U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2014
SHEA HOMES LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
CALIFORNIA | 333-177328 | 95-4240219 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
655 Brea Canyon Road, Walnut, California 91789
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (909) 594-9500
Not Applicable
(Former name or former address, if changed since last report):
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 | Results of Operations and Financial Condition |
On August 6, 2014, Shea Homes Limited Partnership issued a press release announcing its results of operations for the six months ended June 30, 2014. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein.
The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Shea Homes Limited Partnership under the Securities Act of 1933, as amended (the Securities Act) or the Exchange Act.
Item 9.01. | Financial Statements and Exhibits |
The information contained in this Item 9.01 and in the accompanying Exhibit 99.1 attached hereto shall not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of Shea Homes Limited Partnership under the Securities Act or the Exchange Act.
(d) Exhibits
Exhibit |
Description | |
99.1 | Press Release dated August 6, 2014 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SHEA HOMES LIMITED PARTNERSHIP | ||
By: | /s/ Andrew H. Parnes | |
Name: | Andrew H. Parnes | |
Title: | Chief Financial Officer |
Date: August 6, 2014
Exhibit Index
Exhibit |
Description | |
99.1 | Press Release dated August 6, 2014 |
Exhibit 99.1
Shea Homes Reports Second Quarter 2014 Results
Walnut, California, August 6, 2014
Shea Homes, one of Americas largest private homebuilders, today reported results for the second quarter ended June 30, 2014.
Three Months Ended June 30, 2014 Highlights and Comparisons to Three Months Ended June 30, 2013
| Net income attributable to Shea Homes was $28.7 million compared to $19.5 million, a 47% increase |
| Home sales orders were 625 compared to 514, a 22% increase |
| Active selling communities averaged 64 compared to 54 |
| Home sales per community were 9.8, or 3.3 per month, compared to 9.5, or 3.2 per month, a 3% increase |
| Cancellation rate was 14.9% compared to 11.7% |
| Backlog units were 1,219 compared to 1,182, a 3% increase |
| Backlog sales value was $705.6 million compared to $564.3 million, a 25% increase |
| Average selling price in backlog was $579,000 compared to $477,000, a 21% increase |
| Total revenues were $256.1 million compared to $217.3 million, an 18% increase |
| House revenues were $250.7 million* compared to $212.4 million*, an 18% increase |
| Homes closed were 435 compared to 460, a 5% decrease |
| Average selling price of homes closed was $576,000 compared to $462,000, a 25% increase |
| Gross margin was 23.5% compared to 22.3% |
| House gross margin was 24.2%* compared to 22.5%* |
| SG&A expenses were $30.8 million (12.0% of revenues) compared to $26.9 million (12.4% of revenues) |
| Income tax expense was $2.8 million compared to $0.5 million |
| Adjusted EBITDA was $52.1 million* compared to $38.0 million* |
| Cash and restricted cash at June 30, 2014 were $84.2 million compared to $207.4 million at December 31, 2013 |
Six Months Ended June 30, 2014 Highlights and Comparisons to Six Months Ended June 30, 2013
| Net income attributable to Shea Homes was $40.0 million compared to $26.4 million, a 52% increase |
| Home sales orders were 1,158 compared to 1,033, a 12% increase |
| Active selling communities averaged 62 compared to 56 |
| Home sales per community were 18.7, or 3.1 per month, compared to 18.4, or 3.1 per month, a nominal increase |
| Cancellation rate was 13.8% compared to 12.7% |
| Total revenues were $436.2 million compared to $352.3 million, a 24% increase |
| House revenues were $428.9 million* compared to $343.9 million*, a 25% increase |
| Homes closed were 788 compared to 762, a 3% increase |
| Average selling price of homes closed was $544,000 compared to $451,000, a 21% increase |
| Gross margin was 24.1% compared to 22.7% |
| House gross margin was 24.3%* compared to 22.7%* |
Page 1
| SG&A expenses were $57.9 million (13.3% of revenues) compared to $49.0 million (13.9% of revenues) |
| Income tax expense was $10.5 million compared to $0.4 million |
| Adjusted EBITDA was $81.5 million* compared to $56.7 million* |
* | See Reconciliation of Non-GAAP Financial Measures beginning on page 9 |
We are pleased to report positive operating results for our 2014 second quarter, as well as higher year-over-year new home sales orders, both on an absolute basis as well as on a same store basis, said Bert Selva, President and CEO of Shea Homes. Our net income, revenues and gross margins continue to be up over the prior year. More importantly, however, our new home sales orders were up 22% year-over-year while our sales rate per community was up 3%. These numbers are even more encouraging in the face of solid results for the 2013 second quarter. We believe that our well-located communities in some of the nations strongest housing markets have contributed to one of the best year-over-year comparisons in the industry.
As we head into the second half of the year, we believe we are well-positioned for continued year-over-year growth in our top line and bottom line. Our backlog in units was up 3% at June 30, 2014 compared to the prior year, while the dollar value of our backlog was up 25% to $706 million.
For the 2014 second quarter, new home sales orders were 625 compared to 514 in 2013, a 22% increase, primarily due to the stabilization of mortgage interest rates and an increase in active selling communities in our Southern California and San Diego segments, which were partially offset by a decrease in active selling communities in our Mountain West segment. Home sales per community for the 2014 second quarter were 3.3 per month compared to 3.2 per month in the 2013 second quarter, a 3% increase. At June 30, 2014, our backlog was 1,219 homes compared to 1,182 at June 30, 2013, a 3% increase. The Companys consolidated cancellation rate increased modestly from 11.7% last year to 14.9% in this years second quarter, while every segment saw its cancellation rate remain below 20%. We believe cancellation rates below 20% generally are indicative of favorable housing market conditions.
For the 2014 second quarter, net income attributable to Shea Homes was $28.7 million compared to $19.5 million in 2013, primarily due to a $11.8 million increase in gross margin (from higher revenues and an improved gross margin percentage), a $1.2 million decrease in interest expense, a $1.6 million improvement in our reinsurance transaction results, and a $0.9 million increase in equity income from unconsolidated joint ventures. These improvements were partially offset by a $3.9 million increase in selling, general and administrative expense and a $2.3 million increase in income tax expense.
For the 2014 second quarter, total revenues were $256.1 million compared to $217.3 million in 2013, an 18% increase, and house revenues were $250.7 million* compared to $212.4 million* in 2013, an 18% increase. The increase in house revenues was primarily due to a 25% increase in average selling price to $576,000, a result of general home price increases in all of our segments, and the delivery of larger, more expensive homes, primarily in Southern California, which were partially offset by a 5% decrease in homes closed from 460 units for the 2013 second quarter compared to 435 units for the 2014 second quarter.
For the 2014 second quarter, total gross margin was 23.5% compared to 22.3% in 2013, a 120 basis point (bp) increase, and house gross margin was 24.2%* compared to 22.5%* in 2013, a 170 bp increase, which reflected general home price increases in most of our regions. For the 2014 second quarter, house gross margin excluding interest was 30.8%* compared to 29.7%* in 2013.
For the 2014 second quarter, SG&A expenses were $30.8 million (12.0% of revenues) compared to $26.9 million (12.4% of revenues) in 2013. The $3.9 million increase was primarily due to higher volume related selling costs and higher compensation expense.
For the 2014 second quarter, interest incurred was $17.1 million compared to $16.8 million in 2013, while interest expense for the 2014 second quarter was $0.2 million versus $1.4 million in 2013, an 89% decrease which was due to higher qualified inventory used for interest capitalization. Interest expense for the 2014 second quarter represents fees for the unused portion of our revolving line of credit and is not capitalized.
For the 2014 second quarter, net operating cash flows were $(18.5) million compared to $(80.2) million in 2013. This decrease in cash used in operating activities was primarily due to lower land acquisition and land development spending, and increased cash receipts from home closings, partially offset by increased house construction costs. For the 2014 second quarter, land acquisition and land development costs were $90.5 million compared to $128.6 million in 2013; house construction costs were $129.5 million compared to $122.3 million in 2013; and cash receipts from home closings were $250.7 million compared to $212.4 million in 2013.
For the six months ended June 30, 2014, net income attributable to Shea Homes was $40.0 million compared to $26.4 million in 2013, primarily due to a $25.2 million increase in gross margin (from higher revenues and an improved gross margin percentage), a $4.6 million decrease in interest expense, a $2.3 million improvement in our reinsurance transaction results, and a $2.0 million increase in equity income from unconsolidated joint ventures. These improvements were partially offset by a $8.8 million increase in selling, general and administrative expense and a $10.1 million increase in income tax expense.
Page 2
For the six months ended June 30, 2014, net operating cash flows were $(121.1) million compared to $(108.2) million in 2013. This increase in cash used in operating activities was primarily due to increased land acquisition, land development and house construction spending, partially offset by increased cash receipts from home closings. For the six months ended 2014, land acquisition and land development spending was $216.4 million compared to $156.1 million in 2013; house construction costs were $237.7 million compared to $223.9 million in 2013; and cash receipts from home closings were $429.2 million compared to $343.9 million in 2013.
In January 2014, we acquired property from a related party under common control for $4.4 million cash, assumption of a $1.3 million net liability and estimated future revenue participation payments of $19.6 million. The $25.3 million of consideration was recorded as an equity distribution to our owners.
Earnings Conference Call
A conference call to discuss the Companys 2014 second quarter results will be held at 1:00 p.m. Eastern time August 7, 2014. The call will be broadcast live over the internet and can be accessed through the Companys website at http://www.sheahomes.com/investor. The call will also be accessible by dialing (877) 415-3182 (domestic) or (857) 244-7325 (international); Passcode 48795994. The audio transmission with the slide presentation will be available on our website for replay 2 to 3 hours following the live broadcast.
About Shea Homes Limited Partnership
Shea Homes is one of the largest private homebuilders in the nation. Since its founding in 1968, Shea Homes has closed over 92,000 homes. Shea Homes builds homes with quality craftsmanship and designs that fit varied lifestyles and budgets. Over the past several years, Shea Homes has been recognized as a leader in customer satisfaction with a reputation for design, quality and service. For more about Shea Homes and its communities, visit www.sheahomes.com.
The preceding summary of the financial results of Shea Homes Limited Partnership and its subsidiaries does not purport to be complete and is qualified in its entirety by reference to the consolidated financial statements of Shea Homes Limited Partnership and its subsidiaries, available on our website at: http://www.sheahomes.com/investor.
This news release contains forward-looking statements and information relating to Shea Homes Limited Partnership and its subsidiaries, such as the strength or weakness of the housing market and continued year-over-year growth in our top line and bottom line as we head into the second half of 2014, which are based on the beliefs of, as well as assumptions made by, and information currently available to, our management. Words such as anticipate, believe, estimate, expect, intend, plan, anticipate, appear and project and similar expressions, as they relate to Shea Homes Limited Partnership and its subsidiaries are intended to identify forward-looking statements. These statements reflect our managements current views with respect to future events, are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Further, certain forward-looking statements are based upon assumptions of future events that may not prove to be accurate. Such statements involve known and unknown risks, uncertainties, assumptions and other factors many of which are out of Shea Homes Limited Partnerships and its subsidiaries control and are difficult to forecast and that may cause actual results to differ materially from those that may be described or implied. Such factors include but are not limited to: changes in employment levels; changes in the availability of financing for homebuyers; changes in interest rates; changes in consumer confidence; changes in levels of new and existing homes for sale; changes in demographic trends; changes in housing demand; changes in home prices; elimination or reduction of the tax benefits associated with owning a home; litigation risks associated with home warranty and construction defect and other claims; and various other factors, both referenced and not referenced above, and included in the Companys filings with the Securities and Exchange Commission, including the Companys Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance or achievements may vary materially from those described as anticipated, believed, estimated, expected, intended, planned or projected. Except as required by law, Shea Homes Limited Partnership and its subsidiaries neither intend nor assume any obligation to revise or update these forward-looking statements, which speak only as of their dates. Shea Homes Limited Partnership and its subsidiaries nonetheless reserve the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this press release. No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any other updates.
Contact: Andrew Parnes, CFO @ 909-594-0954 or andy.parnes@sheahomes.com
Page 3
KEY OPERATIONAL AND FINANCIAL DATA
(dollars in thousands)
At or For the Three Months Ended June 30, | At or For the Six Months Ended June 30, | |||||||||||||||||||||||
2014 | 2013 | Change | 2014 | 2013 | Change | |||||||||||||||||||
(unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||||||||||
Operating Data: |
||||||||||||||||||||||||
Revenues |
$ | 256,083 | $ | 217,310 | 18 | % | $ | 436,198 | $ | 352,270 | 24 | % | ||||||||||||
Gross margin % |
23.5 | % | 22.3 | % | 120 | bps | 24.1 | % | 22.7 | % | 140 | bps | ||||||||||||
Homebuilding revenues (a) * |
$ | 255,950 | $ | 216,974 | 18 | % | $ | 435,855 | $ | 351,813 | 24 | % | ||||||||||||
Homebuilding gross margin % (a) * |
23.5 | % | 22.2 | % | 130 | bps | 24.0 | % | 22.6 | % | 140 | bps | ||||||||||||
House revenues * |
$ | 250,722 | $ | 212,392 | 18 | % | $ | 428,855 | $ | 343,878 | 25 | % | ||||||||||||
House gross margin * |
$ | 60,686 | $ | 47,818 | 27 | % | $ | 104,134 | $ | 78,156 | 33 | % | ||||||||||||
House gross margin % * |
24.2 | % | 22.5 | % | 170 | bps | 24.3 | % | 22.7 | % | 160 | bps | ||||||||||||
Adjusted house gross margin % excluding interest in cost of sales * |
30.8 | % | 29.7 | % | 110 | bps | 30.7 | % | 29.9 | % | 80 | bps | ||||||||||||
SG&A expenses |
$ | 30,834 | $ | 26,926 | 15 | % | $ | 57,878 | $ | 49,037 | 18 | % | ||||||||||||
SG&A % of total revenues |
12.0 | % | 12.4 | % | (40) | bps | 13.3 | % | 13.9 | % | (60) | bps | ||||||||||||
Net income attributable to Shea Homes |
$ | 28,707 | $ | 19,534 | 47 | % | $ | 40,005 | $ | 26,372 | 52 | % | ||||||||||||
Adjusted EBITDA (b) * |
$ | 52,067 | $ | 38,031 | 37 | % | $ | 81,524 | $ | 56,709 | 44 | % | ||||||||||||
Interest incurred |
$ | 17,051 | $ | 16,774 | 2 | % | $ | 33,980 | $ | 33,542 | 1 | % | ||||||||||||
Interest capitalized to inventory |
$ | 16,087 | $ | 14,871 | 8 | % | $ | 32,023 | $ | 27,949 | 15 | % | ||||||||||||
Interest capitalized to investments in joint ventures |
$ | 806 | $ | 506 | 59 | % | $ | 1,681 | $ | 763 | 120 | % | ||||||||||||
Interest expense |
$ | 158 | $ | 1,397 | -89 | % | $ | 276 | $ | 4,830 | -94 | % | ||||||||||||
Interest in cost of sales (c) |
$ | 17,064 | $ | 15,393 | 11 | % | $ | 27,908 | $ | 24,904 | 12 | % | ||||||||||||
Other Data (d): |
||||||||||||||||||||||||
Home sales orders (units) |
625 | 514 | 22 | % | 1,158 | 1,033 | 12 | % | ||||||||||||||||
Homes closed (units) |
435 | 460 | -5 | % | 788 | 762 | 3 | % | ||||||||||||||||
Average selling price |
$ | 576 | $ | 462 | 25 | % | $ | 544 | $ | 451 | 21 | % | ||||||||||||
Average active selling communities |
64 | 54 | 19 | % | 62 | 56 | 11 | % | ||||||||||||||||
Home sales orders per community |
9.8 | 9.5 | 3 | % | 18.7 | 18.4 | 2 | % | ||||||||||||||||
Cancellation rate |
14.9 | % | 11.7 | % | 13.8 | % | 12.7 | % | ||||||||||||||||
Backlog at end of period (units) |
1,219 | 1,182 | 3 | % | ||||||||||||||||||||
Backlog at end of period (estimated sales value) |
$ | 705,563 | $ | 564,253 | 25 | % | ||||||||||||||||||
Lots owned or controlled (units) |
20,189 | 19,302 | 5 | % | ||||||||||||||||||||
Homes under construction (units) (e) |
1,191 | 1,043 | 14 | % |
(a) | Homebuilding revenue and gross margin include house, land and other homebuilding activities. |
(b) | See page 10 for a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income. |
(c) | As previously capitalized to house and land. |
(d) | Represents consolidated activity only; excludes unconsolidated joint ventures. |
(e) | Homes under construction includes completed homes. |
* | See Reconciliation of Non-GAAP Financial Measures beginning on page 9. |
Page 4
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
June 30, | December 31, | |||||||
2014 | 2013 | |||||||
(unaudited) | ||||||||
Assets |
||||||||
Cash and cash equivalents |
$ | 83,408 | $ | 206,205 | ||||
Restricted cash |
837 | 1,189 | ||||||
Accounts and other receivables, net |
151,341 | 147,499 | ||||||
Receivables from related parties, net |
22,464 | 32,350 | ||||||
Inventory |
1,175,126 | 1,013,272 | ||||||
Investments in unconsolidated joint ventures |
53,029 | 47,748 | ||||||
Other assets, net |
60,701 | 57,070 | ||||||
|
|
|
|
|||||
Total assets |
$ | 1,546,906 | $ | 1,505,333 | ||||
|
|
|
|
|||||
Liabilities and equity |
||||||||
Liabilities: |
||||||||
Notes payable |
$ | 761,824 | $ | 751,708 | ||||
Other liabilities |
323,645 | 308,168 | ||||||
|
|
|
|
|||||
Total liabilities |
1,085,469 | 1,059,876 | ||||||
Total equity |
461,437 | 445,457 | ||||||
|
|
|
|
|||||
Total liabilities and equity |
$ | 1,546,906 | $ | 1,505,333 | ||||
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands)
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||
Revenues |
$ | 256,083 | $ | 217,310 | $ | 436,198 | $ | 352,270 | ||||||||
Cost of sales |
(195,810 | ) | (168,884 | ) | (331,068 | ) | (272,308 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross margin |
60,273 | 48,426 | 105,130 | 79,962 | ||||||||||||
Selling, general and administrative expenses |
(30,834 | ) | (26,926 | ) | (57,878 | ) | (49,037 | ) | ||||||||
Interest expense |
(158 | ) | (1,397 | ) | (276 | ) | (4,830 | ) | ||||||||
Other income, net |
2,246 | (92 | ) | 3,524 | 694 | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Income before income taxes |
31,527 | 20,011 | 50,500 | 26,789 | ||||||||||||
Income tax expense |
(2,824 | ) | (479 | ) | (10,502 | ) | (420 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income |
28,703 | 19,532 | 39,998 | 26,369 | ||||||||||||
Less: Net loss attributable to non-controlling interests |
4 | 2 | 7 | 3 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income attributable to Shea Homes |
$ | 28,707 | $ | 19,534 | $ | 40,005 | $ | 26,372 | ||||||||
|
|
|
|
|
|
|
|
Page 5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(unaudited) | (unaudited) | (unaudited) | (unaudited) | |||||||||||||
Operating activities |
||||||||||||||||
Net income |
$ | 28,703 | $ | 19,532 | $ | 39,998 | $ | 26,369 | ||||||||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
||||||||||||||||
Loss (gain) on reinsurance transaction |
(829 | ) | 807 | (2,174 | ) | 159 | ||||||||||
Depreciation and amortization expense |
2,912 | 2,805 | 4,835 | 4,564 | ||||||||||||
Distribution of earnings from unconsolidated joint ventures |
4,170 | 6,000 | 5,300 | 6,000 | ||||||||||||
Other operating activities, net |
(2,218 | ) | (984 | ) | (3,499 | ) | (619 | ) | ||||||||
Changes in operating assets and liabilities: |
||||||||||||||||
Inventory |
(36,867 | ) | (113,858 | ) | (155,791 | ) | (158,601 | ) | ||||||||
Payables and other liabilities |
(15,364 | ) | 6,910 | (4,622 | ) | 9,789 | ||||||||||
Other operating assets |
1,006 | (1,415 | ) | (5,196 | ) | 4,173 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net cash provided by (used in) operating activities |
(18,487 | ) | (80,203 | ) | (121,149 | ) | (108,166 | ) | ||||||||
Investing activities |
||||||||||||||||
Proceeds from sale of investments |
18 | 9 | 104 | 3,078 | ||||||||||||
Net proceeds from promissory notes from related parties |
(2,372 | ) | 46 | 8,089 | 431 | |||||||||||
Investments in unconsolidated joint ventures, net |
(625 | ) | (12,822 | ) | (5,077 | ) | (16,350 | ) | ||||||||
Other investing activities, net |
99 | | 99 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net cash provided by (used in) investing activities |
(2,880 | ) | (12,767 | ) | 3,215 | (12,841 | ) | |||||||||
Financing activities |
||||||||||||||||
Net decrease in notes payable |
| (511 | ) | (1,423 | ) | (752 | ) | |||||||||
Contributions from owners |
| | 945 | | ||||||||||||
Distributions to owners |
| | (4,385 | ) | | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net cash provided by (used in) financing activities |
| (511 | ) | (4,863 | ) | (752 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net increase (decrease) in cash and cash equivalents |
(21,367 | ) | (93,481 | ) | (122,797 | ) | (121,759 | ) | ||||||||
Cash and cash equivalents at beginning of period |
104,775 | 251,478 | 206,205 | 279,756 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash and cash equivalents at end of period |
$ | 83,408 | $ | 157,997 | $ | 83,408 | $ | 157,997 | ||||||||
|
|
|
|
|
|
|
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Page 6
SEGMENT OPERATING DATA
(dollars in thousands)
(unaudited)
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Homes Closed |
Avg. Selling Price |
Homes Closed |
Avg. Selling Price |
Homes Closed |
Avg. Selling Price |
Homes Closed |
Avg. Selling Price |
|||||||||||||||||||||||||
Homes closed: |
||||||||||||||||||||||||||||||||
Southern California |
106 | $ | 907 | 80 | $ | 702 | 165 | $ | 861 | 131 | $ | 718 | ||||||||||||||||||||
San Diego |
54 | 524 | 68 | 461 | 88 | 514 | 91 | 450 | ||||||||||||||||||||||||
Northern California |
70 | 648 | 116 | 459 | 166 | 622 | 177 | 456 | ||||||||||||||||||||||||
Mountain West |
75 | 491 | 78 | 457 | 117 | 472 | 131 | 435 | ||||||||||||||||||||||||
South West |
130 | 339 | 109 | 312 | 252 | 330 | 217 | 311 | ||||||||||||||||||||||||
East |
| | 9 | 218 | | | 15 | 235 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total consolidated |
435 | $ | 576 | 460 | $ | 462 | 788 | $ | 544 | 762 | $ | 451 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Southern California |
33 | $ | 385 | 21 | $ | 282 | 50 | $ | 378 | 36 | $ | 280 | ||||||||||||||||||||
Northern California |
13 | 515 | 4 | 558 | 22 | 511 | 9 | 545 | ||||||||||||||||||||||||
Mountain West |
9 | 419 | 10 | 400 | 23 | 423 | 13 | 411 | ||||||||||||||||||||||||
East |
18 | 270 | 16 | 251 | 31 | 272 | 20 | 250 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total unconsolidated joint ventures |
73 | $ | 384 | 51 | $ | 317 | 126 | $ | 383 | 78 | $ | 325 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total |
508 | $ | 549 | 511 | $ | 447 | 914 | $ | 522 | 840 | $ | 440 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||||||||||
Home Sales Orders |
Avg. Active Selling Communities |
Home Sales Orders |
Avg. Active Selling Communities |
Home Sales Orders |
Avg. Active Selling Communities |
Home Sales Orders |
Avg. Active Selling Communities |
|||||||||||||||||||||||||
Home sales orders: |
||||||||||||||||||||||||||||||||
Southern California |
148 | 11 | 50 | 5 | 306 | 10 | 104 | 5 | ||||||||||||||||||||||||
San Diego |
104 | 9 | 74 | 6 | 151 | 8 | 165 | 7 | ||||||||||||||||||||||||
Northern California |
100 | 14 | 101 | 13 | 219 | 14 | 221 | 13 | ||||||||||||||||||||||||
Mountain West |
126 | 12 | 122 | 15 | 238 | 12 | 234 | 15 | ||||||||||||||||||||||||
South West |
134 | 17 | 163 | 14 | 231 | 17 | 303 | 15 | ||||||||||||||||||||||||
East |
13 | 1 | 4 | 1 | 13 | 1 | 6 | 1 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total consolidated |
625 | 64 | 514 | 54 | 1,158 | 62 | 1,033 | 56 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Southern California |
39 | 4 | 5 | 1 | 75 | 5 | 13 | 2 | ||||||||||||||||||||||||
Northern California |
15 | 4 | 14 | 5 | 29 | 4 | 22 | 3 | ||||||||||||||||||||||||
Mountain West |
22 | 5 | 20 | 5 | 40 | 5 | 34 | 5 | ||||||||||||||||||||||||
East |
39 | 2 | 26 | 2 | 66 | 2 | 42 | 2 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total unconsolidated joint ventures |
115 | 15 | 65 | 13 | 210 | 16 | 111 | 12 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total |
740 | 79 | 579 | 67 | 1,368 | 78 | 1,144 | 68 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 7
SEGMENT OPERATING DATA (continued)
(unaudited)
June 30, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Backlog Units |
Backlog Sales Value |
Backlog Units |
Backlog Sales Value |
|||||||||||||
Backlog: |
||||||||||||||||
Southern California |
301 | $ | 234,694 | 96 | $ | 84,130 | ||||||||||
San Diego |
163 | 97,318 | 181 | 87,566 | ||||||||||||
Northern California |
197 | 141,335 | 285 | 152,499 | ||||||||||||
Mountain West |
328 | 156,278 | 315 | 144,441 | ||||||||||||
South West |
217 | 72,261 | 298 | 93,290 | ||||||||||||
East |
13 | 3,677 | 7 | 2,327 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total consolidated |
1,219 | $ | 705,563 | 1,182 | $ | 564,253 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Southern California |
51 | $ | 22,264 | 4 | $ | 1,310 | ||||||||||
Northern California |
30 | 17,283 | 23 | 10,873 | ||||||||||||
Mountain West |
40 | 14,991 | 32 | 10,751 | ||||||||||||
East |
85 | 25,352 | 58 | 15,024 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total unconsolidated joint ventures |
206 | $ | 79,890 | 117 | $ | 37,958 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
1,425 | $ | 785,453 | 1,299 | $ | 602,211 | ||||||||||
|
|
|
|
|
|
|
|
June 30, | ||||||||
2014 | 2013 | |||||||
Lots owned or controlled: |
||||||||
Southern California |
1,643 | 2,030 | ||||||
San Diego |
555 | 699 | ||||||
Northern California |
4,058 | 3,099 | ||||||
Mountain West |
9,850 | 10,180 | ||||||
South West |
2,137 | 3,284 | ||||||
East |
1,946 | 10 | ||||||
|
|
|
|
|||||
Total consolidated |
20,189 | 19,302 | ||||||
Unconsolidated joint ventures |
3,902 | 3,745 | ||||||
|
|
|
|
|||||
Total |
24,091 | 23,047 | ||||||
|
|
|
|
|||||
Lots by ownership type: |
||||||||
Owned for homebuilding |
7,444 | 6,413 | ||||||
Owned and held for sale |
3,378 | 3,269 | ||||||
Optioned or subject to contract for homebuilding |
6,333 | 6,586 | ||||||
Optioned or subject to contract held for sale |
3,034 | 3,034 | ||||||
Joint venture |
3,902 | 3,745 | ||||||
|
|
|
|
|||||
Total |
24,091 | 23,047 | ||||||
|
|
|
|
Page 8
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in thousands)
(unaudited)
In this earnings release, we utilize certain financial measures that, in each case, are not recognized under GAAP. We present these measures because we believe they and similar measures are useful to investors in evaluating a companys operating performance and financing structure and, in certain cases, because they could be used to determine compliance with contractual covenants or as one measure of the Companys ability to service debt and obtain financing. We also believe these measures facilitate the comparison of our operating performance and financing structure with other companies in our industry. Because these measures are not calculated in accordance with GAAP, they may not be comparable to other similarly titled measures of other companies and should not be considered in isolation or as a substitute for, or superior to, financial measures prepared in accordance with GAAP.
The following table reconciles revenues, cost of sales and gross margins, as reported and prepared in accordance with GAAP, to the non-GAAP measures house revenues, house cost of sales, house gross margin and house gross margin percentage, which exclude land sales and other transactions, and to adjusted house revenues, adjusted house cost of sales, adjusted house gross margin and adjusted house gross margin percentage, which add back interest in cost of sales.
Three Months Ended June 30, 2014 | Three Months Ended June 30, 2013 | |||||||||||||||||||||||||||||||
Revenue | Cost of Sales |
Gross Margin $ |
Gross Margin % |
Revenue | Cost of Sales |
Gross Margin $ |
Gross Margin % |
|||||||||||||||||||||||||
Total |
$ | 256,083 | $ | (195,810 | ) | $ | 60,273 | 23.5 | % | $ | 217,310 | $ | (168,884 | ) | $ | 48,426 | 22.3 | % | ||||||||||||||
Less: Other |
(133 | ) | | (133 | ) | | (336 | ) | | (336 | ) | | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Homebuilding |
255,950 | (195,810 | ) | 60,140 | 23.5 | % | 216,974 | (168,884 | ) | 48,090 | 22.2 | % | ||||||||||||||||||||
Less: Land |
(4,380 | ) | 3,287 | (1,093 | ) | 25.0 | % | (4,213 | ) | 2,743 | (1,470 | ) | 34.9 | % | ||||||||||||||||||
Less: Other homebuilding |
(848 | ) | 2,487 | 1,639 | | (369 | ) | 1,567 | 1,198 | | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
House |
$ | 250,722 | $ | (190,036 | ) | $ | 60,686 | 24.2 | % | $ | 212,392 | $ | (164,574 | ) | $ | 47,818 | 22.5 | % | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Add: Interest in house cost of sales (a) |
| 16,650 | 16,650 | | | 15,249 | 15,249 | | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Adjusted house excluding interest in cost of sales |
$ | 250,722 | $ | (173,386 | ) | $ | 77,336 | 30.8 | % | $ | 212,392 | $ | (149,325 | ) | $ | 63,067 | 29.7 | % | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2014 | Six Months Ended June 30, 2013 | |||||||||||||||||||||||||||||||
Revenue | Cost of Sales |
Gross Margin $ |
Gross Margin % |
Revenue | Cost of Sales |
Gross Margin $ |
Gross Margin % |
|||||||||||||||||||||||||
Total |
$ | 436,198 | $ | (331,068 | ) | $ | 105,130 | 24.1 | % | $ | 352,270 | $ | (272,308 | ) | $ | 79,962 | 22.7 | % | ||||||||||||||
Less: Other |
(343 | ) | | (343 | ) | | (457 | ) | | (457 | ) | | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Homebuilding |
435,855 | (331,068 | ) | 104,787 | 24.0 | % | 351,813 | (272,308 | ) | 79,505 | 22.6 | % | ||||||||||||||||||||
Less: Land |
(4,938 | ) | 3,342 | (1,596 | ) | 32.3 | % | (7,141 | ) | 3,254 | (3,887 | ) | 54.4 | % | ||||||||||||||||||
Less: Other homebuilding |
(2,062 | ) | 3,005 | 943 | | (794 | ) | 3,332 | 2,538 | | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
House |
$ | 428,855 | $ | (324,721 | ) | $ | 104,134 | 24.3 | % | $ | 343,878 | $ | (265,722 | ) | $ | 78,156 | 22.7 | % | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Add: Interest in house cost of sales (a) |
| 27,422 | 27,422 | | | 24,714 | 24,714 | | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Adjusted house excluding interest in cost of sales |
$ | 428,855 | $ | (297,299 | ) | $ | 131,556 | 30.7 | % | $ | 343,878 | $ | (241,008 | ) | $ | 102,870 | 29.9 | % | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) | Interest incurred is generally capitalized to inventory, then expensed in cost of sales as related units close. |
Page 9
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (continued)
(in thousands)
(unaudited)
The following table calculates the non-GAAP measures of EBITDA and Adjusted EBITDA and reconciles those amounts to net income as reported and prepared in accordance with GAAP. Adjusted EBITDA means net income, plus distributions of earnings from joint ventures and non-guarantor subsidiaries, before (a) income taxes, (b) depreciation and amortization, (c) expensing of previously capitalized interest included in costs of sales and in equity in income (loss) from joint ventures, (d) interest expense, (e) impairment charges and project write-offs and abandonments, (f) realized gain on sale of investments, (g) deferred (gain) loss recognition from the amortization of deferred gain resulting from a series of novation and reinsurance transactions entered into by Partners Insurance Company, a wholly-owned subsidiary (PIC Transaction), and (h) income (loss) from joint ventures and non-guarantor subsidiaries. Other companies may calculate Adjusted EBITDA (or similarly titled measures) differently.
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income |
$ | 28,703 | $ | 19,532 | $ | 39,998 | $ | 26,369 | ||||||||
Adjustments: |
||||||||||||||||
Income tax expense (benefit) |
2,824 | 479 | 10,502 | 420 | ||||||||||||
Depreciation and amortization expense |
2,912 | 2,805 | 4,835 | 4,564 | ||||||||||||
Interest in cost of sales |
17,064 | 15,393 | 27,908 | 24,904 | ||||||||||||
Interest in equity in income (loss) from joint ventures |
124 | 328 | 391 | 585 | ||||||||||||
Interest expense |
158 | 1,397 | 276 | 4,830 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
EBITDA |
51,785 | 39,934 | 83,910 | 61,672 | ||||||||||||
Adjustments: |
||||||||||||||||
Project write-offs and abandonments |
113 | 81 | 470 | 193 | ||||||||||||
Realized gain on sale of investments |
| | | (10 | ) | |||||||||||
Deferred loss (gain) recognition from PIC Transaction |
(829 | ) | 807 | (2,174 | ) | 159 | ||||||||||
Loss (income) from joint ventures and non-guarantor subsidiaries |
(3,494 | ) | (3,158 | ) | (5,177 | ) | (5,673 | ) | ||||||||
Distributions of earnings from joint ventures and non-guarantor subsidiaries |
4,482 | 367 | 4,482 | 367 | ||||||||||||
Other |
10 | | 13 | 1 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted EBITDA |
$ | 52,067 | $ | 38,031 | $ | 81,524 | $ | 56,709 | ||||||||
|
|
|
|
|
|
|
|
Page 10
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