, subsequent increases or decreases in the sales prices of homes will affect our profits. Because the sales price of each of our homes is fixed at the time a buyer enters into a contract to purchase a home and because we generally contract to sell our homes before we begin construction, any inflation of costs in excess of those anticipated may result in lower gross margins. We generally attempt to minimize that effect by entering into 36 -------------------------------------------------------------------------------- fixed-price contracts with our subcontractors and material suppliers for specified periods of time, which generally do not exceed one year. In general, housing demand is adversely affected by increases in interest rates and housing costs. Interest rates, the length of time that land remains in inventory, and the proportion of inventory that is financed affect our interest costs. If we are unable to raise sales prices enough to compensate for higher costs, or if mortgage interest rates increase significantly, affecting prospective buyers' ability to adequately finance home purchases, our home sales revenues, gross margins, and net income could be adversely affected. Increases in sales prices, whether the result of inflation or demand, may affect the ability of prospective buyers to afford new homes. CONTRACTUAL OBLIGATIONS The following table summarizes our estimated contractual payment obligations atOctober 31, 2019 (amounts in millions): 2020 2021 - 2022 2023 - 2024 Thereafter Total Senior notes (a)$ 127.8 $ 658.1 $ 818.2 $ 1,770.2 $ 3,374.3 Loans payable (a) 121.3 144.2 99.7 940.7 1,305.9 Mortgage company loan facility (a)(b) 152.8 152.8 Operating lease obligations 15.4 22.7 14.5 218.2 270.8 Purchase obligations (c) 1,541.9 1,010.2 263.5 92.5 2,908.1 Retirement plans (d) 13.4 13.4 14.7 62.6 104.1$ 1,972.6 $ 1,848.6 $ 1,210.6 $ 3,084.2 $ 8,116.0 (a) Amounts include estimated annual interest payments until maturity of the debt. Of the amounts indicated,$2.66 billion of the senior notes,$1.11 billion of loans payable,$150.0 million of the mortgage company loan facility, and$31.3 million of accrued interest were recorded on ourOctober 31, 2019 Consolidated Balance Sheet.
(b) In
to, among other things, extend the maturity date to
(c) Amounts represent our expected acquisition of land under purchase
agreements and the estimated remaining amount of the contractual
obligation for land development agreements secured by letters of credit
and surety bonds. Of the total amount indicated,$14.6 million was recorded on ourOctober 31, 2019 Consolidated Balance Sheet.
(d) Amounts represent our obligations under our deferred compensation plan,
supplemental executive retirement plans and our 401(k) salary deferral
savings plans. Of the total amount indicated,
on ourOctober 31, 2019 Consolidated Balance Sheet. 37
--------------------------------------------------------------------------------
SEGMENTS
We operate in two segments:Traditional Home Building and City Living, our urban development division. WithinTraditional Home Building , we operate in five geographic segments aroundthe United States : (1) the North, consisting ofConnecticut ,Illinois ,Massachusetts ,Michigan ,New Jersey , andNew York ; (2) the Mid-Atlantic, consisting ofDelaware ,Maryland ,Pennsylvania , andVirginia ; (3) the South, consisting ofFlorida ,Georgia ,North Carolina ,South Carolina , andTexas ; (4) the West, consisting ofArizona ,Colorado ,Idaho ,Nevada ,Oregon ,Utah , andWashington , and (5)California . The following tables summarize information related to revenues, net contracts signed, and income (loss) before income taxes by segment for fiscal years 2019, 2018, and 2017. Information related to backlog and assets by segment atOctober 31, 2019 and 2018, has also been provided. Units Delivered and Revenues: Fiscal 2019 Compared to Fiscal 2018 Revenues Average Delivered Price ($ in millions) Units Delivered ($ in thousands) 2019 2018 % Change 2019 2018 % Change 2019 2018 % Change Traditional Home Building: North$ 923.3 $ 975.7 (5 )% 1,325 1,453 (9 )%$ 696.8 $ 671.5 4 % Mid-Atlantic 1,112.8 1,141.1 (2 )% 1,708 1,800 (5 )% 651.5 633.9 3 % South 1,244.6 1,045.4 19 % 1,725 1,391 24 % 721.5 751.5 (4 )% West 1,418.0 1,451.4 (2 )% 1,965 2,130 (8 )% 721.6 681.4 6 % California 2,129.5 2,208.7 (4 )% 1,180 1,322 (11 )% 1,804.7 1,670.7 8 % Traditional Home Building 6,828.2 6,822.3 - % 7,903 8,096 (2 )% 864.0 842.7 3 % City Living 253.2 321.0 (21 )% 204 169 21 % 1,241.2 1,899.4 (35 )% Other (1.0 ) Total homes sales revenue 7,080.4$ 7,143.3 (1 )% 8,107
8,265 (2 )%
Net Contracts Signed: Fiscal 2019 Compared to Fiscal 2018 Net Contract Value Average Contracted Price ($ in millions) Net Contracted Units ($ in thousands) 2019 2018 % Change 2019 2018 % Change 2019 2018 % Change Traditional Home Building: North$ 910.1 $ 928.1 (2 )% 1,303 1,334 (2 )%$ 698.5 $ 695.7 - % Mid-Atlantic 1,137.8 1,158.3 (2 )% 1,725 1,799 (4 )% 659.6 643.9 2 % South 1,177.3 1,132.7 4 % 1,705 1,502 14 % 690.5 754.1 (8 )% West 1,705.7 1,510.5 13 % 2,303 2,133 8 % 740.6 708.2 5 % California 1,555.3 2,596.9 (40 )% 889 1,568 (43 )% 1,749.5 1,656.2 6 % Traditional Home Building 6,486.2 7,326.5 (11 )% 7,925 8,336 (5 )% 818.4 878.9 (7 )% City Living 224.7 277.8 (19 )% 150 183 (18 )% 1,498.3 1,518.0 (1 )% Total$ 6,710.9 $ 7,604.3 (12 )% 8,075 8,519 (5 )%$ 831.1 $ 892.6 (7 )% 38
-------------------------------------------------------------------------------- Backlog atOctober 31 : October 31, 2019 Compared to October 31, 2018 Backlog Value Average Backlog Price ($ in millions) Backlog Units ($ in thousands) 2019 2018 % Change 2019 2018 % Change 2019 2018 % Change Traditional Home Building: North$ 757.1 $ 768.5 (1 )% 1,076
1,098 (2 )%
785.1 758.8 3 % 1,159 1,142 1 % 677.4 664.4 2 % South 930.0 903.2 3 % 1,339 1,166 15 % 694.6 774.6 (10 )% West 1,321.2 1,031.1 28 % 1,738 1,400 24 % 760.2 736.5 3 % California 1,314.1 1,883.3 (30 )% 842 1,133 (26 )% 1,560.7 1,662.2 (6 )% Traditional Home Building 5,107.5 5,344.9 (4 )% 6,154
5,939 4 % 829.9 900.0 (8 )% City Living
149.6 177.6 (16 )% 112 166 (33 )% 1,335.6 1,069.7 25 % Total$ 5,257.1 $ 5,522.5 (5 )% 6,266 6,105 3 %$ 839.0 $ 904.6 (7 )%
Income (Loss) Before Income Taxes ($ amounts in millions):
2019 2018 % ChangeTraditional Home Building : North$ 55.9 $ 56.5 (1 )% Mid-Atlantic 64.8 90.6 (28 )% South 117.5 110.3 7 % West 170.4 213.3 (20 )% California 452.4 494.3 (8 )% Traditional Home Building 861.0 965.0 (11 )% City Living 70.1 78.1 (10 )% Corporate and other (143.9 ) (109.2 ) (32 )% Total$ 787.2 $ 933.9 (16 )% "Corporate and other" is comprised principally of general corporate expenses such as our executive officers; the corporate finance, accounting, audit, tax, human resources, risk management, information technology, marketing, and legal groups; interest income; income from certain of our ancillary businesses, includingGibraltar ; and income from ourRental Property Joint Ventures andGibraltar Joint Ventures . Total Assets ($ amounts in millions): At October 31, 2019 2018Traditional Home Building : North$ 917.5 $ 970.9 Mid-Atlantic 1,177.4 1,130.4 South 1,412.5 1,237.7 West 2,057.4 1,580.2 California 2,339.7 2,734.0 Traditional Home Building 7,904.5 7,653.2 City Living 529.5 516.2 Corporate and other 2,394.1 2,075.2 Total$ 10,828.1 $ 10,244.6 39
-------------------------------------------------------------------------------- "Corporate and other" is comprised principally of cash and cash equivalents, restricted cash, income taxes receivable, investments in properties held for rental apartments, expected recoveries from insurance carriers and suppliers, ourGibraltar investments and operations, manufacturing facilities, and our mortgage and title subsidiaries.Traditional Home Building North Year ended October 31, 2019 2018 % Change Units Delivered and Home Sales Revenues: Home sales revenues ($ in millions)$ 923.3 $ 975.7 (5 )% Units delivered 1,325 1,453 (9 )% Average delivered price ($ in thousands)$ 696.8 $ 671.5 4 % Net Contracts Signed: Net contract value ($ in millions)$ 910.1 $ 928.1 (2 )% Net contracted units 1,303 1,334 (2 )% Average contracted price ($ in thousands)$ 698.5 $ 695.7 - %
Home sales cost of revenues as a percentage of home sales revenues
85.4 %
86.7 %
Income before income taxes ($ in millions)
(1 )% Number of selling communities atOctober 31 , 50
57 (12 )%
The decrease in the number of homes delivered in fiscal 2019 was mainly due to a decrease in the number of homes in backlog atOctober 31, 2018 , as compared to the number of homes in backlog atOctober 31, 2017 . The increase in the average price of homes delivered in fiscal 2019 was due primarily to a shift in the number of homes delivered to more expensive areas and/or products in fiscal 2019, as compared to fiscal 2018, particularly inMichigan andNew Jersey . The decrease in the number of net contracts signed in fiscal 2019, as compared to fiscal 2018, was principally due to a decrease in demand in fiscal 2019, as compared to fiscal 2018. The decrease in income before income taxes in fiscal 2019 was principally attributable to lower home sales cost of revenues, as a percentage of home sale revenues, offset, in part, by lower earnings from decreased home sales revenues and higher SG&A costs in fiscal 2019, as compared to fiscal 2018. The decrease in home sales cost of revenues, as a percentage of home sales revenues, in fiscal 2019 was primarily due to a shift in product mix/areas to higher-margin areas and lower inventory impairment charges in fiscal 2019, as compared to fiscal 2018. Inventory impairment charges were$17.5 million in fiscal 2019, as compared to$19.7 million in fiscal 2018. During fiscal 2019, we determined that the pricing assumptions used in prior impairment reviews for one operating community located inIllinois needed to be reduced primarily because weaker-than-expected market conditions drove a lack of improvement and/or a decrease in customer demand for homes in the community. As a result of the reduction in expected sales prices, we determined that this community was impaired. Accordingly, the carrying value was written down in the fiscal 2019 period to its estimated fair value, which resulted in a charge to income before income taxes of$6.6 million . In addition, with respect to two communities located inIllinois , we decided to sell their remaining lots in bulk sales rather than sell and construct homes. As a result, the carrying values of these communities were written down to their estimated fair values, which resulted in a charge to income before income taxes of$4.9 million in fiscal 2019. During fiscal 2018, we determined that the pricing assumptions used in prior impairment reviews for one operating community located inConnecticut needed to be reduced, primarily due to a lack of improvement and/or a decrease in customer demand as a result of weaker than expected market conditions. As a result of the reduction in expected sales prices, we determined that this community was impaired. Accordingly, its carrying value was written down to its estimated fair value, which resulted in a charge to income before income taxes of$12.0 million in fiscal 2018. In addition, with respect to two communities located inIllinois andMinnesota , we decided to sell their remaining lots in bulk sales rather than sell and construct homes. As a result, the carrying values of these communities were written down to their estimated fair values, which resulted in a charge to income before income taxes of$4.4 million in fiscal 2018. 40 --------------------------------------------------------------------------------
Mid-Atlantic Year ended October 31, 2019 2018 % Change Units Delivered and Home Sales Revenues: Home sales revenues ($ in millions)$ 1,112.8 $ 1,141.1 (2 )% Units delivered 1,708 1,800 (5 )% Average delivered price ($ in thousands)$ 651.5 $ 633.9 3 % Net Contracts Signed: Net contract value ($ in millions)$ 1,137.8 $ 1,158.3 (2 )% Net contracted units 1,725 1,799 (4 )% Average contracted price ($ in thousands)$ 659.6 $ 643.9 2 %
Home sales cost of revenues as a percentage of home sales revenues
86.3 % 84.4 %
Income (loss) before income taxes ($ in millions)
(28 )%
Number of selling communities at October 31, 56 62
(10 )%
The decrease in the number of homes delivered in fiscal 2019 was mainly due to lower backlog conversion in fiscal 2019, as compared to fiscal 2018. The increase in the average price of homes delivered in fiscal 2019 was primarily due to a shift in the number of homes delivered to more expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The decrease in the number of net contracts signed in fiscal 2019 was principally due to a decrease in the average number of selling communities in fiscal 2019, as compared to fiscal 2018. The increase in the average value of each contract signed in fiscal 2019 was mainly due to shifts in the number of contracts signed to more expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The decrease in income before income taxes in fiscal 2019 was mainly due to increases in home sales costs of revenues, as a percentage of home sale revenues; lower earnings on decreased home sales revenues; and increases in SG&A costs in fiscal 2019, as compared to fiscal 2018. This decrease was partially offset by a$4.0 million impairment charge recognized in fiscal 2018 related to one Land Development Joint Venture located inMaryland . The increase in home sales costs of revenues, as a percentage of home sale revenues, in fiscal 2019 was primarily due to higher material and labor costs in fiscal 2019, as compared to fiscal 2018. Inventory impairment charges were$8.5 million and$9.8 million in fiscal 2019 and 2018, respectively. During our review of operating communities for impairment in fiscal 2019, we determined that the pricing assumptions used in prior impairment reviews for two operating communities located inPennsylvania needed to be reduced primarily because weaker-than-expected market conditions drove a lack of improvement and/or a decrease in customer demand for homes in the community. As a result of the reduction in expected sales prices, we determined that these communities were impaired. Accordingly, the carrying value of these communities were written down to their estimated fair values, which resulted in a charge to income before income taxes of$8.0 million in fiscal 2019. In fiscal 2018, we decided to sell a portion of the lots in a bulk sale in one community located inMaryland , primarily due to increases in site costs and a lack of improvement in customer demand as a result of weaker than expected market conditions. The carrying value of this community was written down to its estimated fair value resulting in a charge to income before income taxes in fiscal 2018 of$6.7 million . 41 --------------------------------------------------------------------------------
South Year ended October 31, 2019 2018 % Change Units Delivered and Home Sale Revenues: Home sales revenues ($ in millions)$ 1,244.6 $ 1,045.4 19 % Units delivered 1,725 1,391 24 % Average delivered price ($ in thousands)$ 721.5 $ 751.5
(4 )%
Net Contracts Signed: Net contract value ($ in millions)$ 1,177.3 $ 1,132.7 4 % Net contracted units 1,705 1,502 14 % Average contracted price ($ in thousands)$ 690.5 $ 754.1
(8 )%
Home sales cost of revenues as a percentage of home sales revenues
84.2 % 83.3 %
Income before income taxes ($ in millions)
7 % Number of selling communities at October 31, 93 69
35 %
The increase in the number of homes delivered in fiscal 2019 was mainly due to the delivery of 137 homes in metropolitanAtlanta, Georgia and several markets inSouth Carolina from the Sharp and Sabal acquisitions; an increase in the number of homes in backlog atOctober 31, 2018 , as compared to the number of homes in backlog atOctober 31, 2017 ; and higher backlog conversion in fiscal 2019, as compared to fiscal 2018. The decrease in the average price of homes delivered in fiscal 2019 was primarily due to a shift in the number of homes delivered to less expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The increase in the number of net contracts signed in fiscal 2019 was mainly due to contracts we signed in the metropolitanAtlanta, Georgia market and several markets inSouth Carolina in fiscal 2019 and an increase in the number of selling communities, primarily inFlorida , in fiscal 2019, as compared to fiscal 2018, offset, in part, by decreased demand. The decrease in the average value of each contract signed in fiscal 2019 was mainly due to shifts in the number of contracts signed to less expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The increase in income before income taxes in fiscal 2019 was principally due to higher earnings from increased home sales revenues, offset, in part, by higher cost of home sales revenues, as a percentage of home sales revenues. The increase in home sales cost of revenues, as a percentage of home sales revenues, in fiscal 2019 was primarily due to higher material and labor costs and a shift in product mix/areas to lower-margin areas in fiscal 2019, as compared to fiscal 2018. Inventory impairment charges were$9.5 million and$3.8 million in fiscal 2019 and 2018, respectively. During fiscal 2019, we decided to sell the remaining lots in a bulk sale in one community located inTexas rather than sell and construct homes, primarily due to a lack of improvement and/or a decrease in customer demand. As a result, the carrying value of this community was written down to its estimated fair value, which resulted in a charge to income before income taxes of$1.5 million in fiscal 2019. In addition, we terminated three purchase agreements to acquire land parcels inTexas and forfeited the deposit balances outstanding. We wrote off the deposits resulting in a charges to income before income taxes of$4.2 million in fiscal 2019. 42 --------------------------------------------------------------------------------
West Year ended October 31, 2019 2018 % Change Units Delivered and Home Sales Revenues: Home sales revenues ($ in millions)$ 1,418.0 $ 1,451.4 (2 )% Units delivered 1,965 2,130 (8 )% Average delivered price ($ in thousands)$ 721.6 $ 681.4 6 % Net Contracts Signed: Net contract value ($ in millions)$ 1,705.7 $ 1,510.5 13 % Net contracted units 2,303 2,133 8 % Average contracted price ($ in thousands)$ 740.6 $ 708.2 5 %
Home sales cost of revenues as a percentage of home sales revenues
79.3 % 78.2 %
Income before income taxes ($ in millions)
(20 )%
Number of selling communities at October 31, 94 83
13 %
The decrease in the number of homes delivered in fiscal 2019 was mainly due to lower backlog conversion in fiscal 2019, as compared to fiscal 2018. The increase in the average price of homes delivered in fiscal 2019 was primarily due to a shift in the number of homes delivered to more expensive areas and/or products and price increases in fiscal 2019, as compared to fiscal 2018. The increase in the number of net contracts signed in fiscal 2019 was principally due to an increase in the average number of selling communities in fiscal 2019, as compared to fiscal 2018, and an increase in demand, primarily in the fourth quarter of fiscal 2019. The increase in the average value of each contract signed in fiscal 2019 was mainly due to a shift in the number of contracts signed to more expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The decrease in income before income taxes in fiscal 2019 was due mainly to higher SG&A costs; higher home sales cost of revenues, as a percentage of home sales revenues; and lower earnings from decreased revenues, in fiscal 2019, as compared to fiscal 2018. The increase in home sales cost of revenues, as a percentage of home sales revenues, was primarily due to a shift in product mix/areas to lower-margin areas in fiscal 2019, as compared to fiscal 2018.California Year ended October 31, 2019 2018 % Change Units Delivered and Home Sales Revenues: Home sales revenues ($ in millions)$ 2,129.5 $ 2,208.7 (4 )% Units delivered 1,180 1,322 (11 )% Average delivered price ($ in thousands)$ 1,804.7 $ 1,670.7 8 % Net Contracts Signed: Net contract value ($ in millions)$ 1,555.3 $ 2,596.9 (40 )% Net contracted units 889 1,568 (43 )% Average contracted price ($ in thousands)$ 1,749.5 $ 1,656.2 6 %
Home sales cost of revenues as a percentage of home sales revenues
74.0 % 72.9 % Income before income taxes ($ in millions) 452.4 494.3
(8 )%
Number of selling communities at October 31, 36 38
(5 )%
The decrease in the number of homes delivered in fiscal 2019 was mainly due to lower backlog conversion in fiscal 2019, as compared to fiscal 2018, offset, in part, by the increased number of homes in backlog atOctober 31, 2018 , as compared to the 43 -------------------------------------------------------------------------------- number of homes in backlog atOctober 31, 2017 . The increase in the average price of homes delivered in 2019 was primarily due to a shift in the number of homes delivered to more expensive areas and/or products and increased selling prices of homes delivered in fiscal 2019, as compared to fiscal 2018. The decrease in the number of net contracts signed in fiscal 2019 was principally due to a decrease in demand and reduced availability of lots in fiscal 2019, as compared to fiscal 2018. The increase in the average value of each contract signed in fiscal 2019 was mainly due to a shift in the number of contracts signed to more expensive areas and/or products in fiscal 2019, as compared to fiscal 2018. The decrease in income before income taxes in fiscal 2019 was primarily due to lower earnings from the decreased home sales revenues and higher home sales cost of revenues, as a percentage of home sales revenues, in fiscal 2019, as compared to fiscal 2018, partially offset by lower SG&A costs in fiscal 2019. The increase in home sales cost of revenues, as a percentage of home sales revenues, was primarily due to a shift in product mix/areas to lower-margin areas in fiscal 2019, as compared to fiscal 2018, and a$7.0 million benefit in fiscal 2018 from the reversal of an accrual related to the Shapell acquisition that has expired. City Living Year ended October 31, 2019 2018 % Change Units Delivered and Home Sales Revenues: Home sales revenues ($ in millions)$ 253.2 $ 321.0 (21 )% Units delivered 204 169 21 % Average delivered price ($ in thousands)$ 1,241.2 $ 1,899.4
(35 )%
Net Contracts Signed: Net contract value ($ in millions)$ 224.7 $ 277.8 (19 )% Net contracted units 150 183 (18 )% Average contracted price ($ in thousands)$ 1,498.3 $ 1,518.0
(1 )%
Home sales cost of revenues as a percentage of home sales revenues
70.6 % 75.1 %
Income before income taxes ($ in millions)
(10 )%
Number of selling communities at October 31, 4 6
(33 )%
The increase in the number of homes delivered in fiscal 2019 was mainly attributable to homes delivered at a building located inJersey City, New Jersey , which commenced deliveries in the fourth quarter of fiscal 2018. The decrease in the average price of homes delivered in fiscal 2019 was primarily due to a shift in the number of homes delivered to less expensive buildings in fiscal 2019, as compared to fiscal 2018, offset, in part, by the delivery of two homes in fiscal 2019 in a building located inNew York City ,New York , where the average price was$13.6 million . In fiscal 2019 and 2018, 7% and 37%, respectively, of the units delivered were located inNew York City , where average home prices were higher. The decrease in the number of net contracts signed in fiscal 2019 was primarily due to a decrease in demand. The decrease in the average sales price of net contracts signed in fiscal 2019, as compared to fiscal 2018, was principally due to a shift to less expensive units in fiscal 2019, as compared to fiscal 2018, offset, in part, by the sale of two home in fiscal 2019 period in a building located inNew York City ,New York , where the average price was$13.6 million . The decrease in income before income taxes in fiscal 2019 was mainly due to lower earnings from decreased home sales revenues and a decrease in earnings from our investments in unconsolidated entities, in fiscal 2019, as compared to fiscal 2018. This decrease was partially offset by lower home sales cost of revenues, as a percentage of home sale revenues, in fiscal 2019. The lower home sales cost of revenues, as a percentage of home sale revenues, in fiscal 2019 was due primarily to a shift in the number of homes delivered to buildings with higher margins; a state reimbursement of previously expensed environmental clean-up costs received in fiscal 2019; a benefit in fiscal 2019 from the reversal of accruals for certain HOA turnovers that were no longer required; and lower interest costs in fiscal 2019, as compared to fiscal 2018. These decreases were offset, in part, by impairment charges of$4.8 million in fiscal 2019. As a result of decreased demand, we wrote down the carrying value of units in two buildings, located inMaryland andNew York, New York , to their estimated fair value, which resulted in impairment charges of$4.8 million in fiscal 2019. 44 -------------------------------------------------------------------------------- In fiscal 2019, earnings from our investments in unconsolidated entities decreased$2.8 million as compared to fiscal 2018. This decrease was primarily due a shift in the number of homes delivered to buildings with lower margins and a shift in the number of homes delivered in joint ventures where our ownership percentage was lower in fiscal 2019, as compared to fiscal 2018. The tables below provide information related to deliveries, home sales revenues and net contracts signed by ourCity Living Home Building Joint Ventures , for the periods indicated, and the related backlog for the dates indicated ($ amounts in millions): Year ended October 31, 2019 2018 2019 2018 Units Units $ $
Deliveries and home sales revenues 147 14
39 102$ 128.1 $ 245.6 At October 31, 2019 2018 2019 2018 Units Units $ $ Backlog 26 134$ 76.3 $ 279.0 Corporate and other In fiscal 2019 and 2018, loss before income taxes was$143.9 million and$109.2 million , respectively. The increase in the loss before income taxes in fiscal 2019 was principally attributable to$67.2 million of gains recognized in fiscal 2018 from asset sales by ourRental Property Joint Ventures located inCollege Park, Maryland ,Herndon, Virginia , andWestborough, Massachusetts ; a$10.7 million gain from a bulk sale of security monitoring accounts by our home control solutions business in fiscal 2018; an increase in losses in severalRental Property Joint Ventures due to the commencement of operations and lease up activities in fiscal 2019; and higher SG&A costs in fiscal 2019 compared to fiscal 2018. These increases were partially offset by gains recognized of$35.1 million from the sale of seven golf clubs in fiscal 2019; a$9.3 million gain recognized from the sales of land to newly formedRental Property Joint Ventures in fiscal 2019; a$3.8 million gain recognized in fiscal 2019 from an asset sale by a Rental Property Joint Venture inPhoenixville, Pennsylvania ; and higher interest income in fiscal 2019. 45
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