Executive Overview and Outlook Market Conditions The demand for new and existing homes is dependent on a variety of demographic and economic factors, including job and wage growth, household formation, consumer confidence, mortgage financing, and overall housing affordability. The COVID-19 pandemic created strong demand in the housing market beginning in the second half of fiscal 2020, which has continued throughout fiscal 2021. Many factors contributed to this level of demand, including historically low mortgage interest rates, a structural shortage of homes to purchase, favorable demographics, as well as workplace changes as a result of the pandemic. During the first quarter of fiscal 2022, demand remained strong and healthy despite affordability concerns and a gradual uptick in mortgage interest rates. The increased activity combined with COVID-19 related impacts has led to inflation and a variety of supply chain disruptions, including increases in labor and direct building costs, as well as lack of availability of certain materials and construction labor, resulting in elongated construction cycle times and decreased backlog conversion. In response, we proactively managed our sales pace and lot releases to better align with our production capacity. We have also worked closely with our trade partners to proactively address shortages earlier in the construction cycle. Furthermore, the strength in our markets has allowed us to pass on cost increases through increased prices, leading to improvements in our margins and profitability. Balanced Growth Strategy We continue to execute against our balanced growth strategy, which we define as the expansion of earnings at a faster rate than our revenue growth, supported by a less-leveraged capital structure. This strategy provides us with flexibility to increase return on capital, reduce leverage, or increase investment in land and other operating assets in response to changing market conditions. Our priorities for fiscal 2022 is to grow our lot position by increasing land spend and our use of land option agreements, improve profitability while reducing our total debt below$1.0 billion , deliver extraordinary customer experience and encourage employee well-being. Overview of Results for Our Fiscal First Quarter The following is a summary of our performance against certain key operating and financial metrics during the three months endedDecember 31, 2021 : •During the quarter endedDecember 31, 2021 , sales per community per month was 3.3 compared to 3.5 in the prior year quarter, and our net new orders were 1,141, down 20.9% from 1,442 in the prior year quarter. Sales per community per month was 3.6 and 3.5 for the trailing 12 months endedDecember 31, 2021 and 2020, respectively. We believe our sales pace has been strong by historical standards and will remain robust throughout fiscal 2022. Given the high demand and construction cycle time constraints, we have deliberately limited sales in a number of our communities to better align sales pace with production capacity, to ensure a positive customer experience and to maximize margins. •During the quarter endedDecember 31, 2021 , our average active community count of 114 was down 16.2% from 136 in the prior year quarter. We ended the quarter with an active community count of 116, compared to 134 in the prior year quarter. This is in part due to strong sales pace experienced during fiscal 2021 as well as the temporary reduction in land spend during fiscal 2020 and the first half of 2021. We are working to grow community counts by increasing investments in new communities. We invested$97.8 million and$32.9 million in land acquisition and land development during the quarters endedDecember 31, 2021 andDecember 31, 2020 , respectively. •As ofDecember 31, 2021 , our land position includes 23,049 controlled lots, up 22.6% from 18,801 as ofDecember 31, 2020 . Excluding land held for future development and land held for sale lots, we controlled 22,426 active lots, up 23.6% from the prior year quarter. As ofDecember 31, 2021 , we had 11,027 lots, or 49.2% of our total active lots, under option contracts as compared to 7,536 lots, or 41.5% of our total active lots, under option contracts as ofDecember 31, 2020 . •Aggregated dollar value of homes in backlog as ofDecember 31, 2021 was$1,405.2 million , up 20.9% compared to the prior year quarter. As a result of our strong sales pace, we ended the quarter with 2,908 homes in backlog, up 2.5% compared to the prior year quarter. Benefiting from pricing power in most markets, ASP in backlog as ofDecember 31, 2021 has risen to$483.2 thousand , up 17.9% versus the prior year quarter. 26 -------------------------------------------------------------------------------- Tab le of Contents •Our ASP for homes closed during the quarter endedDecember 31, 2021 was$438.4 thousand , up 15.1% from$380.8 thousand in the prior year quarter. The year-over-year increase in ASP on closings was impacted primarily by price appreciation due to strong demand and short supply of homes. On average, we anticipate that our ASP will continue to increase in the near-term as indicated by the ASP for homes in backlog as ofDecember 31, 2021 . •Homebuilding gross margin for the quarter endedDecember 31, 2021 was 20.9%, up from 17.6% in the prior year quarter. Homebuilding gross margin excluding impairments, abandonments, and interest for the quarter endedDecember 31, 2021 was 24.2%, up from 22.1% in the prior year quarter. Our homebuilding gross margin has been favorably impacted by the strong demand and price appreciation, although cost pressures and the availability of labor has affected and may continue to temper gross margin expansion in the future. •SG&A for the quarter endedDecember 31, 2021 was 11.8% of total revenue, down from 12.7% a year earlier. We remain focused on improving overhead cost management in relation to our revenue growth, contributing to our balanced growth strategy. Seasonal and Quarterly Variability Our homebuilding operating cycle historically has reflected escalating new order activity in the second and third fiscal quarters and increased closings in the third and fourth fiscal quarters. However, these seasonal patterns may be impacted or reduced by a variety of factors. Accordingly, our financial results for the three months endedDecember 31, 2021 may not be indicative of our full year results. 27 -------------------------------------------------------------------------------- Tab le of Contents RESULTS OF CONTINUING OPERATIONS: The following table summarizes certain key income statement metrics for the periods presented: Three Months Ended December 31, $ in thousands 2021 2020 Revenue: Homebuilding$ 446,729 $ 424,229 Land sales and other 7,420 4,310 Total$ 454,149 $ 428,539 Gross profit: Homebuilding$ 93,304 $ 74,837 Land sales and other 4,096 456 Total$ 97,400 $ 75,293 Gross margin: Homebuilding (a) 20.9 % 17.6 % Land sales and other 55.2 % 10.6 % Total 21.4 % 17.6 % Commissions$ 15,813 $ 16,507 General and administrative expenses (G&A)$ 37,767 $ 37,976 SG&A (commissions plus G&A) as a percentage of total revenue 11.8 % 12.7 % G&A as a percentage of total revenue 8.3 % 8.9 % Depreciation and amortization$ 2,881 $ 3,122 Operating income$ 40,939 $ 17,688 Operating income as a percentage of total revenue 9.0 % 4.1 % Effective tax rate (b) 15.6 % 25.5 % Inventory impairments and abandonments $ -$ 465 Equity in income (loss) of unconsolidated entities$ 288 $ (75) (a) Excluding impairments, abandonments, and interest amortized to cost of sales, homebuilding gross margin was 24.2% and 22.1% for the three months endedDecember 31, 2021 and 2020, respectively. Please see "Homebuilding Gross Profit and Gross Margin" section below for a reconciliation of homebuilding gross profit and the related gross margin excluding impairments and abandonments and interest amortized to cost of sales to homebuilding gross profit and gross margin, the most directly comparable GAAP measure. (b) Calculated as tax expense for the period divided by income from continuing operations. Due to a variety of factors, including the impact of discrete tax items on our effective tax rate, our income tax expense is not always directly correlated to the amount of pre-tax income for the associated periods. For the three months endedDecember 31, 2021 , our effective tax rate was impacted by, among other factors, energy efficiency tax credits of$3.2 million claimed, compared to less than$0.1 million of such credits claimed during the three months endedDecember 31, 2020 . 28 -------------------------------------------------------------------------------- Tab le of Contents EBITDA: Reconciliation of Net Income to Adjusted EBITDA Reconciliation of Adjusted EBITDA to total company net income, the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that Adjusted EBITDA assists investors in understanding and comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies' respective capitalization, tax position, and level of impairments. These EBITDA measures should not be considered alternatives to net income determined in accordance with GAAP as an indicator of operating performance. The following table reconciles our net income to Adjusted EBITDA for the periods presented: Three Months Ended December 31, LTM Ended December 31, (a) in thousands 2021 2020 21 vs 20 2021 2020 21 vs 20 Net income$ 34,885 $ 11,997 $ 22,888 $ 144,909 $ 61,477 $ 83,432 Expense from income taxes 6,460 4,114 2,346 23,847 22,006 1,841 Interest amortized to home construction and land sales expenses and capitalized interest impaired 14,780 18,813 (4,033) 83,257 94,806
(11,549)
Interest expense not qualified for capitalization - 1,600 (1,600) 1,181 8,626 (7,445) EBIT 56,125 36,524 19,601 253,194 186,915 66,279 Depreciation and amortization 2,881 3,122 (241) 13,735 15,335 (1,600) EBITDA 59,006 39,646 19,360 266,929 202,250 64,679 Stock-based compensation expense 2,108 3,511 (1,403) 10,764 11,236
(472)
Loss on extinguishment of debt - - - 2,025 -
2,025
Inventory impairments and abandonments (b) - 465 (465) 388 2,576
(2,188)
Restructuring and severance expenses - (10) 10 - 1,307
(1,307)
Litigation settlement in discontinued operations - - - 120 1,260 (1,140) Adjusted EBITDA$ 61,114 $ 43,612 $ 17,502 $ 280,226 $ 218,629 $ 61,597
(a) "LTM" indicates amounts for the trailing 12 months. (b) In periods during which we impaired certain of our inventory assets, capitalized interest that is impaired is included in the line above titled "Interest amortized to home construction and land sales expenses and capitalized interest impaired."
29 -------------------------------------------------------------------------------- Tab le of Contents Homebuilding Operations Data The following table summarizes new orders and cancellation rates by reportable segment for the periods presented: Three Months Ended December 31, New Orders, net Cancellation Rates 2021 2020 21 vs 20 2021 2020 West 655 782 (16.2) % 12.8 % 14.6 % East 236 320 (26.3) % 13.9 % 8.6 % Southeast 250 340 (26.5) % 7.1 % 10.1 % Total 1,141 1,442 (20.9) % 11.8 % 12.3 % Net new orders for the quarter endedDecember 31, 2021 decreased to 1,141, down 20.9% from the quarter endedDecember 31, 2020 . The decrease in net new orders was driven primarily by a 16.2% decrease in active community count from 136 in the prior year quarter to 114 and a decrease in sales pace from 3.5 sales per community per month in the prior year quarter to 3.3, partially offset by a decrease in cancellation rates from 12.3% in the prior year quarter to 11.8%. We are working to grow community count by investing in new communities, and we are also actively managing sales pace, in part by selectively increasing prices and limiting lot releases in some communities, to optimize margins and lot supply. The table below summarizes backlog units by reportable segment as well as the aggregate dollar value and ASP of homes in backlog as ofDecember 31, 2021 and 2020: As of December 31, 2021 2020 21 vs 20 Backlog Units: West 1,705 1,505 13.3 % East 602 721 (16.5) % Southeast 601 611 (1.6) % Total 2,908 2,837 2.5 %
Aggregate dollar value of homes in backlog (in millions)
$ 1,162.4 20.9 % ASP in backlog (in thousands)$ 483.2 $ 409.7 17.9 % Backlog reflects the number of homes for which the Company has entered into a sales contract with a customer but has not yet delivered the home. Homes in backlog have historically been delivered within three to six months following commencement of construction. Ongoing supply chain disruptions, including the availability of certain materials and construction labor, has led to extended construction cycle times. As a result, we are experiencing increased construction cycle times by an average of two to three months across our markets, compared toDecember 31, 2020 . The aggregate dollar value of homes in backlog as ofDecember 31, 2021 increased 20.9% compared toDecember 31, 2020 due to a 17.9% increase in the ASP of homes in backlog and a 2.5% increase in backlog units. 30
-------------------------------------------------------------------------------- Tab le of Contents Homebuilding Revenue, Average Selling Price, and Closings The table below summarizes homebuilding revenue, ASP of our homes closed, and closings by reportable segment for the periods presented: Three Months Ended December 31, Homebuilding Revenue Average Selling Price Closings $ in thousands 2021 2020 21 vs 20
2021 2020 21 vs 20 2021 2020 21 vs 20 West$ 256,492 $ 232,940 10.1 %$ 425.4 $ 362.8 17.3 % 603 642 (6.1) % East 114,287 97,964 16.7 % 466.5 439.3 6.2 % 245 223 9.9 % Southeast 75,950 93,325 (18.6) % 444.2 374.8 18.5 % 171 249 (31.3) % Total$ 446,729 $ 424,229 5.3 %$ 438.4 $ 380.8 15.1 % 1,019 1,114 (8.5) % For the three months endedDecember 31, 2021 , homebuilding revenue increased primarily as a result of increase in ASP, partially offset by a decrease in closings. The ASP changes were impacted primarily by price appreciation due to inflation, strong demand, and short supply of homes, as well as a change in mix of closings between geographies, products, and among communities within each individual market as compared to the prior year period. On average, we anticipate that our ASP will continue to increase in the near-term as indicated by the ASP for homes in backlog as ofDecember 31, 2021 . West Segment: Homebuilding revenue increased by 10.1% for the three months endedDecember 31, 2021 compared to the prior year quarter due to a 17.3% increase in ASP, partially offset by a 6.1% decrease in closings. The decrease in closings was primarily due to a decrease in backlog conversion rates as a result of longer production cycle times compared to the prior year quarter. East Segment: Homebuilding revenue increased by 16.7% for the three months endedDecember 31, 2021 compared to the prior year quarter due to a 9.9% increase in closings and a 6.2% increase in ASP. Although the east segment also experienced prolonged production cycle times, higher number of units were closed during the current year quarter due to timing of scheduled closings, whereby a higher percentage of beginning backlog was scheduled to close during the current year quarter compared to the prior year quarter. Southeast Segment: Homebuilding revenue decreased by 18.6% for the three months endedDecember 31, 2021 compared to the prior year quarter due to a 31.3% decrease in closings, partially offset by a 18.5% increase in ASP. The decrease in closings was due to a decrease in backlog conversion rates as a result of longer production cycle times as well as timing of scheduled closings. 31 -------------------------------------------------------------------------------- Tab le of Contents Homebuilding Gross Profit and Gross Margin The following tables present our homebuilding (HB) gross profit and gross margin by reportable segment and in total. In addition, such amounts are presented excluding inventory impairments and abandonments and interest amortized to cost of sales (COS). Homebuilding gross profit is defined as homebuilding revenue less home cost of sales (which includes land and land development costs, home construction costs, capitalized interest, indirect costs of construction, estimated warranty costs, closing costs, and inventory impairment and abandonment charges). Reconciliation of homebuilding gross profit and the related gross margin excluding impairments and abandonments and interest amortized to cost of sales to homebuilding gross profit and gross margin, the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that this information assists investors in comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies' respective level of impairments and level of debt. These measures should not be considered alternatives to homebuilding gross profit and gross margin determined in accordance with GAAP as an indicator of operating performance. Three Months Ended December 31, 2021 HB Gross HB Gross HB Gross Profit HB Gross Margin Impairments & Profit Margin Interest excluding excluding HB Gross HB Gross Abandonments excluding excluding Amortized to I&A and I&A and $ in thousands Profit Margin (I&A) I&A I&A COS (Interest) Interest Interest West$ 62,927 24.5 % $ -$ 62,927 24.5 % $ -$ 62,927 24.5 % East 25,534 22.3 % - 25,534 22.3 % - 25,534 22.3 % Southeast 16,035 21.1 % - 16,035 21.1 % - 16,035 21.1 % Corporate & unallocated (a) (11,192) - (11,192) 14,780 3,588 Total homebuilding$ 93,304 20.9 % $ -$ 93,304 20.9 %$ 14,780 $ 108,084 24.2 % Three Months Ended December 31, 2020 HB Gross HB Gross HB Gross Profit HB Gross Margin Impairments & Profit Margin Interest excluding excluding HB Gross HB Gross Abandonments excluding excluding Amortized to I&A and I&A and $ in thousands Profit Margin (I&A) I&A I&A COS (Interest) Interest Interest West$ 52,874 22.7 % $ -$ 52,874 22.7 % $ -$ 52,874 22.7 % East 19,865 20.3 % 465 20,330 20.8 % - 20,330 20.8 % Southeast 19,822 21.2 % - 19,822 21.2 % - 19,822 21.2 % Corporate & unallocated (a) (17,724) - (17,724) 18,560 836 Total homebuilding$ 74,837 17.6 % $ 465$ 75,302 17.8 %$ 18,560 $ 93,862 22.1 % (a) Corporate and unallocated includes capitalized interest and capitalized indirect costs expensed to homebuilding cost of sale related to homes closed, as well as capitalized interest and capitalized indirect costs impaired in order to reflect projects in progress assets at fair value. Our homebuilding gross profit increased by$18.5 million to$93.3 million for the three months endedDecember 31, 2021 , compared to$74.8 million in the prior year quarter. The increase in homebuilding gross profit was primarily driven by growth in homebuilding revenue of$22.5 million , and an increase in gross margin of 330 basis points to 20.9%. However, as shown in the tables above, the comparability of our gross profit and gross margin was modestly impacted by impairment and abandonment charges which decreased by$0.5 million , and interest amortized to homebuilding cost of sales which decreased by$3.8 million period-over-period (refer to Note 5 and Note 6 of the notes to the condensed consolidated financial statements in this Form 10-Q for additional details). When excluding the impact of impairment and abandonment charges and interest amortized to homebuilding cost of sales, homebuilding gross profit increased by$14.2 million compared to the prior year quarter, while homebuilding gross margin increased by 210 basis points to 24.2%. The year-over-year improvement in gross margin for the three months endedDecember 31, 2021 was primarily driven by lower sales incentives and pricing increases, although cost pressures and the availability of labor has affected and may continue to temper gross margin expansion in the future. 32 -------------------------------------------------------------------------------- Tab le of Contents West Segment: Compared to the prior year quarter, homebuilding gross profit increased by$10.1 million due to the increase in homebuilding revenue and higher gross margin. Homebuilding gross margin, excluding impairments and abandonments, increased to 24.5%, up from 22.7% in the prior year quarter. The increase in gross margin was driven primarily by lower sales incentives and pricing increases. East Segment: Compared to the prior year quarter, homebuilding gross profit increased by$5.7 million due to the increase in homebuilding revenue and higher gross margin. Homebuilding gross margin, excluding impairments and abandonments, increased to 22.3%, up from 20.8% in the prior year quarter. The increase in gross margin was driven primarily by lower sales incentives and pricing increases. Southeast Segment: Compared to the prior year quarter, homebuilding gross profit decreased by$3.8 million due to a decrease in homebuilding revenue and relatively flat gross margin. Homebuilding gross margin, excluding impairments and abandonments, of 21.1% remained relatively flat compared to 21.2% in the prior year quarter. Measures of homebuilding gross profit and gross margin after excluding inventory impairments and abandonments, interest amortized to cost of sales, and other non-recurring items are not GAAP financial measures. These measures should not be considered alternatives to homebuilding gross profit and gross margin determined in accordance with GAAP as an indicator of operating performance. In particular, the magnitude and volatility of non-cash inventory impairment and abandonment charges for the Company and other homebuilders have been significant historically and, as such, have made financial analysis of our industry more difficult. Homebuilding metrics excluding these charges, as well as interest amortized to cost of sales and other similar presentations by analysts and other companies, are frequently used to assist investors in understanding and comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies' respective level of impairments and levels of debt. Management believes these non-GAAP measures enable holders of our securities to better understand the cash implications of our operating performance and our ability to service our debt obligations as they currently exist and as additional indebtedness is incurred in the future. These measures are also useful internally, helping management to compare operating results and to measure cash available for discretionary spending. In a given period, our reported gross profit is generated from both communities previously impaired and communities not previously impaired. In addition, as indicated above, certain gross profit amounts arise from recoveries of prior period costs, including warranty items that are not directly tied to communities generating revenue in the period. Home closings from communities previously impaired would, in most instances, generate very low or negative gross margins prior to the impact of the previously recognized impairment. Gross margin for each home closing is higher for a particular community after an impairment because the carrying value of the underlying land was previously reduced to the present value of future cash flows as a result of the impairment, leading to lower cost of sales at the home closing. This improvement in gross margin resulting from one or more prior impairments is frequently referred to in the aggregate as the "impairment turn" or "flow-back" of impairments within the reporting period. The amount of this impairment turn may exceed the gross margin for an individual impaired asset if the gross margin for that asset prior to the impairment would have been negative. The extent to which this impairment turn is greater than the reported gross margin for the individual asset is related to the specific historical cost basis of that individual asset. The asset valuations that result from our impairment calculations are based on discounted cash flow analyses and are not derived by simply applying prospective gross margins to individual communities. As such, impaired communities may have gross margins that are somewhat higher or lower than the gross margins for unimpaired communities. The mix of home closings in any particular quarter varies to such an extent that comparisons between previously impaired and never impaired communities would not be a reliable way to ascertain profitability trends or to assess the accuracy of previous valuation estimates. In addition, since any amount of impairment turn is tied to individual lots in specific communities, it will vary considerably from period to period. As a result of these factors, we review the impairment turn impact on gross margin on a trailing 12-month basis rather than a quarterly basis as a way of considering whether our impairment calculations are resulting in gross margins for impaired communities that are comparable to our unimpaired communities. For the trailing 12-month period endedDecember 31, 2021 , our homebuilding gross margin was 19.5%. Excluding interest and inventory impairments and abandonments, our homebuilding gross margin for the trailing 12-month period endedDecember 31, 2021 was 23.4%. For the same trailing 12-month period, homebuilding gross margin was as follows in those communities that have previously been impaired, which represented 7.3% of total closings during this period: 33
--------------------------------------------------------------------------------
Tab le of Contents
Homebuilding Gross Margin from previously impaired communities:
Pre-impairment turn gross margin
8.2 %
Impact of interest amortized to COS related to these communities 3.6 %
Pre-impairment turn gross margin, excluding interest amortization 11.8 %
Impact of impairment turns
16.5 %
Gross margin (post impairment turns), excluding interest amortization 28.3 %
For a further discussion of our impairment policies, refer to Note 5 of the notes to the condensed consolidated financial statements in this Form 10-Q. Land Sales and Other Revenue and Gross Profit Land sales relate to land and lots sold that do not fit within our homebuilding programs and strategic plans. We also have other revenue related to title examinations provided for our homebuyers in certain markets. The following tables summarize our land sales and other revenue and related gross profit by reportable segment for the periods presented: Land Sales and Other Revenue Land Sales and Other Gross Profit Three Months Ended December 31, Three Months Ended December 31, in thousands 2021 2020 21 vs 20 2021 2020 21 vs 20 West$ 1,174 $ 3,940 $ (2,766) $ 478$ 707 $ (229) East 3,882 - 3,882 3,407 - 3,407 Southeast 2,364 370 1,994 211 57 154 Corporate and unallocated (a) - - - - (308) 308 Total$ 7,420 $ 4,310 $ 3,110 $ 4,096 $ 456 $ 3,640 (a) Corporate and unallocated includes capitalized interest and capitalized indirect costs expensed to land cost of sale related to land sold, as well as capitalized interest and capitalized indirect costs impaired in order to reflect land held for sale assets at net realizable value. To further support our efforts to improve capital efficiency, we continued to focus on closing a number of land sales in the three months endedDecember 31, 2021 for land positions that did not fit within our strategic plans. Future land and lot sales will depend on a variety of factors, including local market conditions, individual community performance, and changing strategic plans. Operating Income The table below summarizes operating income by reportable segment for the periods presented: Three Months Ended December 31, in thousands 2021 2020 21 vs 20 West$ 42,724 $ 33,303 $ 9,421 East 19,859 11,368 8,491 Southeast 8,200 10,308 (2,108) Corporate and unallocated (a) (29,844) (37,291) 7,447 Operating income$ 40,939 $ 17,688 $ 23,251 (a) Corporate and unallocated includes amortization of capitalized interest, capitalization and amortization of indirect costs, impairment of capitalized interest and capitalized indirect costs, expenses related to numerous shared services functions that benefit all segments but are not allocated to the operating segments, and certain other amounts that are not allocated to our operating segments. Our operating income increased by$23.3 million to$40.9 million for the three months endedDecember 31, 2021 , compared to operating income of$17.7 million for the three months endedDecember 31, 2020 , driven primarily by the previously discussed increase in gross profit. SG&A as a percentage of total revenue decreased by 90 basis points from 12.7% to 11.8% as we continue to focus on improving overhead cost management in relation to total revenue growth. 34 -------------------------------------------------------------------------------- Tab le of Contents West Segment: The$9.4 million increase in operating income compared to the prior year quarter was primarily due to the increase in gross profit previously discussed, and lower commissions expense despite higher homebuilding revenue as we reduced our reliance on external agents given the favorable sales environment. These increases to operating income were partially offset by higher G&A expenses in the segment. East Segment: The$8.5 million increase in operating income compared to the prior year quarter was primarily due to the increase in gross profit previously discussed and lower sales and marketing expenses, partially offset by higher commissions expense on higher homebuilding revenue and higher G&A expenses in the segment. Southeast Segment: The$2.1 million decrease in operating income compared to the prior year quarter was primarily due to the decrease in gross profit previously discussed, partially offset by lower commissions expense on lower homebuilding revenue, lower sales and marketing expenses, and lower G&A expenses in the segment. Corporate and Unallocated: Our Corporate and unallocated results include amortization of capitalized interest, capitalization and amortization of indirect costs, impairment of capitalized interest and capitalized indirect costs, expenses for various shared services functions that benefit all segments but are not allocated, including information technology, treasury, corporate finance, legal, branding and national marketing, and certain other amounts that are not allocated to our operating segments. For the three months endedDecember 31, 2021 , corporate and unallocated net expenses decreased by$7.4 million from the prior year quarter primarily due to lower amortization of capitalized interest and capitalized indirect costs to cost of sales, and lower G&A costs. Below operating income, we had one noteworthy year-over-year fluctuation for the three months endedDecember 31, 2021 compared to the prior period. Specifically, we experienced a decline in other expense, net, primarily attributable to a year-over-year decrease in interest expense not qualified for capitalization. See Note 6 of the notes to our condensed consolidated financial statements in this Form 10-Q for further discussion of this items. Income Taxes Our income tax assets and liabilities and related effective tax rate are affected by various factors, the most significant of which is the valuation allowance recorded against a portion of our deferred tax assets. Due to the effect of our valuation allowance adjustments beginning in fiscal 2008, a comparison of our annual effective tax rates must consider the changes in our valuation allowance. In addition, our effective tax rate is also impacted by a variety of factors, including, but not limited to, tax credits and permanent differences. As such, our income tax expense/benefit is not always directly correlated to the amount of pre-tax income or loss for the associated periods. We recognized income tax expense from continuing operations of$6.5 million for the three months endedDecember 31, 2021 compared to$4.1 million for the three months endedDecember 31, 2020 . Our current fiscal year-to-date income tax expense was primarily driven by income tax expense on earnings from continuing operations, partially offset by the generation of additional federal tax credits and the discrete tax benefits related to stock-based compensation activity in the quarter. The tax expense for the three months endedDecember 31, 2020 was primarily driven by income tax expense on earnings from continuing operations and the discrete tax expense related to stock-based compensation activity in the quarter. Refer to Note 11 of the notes to the condensed consolidated financial statements included in this Form 10-Q for further discussion of our income taxes. Liquidity and Capital Resources Our sources of liquidity include, but are not limited to, cash from operations, proceeds from Senior Notes, the Facility and other bank borrowings, the issuance of equity and equity-linked securities, and other external sources of funds. Our short-term and long-term liquidity depends primarily upon our level of net income, working capital management (cash, accounts receivable, accounts payable and other liabilities), and available credit facilities. Cash, cash equivalents, and restricted cash increased as follows for the periods presented: Three Months Ended December 31, in thousands 2021 2020 Cash used in operating activities$ (77,817) $ (74,578) Cash used in investing activities (2,811) (2,858) Cash used in financing activities (6,618) (3,044)
Net decrease in cash, cash equivalents, and restricted cash
35 -------------------------------------------------------------------------------- Tab le of Contents Operating Activities Net cash used in operating activities was$77.8 million for the three months endedDecember 31, 2021 . The primary drivers of operating cash flows are typically cash earnings and changes in inventory levels, including land acquisition and development spending. Net cash used in operating activities during the period was primarily driven by an increase in inventory of$79.2 million resulting from land acquisition, land development, and house construction spending to support continued growth and a net increase in non-inventory working capital balances of$44.8 million . This was partially offset by cash inflows from income before income taxes of$41.4 million , which included$4.8 million of non-cash charges. Net cash used in operating activities was$74.6 million for the three months endedDecember 31, 2020 , primarily driven by an increase in inventory of$62.7 million resulting from land acquisition, land development, and house construction spending, and a net increase in non-inventory working capital balances of$35.1 million , partially offset by cash inflows from income before income taxes of$16.1 million , which included$7.1 million of non-cash charges. Investing Activities Net cash used in investing activities for the three months endedDecember 31, 2021 andDecember 31, 2020 , was$2.8 million and$2.9 million , respectively, primarily driven in both periods by capital expenditures for model homes. Financing Activities Net cash used in financing activities was$6.6 million for the three months endedDecember 31, 2021 primarily driven by tax payments for stock-based compensation awards vesting. Net cash used in financing activities was$3.0 million for the three months endedDecember 31, 2020 primarily driven by tax payments for stock-based compensation awards vesting and payment of debt issuance costs. Financial Position As ofDecember 31, 2021 , our liquidity position consisted of$157.7 million in cash and cash equivalents and$250.0 million of remaining capacity under the Facility. While we believe we possess sufficient liquidity, we are mindful of potential short-term or seasonal requirements for enhanced liquidity that may arise to operate and grow our business. As of the date of this report, we believe we have adequate capital resources and sufficient access to external financing sources to satisfy our current and reasonably anticipated requirements for funds to conduct our operations and meet other needs in the ordinary course of our business. During this time, we may also engage in capital markets, bank loan, project debt or other financial transactions, including the repurchase of debt or potential new issuances of debt or equity securities to support our business needs. The amounts involved in these transactions, if any, may be material. In addition, as necessary or desirable, we may adjust or amend the terms of and/or expand the capacity of the Facility, or enter into additional letter of credit facilities, or other similar facility arrangements, in each case with the same or other financial institutions, or allow any such facilities to mature or expire. Debt We generally fulfill our short-term cash requirements with cash generated from our operations and available borrowings. Additionally, our Secured Revolving Credit Facility provides working capital and letter of credit capacity of$250.0 million . As ofDecember 31, 2021 , no borrowings and no letters of credit were outstanding under the Facility, resulting in$250.0 million remaining capacity. We have also entered into a number of stand-alone, cash secured letter of credit agreements with banks. These combined facilities provide for letter of credit needs collateralized by either cash or assets of the Company. We currently have$23.7 million of outstanding letters of credit under these facilities, which are secured by cash collateral that is maintained in restricted accounts totaling$24.6 million . To provide greater letter of credit capacity, the Company has also entered into a reimbursement agreement, which provides for the issuance of performance letters of credit, and an unsecured credit agreement that provides for the issuance of up to$50.0 million of standby letters of credit to backstop the Company's obligations under the reimbursement agreement (collectively, the "Bilateral Facility"). As ofDecember 31, 2021 , the total stated amount of performance letters of credit issued under the reimbursement agreement was$8.2 million (and the stated amount of the backstop standby letter of credit issued under the credit agreement was$40.0 million ). 36 -------------------------------------------------------------------------------- Tab le of Contents In the future, we may from time to time seek to continue to retire or purchase our outstanding debt through cash repurchases or in exchange for other debt securities, in open market purchases, privately-negotiated transactions, or otherwise. In addition, any material variance from our projected operating results could require us to obtain additional equity or debt financing. There can be no assurance that we will be able to complete any of these transactions in the future on favorable terms or at all. See Note 7 of the notes to the condensed consolidated financial statements in this Form 10-Q for additional details related to our borrowings. Supplemental Guarantor Information As discussed in Note 7 of the notes to the condensed consolidated financial statements in this Form 10-Q, the Company's obligations to pay principal and interest under certain debt agreements are guaranteed on a joint and several basis by substantially all of the Company's subsidiaries. Some of the immaterial subsidiaries do not guarantee the Senior Notes. The guarantees are full and unconditional. The following summarized financial information is presented forBeazer Homes USA, Inc. and the guarantor subsidiaries on a combined basis after elimination of intercompany transactions between entities in the combined group and amounts related to investments in any subsidiary that is a non-guarantor. As of in thousands December 31, 2021 September 30,
2021
Due from non-guarantor subsidiary $ 1,837 $ 1,532 Total assets 2,055,479 2,075,518 Total liabilities 1,303,935 1,353,734 Three Months Ended December 31, in thousands 2021 2020 Total revenues$ 453,433 $ 428,184 Gross profit 96,868 75,040 Income from continuing operations 34,839 11,906 Net income 34,829 11,867 Credit Ratings Our credit ratings are periodically reviewed by rating agencies. InJune 2021 , S&P upgraded the Company's corporate rating to a B from a B- and reaffirmed the Company's positive outlook. InAugust 2021 , Moody's upgraded the Company's issuer corporate family rating from B3 to B2 and revised the Company's outlook from positive to stable. These ratings and our current credit condition affect, among other things, our ability to access new capital. Negative changes to these ratings may result in more stringent covenants and higher interest rates under the terms of any new debt. Our credit ratings could be lowered, or rating agencies could issue adverse commentaries in the future, which could have a material adverse effect on our business, financial condition, results of operations, and liquidity. In particular, a weakening of our financial condition, including any further increase in our leverage or decrease in our profitability or cash flows, could adversely affect our ability to obtain necessary funds, could result in a credit rating downgrade or change in outlook, or could otherwise increase our cost of borrowing. Stock Repurchases and Dividends Paid During the first quarter of fiscal 2019, the Company's Board of Directors approved a share repurchase program that authorizes the Company to repurchase up to$50.0 million of its outstanding common stock. As part of this program, the Company repurchased common stock during fiscal 2019 and 2020 through open market transactions, 10b5-1 plans, and accelerated share repurchase (ASR) agreements. All shares have been retired upon repurchase. The aggregate reduction to stockholders' equity related to share repurchases during the fiscal year endedSeptember 30, 2020 andSeptember 30, 2019 was$3.3 million and$34.6 million , respectively. No share repurchases were made during fiscal year 2021 or the three months endedDecember 31, 2021 . As ofDecember 31, 2021 , the remaining availability of the share repurchase program was$12.0 million . The indentures under which our Senior Notes were issued contain certain restrictive covenants, including limitations on the payment of dividends. There were no dividends paid during the three months endedDecember 31, 2021 or 2020. 37 -------------------------------------------------------------------------------- Tab le of Contents Off-Balance Sheet Arrangements and Aggregate Contractual Commitments Lot Option Agreements We historically have attempted to control a portion of our land supply through lot option agreements. As ofDecember 31, 2021 , we controlled 23,049 lots, which includes 272 lots of land held for future development and 351 lots of land held for sale. Of the total active 22,426 lots, we owned 50.8%, or 11,399 of these lots, and the remaining 11,027 of these lots, or 49.2%, were under option contracts, primarily through lot option agreements with land developers and land bankers, which generally require the payment of cash or the posting of a letter of credit for the right to acquire lots during a specified period of time at a certain price. In comparison, we controlled 7,536 lots, or 41.5% of our total active lot position, through option contracts as ofDecember 31, 2020 . As a result of the flexibility that these options provide us, upon a change in market conditions, we may renegotiate the terms of the options prior to exercise or terminate the agreement. Under option contracts, purchase of the properties is contingent upon satisfaction of certain requirements by us and the sellers, and our liability is generally limited to forfeiture of the non-refundable deposits and other non-refundable amounts incurred, which totaled approximately$121.6 million as ofDecember 31, 2021 . The total remaining purchase price, net of cash deposits, committed under all options was$715.4 million as ofDecember 31, 2021 . Based on market conditions and our liquidity, we may further expand our use of option agreements to supplement our owned inventory supply. We expect to exercise, subject to market conditions and seller satisfaction of contract terms, most of our option contracts. Various factors, some of which are beyond our control, such as market conditions, weather conditions, and the timing of the completion of development activities, will have a significant impact on the timing of option exercises or whether lot options will be exercised at all. We have historically funded the exercise of lot options with operating cash flows. We expect these sources to continue to be adequate to fund anticipated future option exercises. Therefore, we do not anticipate that the exercise of our lot options will have a material adverse effect on our liquidity. Investments in Unconsolidated Entities Occasionally, we use legal entities in which we have less than a controlling interest. We enter into the majority of these arrangements with land developers, other homebuilders, and financial partners to acquire attractive land positions, to manage our risk profile, and to leverage our capital base. The underlying land positions are developed into finished lots for sale to the unconsolidated entity's members or other third parties. We account for our interest in unconsolidated entities under the equity method. Historically, we and our partners have provided varying levels of guarantees of debt or other obligations of our unconsolidated entities. As ofDecember 31, 2021 , we had no repayment guarantees outstanding related to the debt of our unconsolidated entities. See Note 4 of the notes to the condensed consolidated financial statements in this Form 10-Q for more information. Letters of Credit and Surety Bonds In connection with the development of our communities, we are frequently required to provide performance, maintenance, and other bonds and letters of credit in support of our related obligations with respect to such developments. The amount of such obligations outstanding at any time varies in accordance with our pending development activities. In the event any such bonds or letters of credit are drawn upon, we would be obligated to reimburse the issuer of such bonds or letters of credit. We had outstanding letters of credit and surety bonds of$31.9 million and$281.8 million , respectively, as ofDecember 31, 2021 , primarily related to our obligations to local governments to construct roads and other improvements in various developments. Critical Accounting Policies and Estimates Our critical accounting policies require the use of judgment in their application and in certain cases require estimates of inherently uncertain matters. Although our accounting policies are in compliance with accounting principles generally accepted inthe United States of America (GAAP), a change in the facts and circumstances of the underlying transactions could significantly change the application of the accounting policies and the resulting financial statement impact. It is also possible that other professionals applying reasonable judgment to the same set of facts and circumstances could reach a different conclusion. As disclosed in our 2021 Annual Report, our most critical accounting policies relate to inventory valuation of projects in progress, warranty reserves, and income tax valuation allowances. There have been no significant changes to our critical accounting policies and estimates during the three months endedDecember 31, 2021 as compared to those described in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations included in our 2021 Annual Report on Form 10-K. 38 -------------------------------------------------------------------------------- Tab le of Contents FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (Form 10-Q) contains forward-looking statements. These forward-looking statements represent our expectations or beliefs concerning future events or results, and it is possible that such events or results described in this Form 10-Q will not occur or be achieved. These forward-looking statements can generally be identified by the use of statements that include words such as "estimate," "project," "believe," "expect," "anticipate," "intend," "plan," "foresee," "likely," "will," "outlook," "goal," "target" or other similar words or phrases. These forward-looking statements involve risks, uncertainties and other factors, many of which are outside of our control, that could cause actual events or results to differ materially from the events or results discussed in the forward-looking statements, including, among other things, the matters discussed in this Form 10-Q in the section captioned "Management's Discussion and Analysis of Financial Condition and Results of Operations." Additional information about factors that could lead to material changes is contained in Part I, Item 1A- Risk Factors of our Annual Report on Form 10-K for the fiscal year endedSeptember 30, 2021 . These factors are not intended to be an all-inclusive list of risks and uncertainties that may affect the operations, performance, development and results of our business, but instead are the risks that we currently perceive as potentially being material. Such factors may include: •the cyclical nature of the homebuilding industry and a potential deterioration in homebuilding industry conditions; •economic changes nationally or in local markets, changes in consumer confidence, wage levels, declines in employment levels, inflation and governmental actions, each of which is outside our control and affects the affordability of, and demand for, the homes we sell; •potential negative impacts of the COVID-19 pandemic, which, in addition to exacerbating each of the risks listed above and below, may include a significant decrease in demand for our homes or consumer confidence generally with respect to purchasing a home, an inability to sell and build homes in a typical manner or at all, increased costs or decreased supply of building materials, including lumber, or the availability of subcontractors, housing inspectors, and other third-parties we rely on to support our operations, and recognizing charges in future periods, which may be material, for goodwill impairments, inventory impairments and/or land option contract abandonments; •supply chain challenges negatively impacting our homebuilding production, including shortages of raw materials and other critical components such as windows, doors, and appliances; •shortages of or increased costs for labor used in housing production, and the level of quality and craftsmanship provided by such labor; •the availability and cost of land and the risks associated with the future value of our inventory, such as asset impairment charges we took on selectCalifornia assets during the second quarter of fiscal 2019; •factors affecting margins, such as decreased land values underlying land option agreements, increased land development costs in communities under development or delays or difficulties in implementing initiatives to reduce our production and overhead cost structure; •our ability to raise debt and/or equity capital, due to factors such as limitations in the capital markets (including market volatility) or adverse credit market conditions, and our ability to otherwise meet our ongoing liquidity needs (which could cause us to fail to meet the terms of our covenants and other requirements under our various debt instruments and therefore trigger an acceleration of a significant portion or all of our outstanding debt obligations), including the impact of any downgrades of our credit ratings or reduction in our liquidity levels; •market perceptions regarding any capital raising initiatives we may undertake (including future issuances of equity or debt capital); •terrorist acts, protests and civil unrest, political uncertainty, natural disasters, acts of war or other factors over which the Company has no control; •inaccurate estimates related to homes to be delivered in the future (backlog), as they are subject to various cancellation risks that cannot be fully controlled; •increases in mortgage interest rates, increased disruption in the availability of mortgage financing, changes in tax laws or otherwise regarding the deductibility of mortgage interest expenses and real estate taxes or an increased number of foreclosures; •increased competition or delays in reacting to changing consumer preferences in home design; •natural disasters or other related events that could result in delays in land development or home construction, increase our costs or decrease demand in the impacted areas; 39 -------------------------------------------------------------------------------- Tab le of Contents •the potential recoverability of our deferred tax assets; •increases in corporate tax rates; •potential delays or increased costs in obtaining necessary permits as a result of changes to, or complying with, laws, regulations or governmental policies, and possible penalties for failure to comply with such laws, regulations or governmental policies, including those related to the environment; •the results of litigation or government proceedings and fulfillment of any related obligations; •the impact of construction defect and home warranty claims; •the cost and availability of insurance and surety bonds, as well as the sufficiency of these instruments to cover potential losses incurred; •the impact of information technology failures, cybersecurity issues or data security breaches; •the impact of governmental regulations on homebuilding in key markets, such as regulations limiting the availability of water; and •the success of our Environmental, Social, and Governance (ESG) initiatives, including our ability to meet our goal that every home we build will be Net Zero Energy Ready by 2025 as well as the success of any other related partnerships or pilot programs we may enter into in order to increase the energy efficiency of our homes and prepare for a Net Zero future. Any forward-looking statement, including any statement expressing confidence regarding future outcomes, speaks only as of the date on which such statement is made and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible to predict all such factors. Item 3. Quantitative and Qualitative Disclosures About Market Risk We are exposed to a number of market risks in the ordinary course of business. Our primary market risk exposure relates to fluctuations in interest rates. We do not believe that our exposure in this area is material to our cash flows or results of operations. As ofDecember 31, 2021 , we had variable rate debt outstanding totaling approximately$70.7 million . A one percent increase in the interest rate for these notes would result in an increase of our interest expense by approximately$1.0 million over the next twelve-month period. The estimated fair value of our fixed-rate debt as ofDecember 31, 2021 was$1.06 billion , compared to a carrying amount of$0.98 billion . The effect of a hypothetical one-percentage point decrease in our estimated discount rates would increase the estimated fair value of the fixed rate debt instruments from$1.06 billion to$1.11 billion as ofDecember 31, 2021 . Item 4. Controls and Procedures Disclosure Controls and Procedures As of the end of the period covered by this report, an evaluation was performed based on criteria established in the Internal Control - Integrated Framework issued by theCommittee of Sponsoring Organizations of theTreadway Commission (2013 Framework) under the supervision and with the participation of the Company's management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company's disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Act). Based on that evaluation, the CEO and CFO concluded that the Company's disclosure controls and procedures were effective as ofDecember 31, 2021 at a reasonable assurance level. Attached as exhibits to this Quarterly Report on Form 10-Q are certifications of our CEO and CFO, which are required by Rule 13a-14 of the Act. This Disclosure Controls and Procedures section includes information concerning management's evaluation of disclosure controls and procedures referred to in those certifications and should be read in conjunction with the certifications of the CEO and CFO. Changes in Internal Control Over Financial Reporting There have been no changes in the Company's internal control over financial reporting during the quarter endedDecember 31, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 40
--------------------------------------------------------------------------------
Tab le of Contents
© Edgar Online, source