On January 22, 2024, we closed on the acquisition of substantially all the assets and assumed certain liabilities of Landmark Homes of Tennessee, Inc. (“Landmark”), a homebuilder with operations, including six active communities, in Nashville, Tennessee, for approximately $33.4 million in cash, inclusive of customary holdbacks. We concluded that the acquisition represents a business combination, and in connection with this acquisition, we allocated $1.7 million in goodwill to the Southeast operating segment. We incurred $0.1 million in acquisition costs, which are reflected in other expense in our condensed consolidated statements of operations.

On July 31, 2024, we closed on the acquisition of substantially all the assets and operations and assumed certain liabilities of Anglia Homes LP (“Anglia”), a homebuilder with operations, including 26 active communities, in the greater Houston, Texas area, for approximately $127.0 million in cash, inclusive of customary holdbacks. We concluded that the acquisition represents a business combination, as we determined that the fair value of the gross assets acquired was not concentrated in a single identifiable asset or group of similar identifiable assets, and the acquired assets and processes have the ability to create outputs in the form of revenue from the sale of single-family residences. We incurred $0.5 million in acquisition costs, which are reflected in other expense in our condensed consolidated statements of operations.

The following is a summary of the allocation of the purchase price for Anglia based on the fair value of assets acquired and liabilities assumed (in thousands):


Prepaid expenses and other assets	$	7,885
Inventories		111,425
Property and equipment, net		127
Amortizable intangible assets		1,900
Goodwill		7,351
Total assets	$	128,688

Accounts payable	$	1,281
Accrued expenses and other liabilities		417
Total liabilities		1,698
Net assets acquired	$	126,990

Acquired inventories consist of work in process inventories and finished lots. We estimated the fair value of the acquired inventories based upon the stage of production of each unit and a gross margin that we believe a market participant would require to complete the remaining development and requisite selling efforts. We estimated a market participant would require a gross margin ranging from approximately 8% to 20% based upon the stage of production of the individual lot.

Amortizable intangible assets acquired include right of first refusal and non-compete agreements, which we, with the assistance of a third-party valuation firm, estimated to have fair values of $0.9 million and $1.0 million, respectively. These intangible assets are amortized each over 2 years. Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed, and in connection with this acquisition, we have allocated $7.4 million in goodwill to the Texas operating segment. Goodwill allocated for tax purposes is expected to be deductible.

We determined that Anglia’s carrying costs approximated fair value for all other acquired assets and assumed liabilities.

From the acquisition date, Anglia’s results of operations, which include home sales revenue of $20.3 million and loss before income tax, inclusive of purchase price accounting, of $1.5 million, are included in our accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2024.