Delaware | 001-09186 | 23-2416878 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
250 Gibraltar Road, Horsham, PA | 19044 | |||
(Address of Principal Executive Offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
99.1* | Press release of Toll Brothers, Inc. dated February 25, 2014 announcing its financial results for the three-month period ended January 31, 2014. |
TOLL BROTHERS, INC. | ||||||
Dated: | February 25, 2014 | By: | Joseph R. Sicree | |||
Joseph R. Sicree | ||||||
Senior Vice President, | ||||||
Chief Accounting Officer |
FOR IMMEDIATE RELEASE | CONTACT: Frederick N. Cooper (215) 938-8312 |
February 25, 2014 | fcooper@tollbrothersinc.com |
• | FY 2014’s first quarter net income was $45.6 million, or $0.25 per share, compared to net income of $4.4 million, or $0.03 per share, in FY 2013’s first quarter. |
• | Pre-tax income was $71.2 million, compared to pre-tax income of $8.3 million in FY 2013’s first quarter. FY 2014’s pre-tax income included $23.5 million from the sale of two shopping centers in which Toll Brothers was a 50% joint venture partner, as well as $6.3 million of gains from land sales. |
• | Revenues of $643.7 million and home building deliveries of 928 units rose 52% in dollars and 24% in units, compared to FY 2013’s first quarter. The average price of homes delivered was $694,000, compared to $569,000 in FY 2013’s first quarter. |
• | Backlog of $2.69 billion and 3,667 units rose 45% in dollars and 31% in units, compared to FY 2013’s first-quarter-end backlog. The average price of homes in backlog was $733,000 compared to $665,000 at FY 2013’s first- quarter end. An additional $105.3 million and 126 units were added to backlog upon completion of the Company’s acquisition of Shapell Homes on February 4th, 2014. |
• | Net signed contracts of $701.7 million and 916 units rose 14% in dollars despite declining 6% in units, compared to FY 2013’s first quarter. The average price of net signed contracts was $766,000, compared to $631,000 in FY 2013’s first quarter. On a per-community basis, FY 2014's first-quarter net signed contracts were 3.95 units per community, compared to 4.34 units in FY 2013’s first quarter. |
• | Gross margin, excluding interest and write-downs, improved 100 basis points to 24.4%, compared to 23.4% in FY 2013’s first quarter. |
• | SG&A as a percentage of revenue, excluding $0.8 million of Shapell acquisition costs, improved to 15.1%, compared to 18.4% in FY 2013’s first quarter. |
• | Operating margin improved to 4.9% from 0.1% in FY 2013’s first quarter. |
• | The Company ended its first quarter with 238 selling communities, compared to 232 at FYE 2013, and 225 at FY 2013’s first-quarter end. The Company expects to end FY 2014 with between 250 and 290 selling communities. |
• | At FY 2014’s first-quarter end, the Company had approximately 51,200 lots owned and optioned, compared to approximately 48,600 at FYE 2013 and approximately 43,700 one year ago. |
▪ | FY 2014’s first-quarter net income was $45.6 million, or $0.25 per share diluted, compared to FY 2013’s first-quarter net income of $4.4 million, or $0.03 per share diluted. |
▪ | FY 2014’s first-quarter pre-tax income was $71.2 million, compared to FY 2013 first-quarter pre-tax income of $8.3 million. FY 2014’s first-quarter results included pre-tax inventory write-downs of $2.0 million ($1.3 million attributable to an operating community and $0.7 million attributable to future communities) and pre-tax income of $23.5 million related to the sale of two shopping centers. FY 2013’s first-quarter results included pre-tax inventory write-downs totaling $0.7 million. |
▪ | FY 2014’s first-quarter gross margin improved to 20.1% from 18.5% in FY 2013’s first quarter. Excluding write-downs and interest, FY 2014’s first-quarter gross margin improved to 24.4% from 23.4% in FY 2013’s first quarter. |
▪ | Interest included in cost of sales declined to 4.0% of revenue in FY 2014’s first quarter from 4.7% in FY 2013’s first quarter. |
▪ | FY 2014’s first-quarter total revenues of $643.7 million and 928 units increased 52% in dollars and 24% in units from FY 2013’s first-quarter total revenues of $424.6 million and 746 units. The average price of homes delivered was $694,000, compared to $703,000 in FY 2013’s fourth quarter and $569,000 in FY 2013’s first quarter. The decline between FY 2014’s first quarter and the preceding quarter was primarily mix-related. |
▪ | The Company’s FY 2014 first-quarter net signed contracts of $701.7 million and 916 units, increased 14% and declined 6%, respectively, compared to FY 2013’s first-quarter net signed contracts of $614.4 million and 973 units. |
▪ | On a per-community basis, FY 2014’s first-quarter net signed contracts of 3.95 units per community declined 9% from FY 2013’s first-quarter total of 4.34. They were 38% greater than FY 2012’s first-quarter total of 2.86; 41% greater than FY 2011’s first-quarter total of 2.81; and 50% greater than FY 2010’s first-quarter total of 2.63. However, they were still below the Company’s historical first-quarter average of 4.62 units, dating back to 1990. |
▪ | The average price of net signed contracts in FY 2014’s first quarter was $766,000 compared to $721,000 in FY 2013’s fourth quarter and $631,000 in FY 2013’s first quarter. |
▪ | FY 2014’s first-quarter cancellation rate (current-quarter cancellations divided by current-quarter signed contracts) was 7.0%, compared to 6.2% in FY 2013’s first quarter. As a percentage of beginning-quarter backlog, FY 2014’s first-quarter cancellation rate was 1.9%, compared to 2.5% in FY 2013’s first quarter. |
▪ | In FY 2014, first-quarter-end backlog of $2.69 billion and 3,667 units increased 45% and 31%, respectively, from FY 2013’s first-quarter-end backlog of $1.86 billion and 2,796 units. An additional $105.3 million and 126 units were added to backlog upon completion of the Shapell acquisition early in the Company’s FY 2014 second quarter on February 4, 2014. |
▪ | SG&A as a percentage of revenue, excluding $0.8 million of Shapell acquisition costs, improved to 15.1%, compared to 18.4% in FY 2013’s first quarter. |
▪ | In FY 2014’s first quarter, unconsolidated entities in which the Company had an interest delivered $11.6 million of homes, compared to $8.9 million in the first quarter of FY 2013. The Company recorded its share of the results from these entities’ operations in “Income from Unconsolidated Entities” on the Company’s Statements of Operations. |
▪ | In FY 2014’s first quarter, unconsolidated entities in which the Company had an interest signed contracts of $7.8 million, compared to $6.2 million in FY 2013’s first quarter. At January 31, 2014, unconsolidated entities in which the Company had an interest had a backlog of $42.4 million, compared to $24.4 million at January 31, 2013. |
▪ | The Company ended its FY 2014 first quarter with $1.20 billion in cash and marketable securities compared to $825.5 million at FYE 2013, and $793.6 million at FY 2013’s first-quarter end. At FY 2014’s first-quarter end, the Company had $963.9 million available under its $1.035 billion, 15-bank credit facility, which matures in August 2018. |
▪ | The Company’s Stockholders’ Equity at FY 2014’s first-quarter end increased 15.5% to $3.62 billion, compared to $3.13 billion at FY 2013’s first-quarter end. This included the issuance of 7.2 million shares of stock in November 2013, which added $220.4 million(net) to Stockholders’ Equity. |
▪ | The Company ended its FY 2014 first quarter with a net debt-to-capital ratio(1) of 34.1%, compared to 32.5% at FYE 2013 and 29.7% at FY 2013’s first-quarter end. After the closing of the Shapell transaction in early February 2014, the Company had a pro forma net debt-to-capital ratio of approximately 47.0%. |
▪ | The Company ended FY 2014’s first quarter with approximately 51,200 lots owned and optioned, compared to 48,600 one quarter earlier, 43,700 one year earlier and 91,200 at its peak at FY 2006’s second-quarter end. Approximately 34,100 of these 51,200 lots were owned, of which approximately 13,500 lots, including those in backlog, were substantially improved. |
▪ | In the first quarter of FY 2014, the Company purchased 1,531 lots for $274.8 million. |
▪ | The Company ended FY 2014’s first quarter on January 31, 2014 with 238 selling communities, compared to 232 at FYE 2013 and 225 at FY 2013’s first-quarter end. Upon the completion of the Shapell acquisition, the Company immediately added 11 well-established selling communities in California in early February of 2014. The Company expects to end FY 2014 with between 250 and 290 selling communities. |
▪ | Based on FY 2014’s first-quarter-end backlog and the pace of activity at its communities, the Company currently estimates it will deliver between 5,100 and 5,850 homes in FY 2014. It believes the average delivered price for FY 2014 will be between $675,000 and $720,000 per home. |
▪ | In FY 2014’s first quarter, Gibraltar Capital and Asset Management, the Company’s wholly owned subsidiary that invests in distressed loans and real estate, reported pre-tax income of $3.3 million, compared to $2.1 million of income in FY 2013’s first quarter. |
▪ | On February 4, 2014, the Company completed the acquisition of Shapell Homes for $1.6 billion. Toll Brothers financed the acquisition with a new $485 million 5-year senior unsecured floating rate bank term loan closed on February 3, 2014, as well as $600 million of 5-year and 10-year senior unsecured debt issued on November 12, 2013 and $230 million of common stock issued on November 7, 2013. The balance of the funds consisted of a $370 million draw from its existing $1.035 billion 5-year bank revolving credit facility. In addition, the Company closed on a $500 million 364-day unsecured bank revolving credit facility on February 4, 2014, which it intends to keep undrawn, as its purpose is to provide the Company with additional liquidity should unforeseen circumstances arise. |
▪ | After the Shapell acquisition, the Company had approximately $1.5 billion available between cash and untapped bank credit facilities, to support current operations and future growth. As previously announced, post-closing, Toll Brothers intends to selectively sell land to recover some expended capital and manage its California concentration. As a result of these lot sales and the delivery of existing backlog, the Company believes it will recapture a significant portion of its investment within eighteen months of closing the transaction. |
▪ | As part of the Shapell acquisition, the Company acquired approximately $120 million of cash, which represented net proceeds from homes delivered between the time the Company signed the acquisition agreement and the time the transaction was closed. The net impact of those homes delivered between deal announcement and closing was to trim the number of lots acquired to a total of approximately 4,950 lots. |
▪ | At FY 2014’s first-quarter end, the company had four rental apartment projects under construction totaling approximately 1,500 units through joint ventures. During the first quarter of FY 2014, the company closed on two project construction loans totaling $126 million to support two of these developments. |
(1) | Net debt-to-capital is calculated as total debt minus mortgage warehouse loans minus cash and marketable securities, divided by total debt minus mortgage warehouse loans minus cash and marketable securities plus stockholders' equity. |
January 31, 2014 | October 31, 2013 | ||||||
(Unaudited) | |||||||
ASSETS | |||||||
Cash and cash equivalents | $ | 1,190,489 | $ | 772,972 | |||
Marketable securities | 13,017 | 52,508 | |||||
Restricted cash | 32,175 | 32,036 | |||||
Inventory | 5,235,647 | 4,650,412 | |||||
Property, construction and office equipment, net | 131,190 | 131,320 | |||||
Receivables, prepaid expenses and other assets | 240,034 | 229,295 | |||||
Mortgage loans held for sale | 58,131 | 113,517 | |||||
Customer deposits held in escrow | 45,834 | 46,888 | |||||
Investments in and advances to unconsolidated entities | 430,615 | 403,133 | |||||
Investment in distressed loans | 19,253 | 36,374 | |||||
Investment in foreclosed real estate | 79,267 | 72,972 | |||||
Deferred tax assets, net of valuation allowances | 284,603 | 286,032 | |||||
$ | 7,760,255 | $ | 6,827,459 | ||||
LIABILITIES AND EQUITY | |||||||
Liabilities: | |||||||
Loans payable | $ | 158,606 | $ | 107,222 | |||
Senior notes | 2,921,851 | 2,321,442 | |||||
Mortgage company warehouse loan | 51,470 | 75,000 | |||||
Customer deposits | 218,747 | 212,669 | |||||
Accounts payable | 166,286 | 167,787 | |||||
Accrued expenses | 516,097 | 522,987 | |||||
Income taxes payable | 99,825 | 81,188 | |||||
Total liabilities | 4,132,882 | 3,488,295 | |||||
Equity: | |||||||
Stockholders’ Equity | |||||||
Common stock | 1,776 | 1,694 | |||||
Additional paid-in capital | 683,965 | 441,677 | |||||
Retained earnings | 2,937,583 | 2,892,003 | |||||
Treasury stock, at cost | (81 | ) | — | ||||
Accumulated other comprehensive loss | (2,124 | ) | (2,387 | ) | |||
Total stockholders' equity | 3,621,119 | 3,332,987 | |||||
Noncontrolling interest | 6,254 | 6,177 | |||||
Total equity | 3,627,373 | 3,339,164 | |||||
$ | 7,760,255 | $ | 6,827,459 |
Three Months Ended January 31, | ||||||||
2014 | 2013 | |||||||
Revenues | $ | 643,681 | $ | 424,601 | ||||
Cost of revenues | 514,032 | 345,937 | ||||||
Selling, general and administrative expenses | 97,870 | 78,047 | ||||||
611,902 | 423,984 | |||||||
Income from operations | 31,779 | 617 | ||||||
Other: | ||||||||
Income from unconsolidated entities | 22,915 | 3,083 | ||||||
Other income - net | 16,541 | 4,626 | ||||||
Income before income taxes | 71,235 | 8,326 | ||||||
Income tax provision | 25,655 | 3,894 | ||||||
Net income | $ | 45,580 | $ | 4,432 | ||||
Income per share: | ||||||||
Basic | $ | 0.26 | $ | 0.03 | ||||
Diluted | $ | 0.25 | $ | 0.03 | ||||
Weighted-average number of shares: | ||||||||
Basic | 176,474 | 169,064 | ||||||
Diluted | 184,888 | 171,903 |
Three Months Ended January 31, | |||||||
2014 | 2013 | ||||||
Impairment charges recognized: | |||||||
Cost of sales - land controlled for future communities | $ | 682 | $ | 9 | |||
Cost of sales - operating communities | 1,300 | 700 | |||||
$ | 1,982 | $ | 709 | ||||
Depreciation and amortization | $ | 5,344 | $ | 6,525 | |||
Interest incurred | $ | 39,944 | $ | 31,748 | |||
Interest expense: | |||||||
Charged to cost of sales | $ | 25,440 | $ | 19,974 | |||
Charged to other income - net | 317 | 88 | |||||
$ | 25,757 | $ | 20,062 | ||||
Home sites controlled: | |||||||
Owned | 34,108 | 33,526 | |||||
Optioned | 17,127 | 10,169 | |||||
51,235 | 43,695 |
North: | Connecticut, Illinois, Massachusetts, Michigan, Minnesota, New Jersey and New York |
Mid-Atlantic: | Delaware, Maryland, Pennsylvania and Virginia |
South: | Florida, North Carolina and Texas |
West: | Arizona, California, Colorado, Nevada, and Washington |
Three Months Ended January 31, | Three Months Ended January 31, | ||||||||||||
Units | $ (Millions) | ||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||
HOME BUILDING REVENUES | |||||||||||||
North | 209 | 151 | $ | 127.6 | $ | 82.3 | |||||||
Mid-Atlantic | 273 | 236 | 169.1 | 129.6 | |||||||||
South | 225 | 143 | 150.6 | 87.2 | |||||||||
West | 204 | 200 | 186.2 | 112.6 | |||||||||
Traditional Home Building | 911 | 730 | 633.5 | 411.7 | |||||||||
City Living | 17 | 16 | 10.2 | 12.9 | |||||||||
Total consolidated | 928 | 746 | $ | 643.7 | $ | 424.6 | |||||||
CONTRACTS | |||||||||||||
North | 181 | 235 | $ | 118.2 | $ | 130.4 | |||||||
Mid-Atlantic | 263 | 262 | 163.8 | 146.9 | |||||||||
South | 222 | 203 | 168.3 | 137.5 | |||||||||
West | 199 | 241 | 187.9 | 177.9 | |||||||||
Traditional Home Building | 865 | 941 | 638.2 | 592.7 | |||||||||
City Living | 51 | 32 | 63.5 | 21.7 | |||||||||
Total consolidated | 916 | 973 | $ | 701.7 | $ | 614.4 | |||||||
BACKLOG | |||||||||||||
North | 920 | 709 | $ | 553.1 | $ | 398.2 | |||||||
Mid-Atlantic | 892 | 660 | 567.7 | 391.8 | |||||||||
South | 953 | 809 | 691.2 | 533.8 | |||||||||
West | 670 | 548 | 594.8 | 416.3 | |||||||||
Traditional Home Building | 3,435 | 2,726 | 2,406.8 | 1,740.1 | |||||||||
City Living | 232 | 70 | 280.7 | 119.6 | |||||||||
Total consolidated | 3,667 | 2,796 | $ | 2,687.5 | $ | 1,859.7 |
2014 | 2013 | 2014 | 2013 | ||||||||||
Units | Units | $(Mill) | $(Mill) | ||||||||||
Three months ended January 31, | |||||||||||||
Revenues | 15 | 10 | $ | 11.6 | $ | 8.9 | |||||||
Contracts | 11 | 10 | $ | 7.8 | $ | 6.2 | |||||||
Backlog at January 31, | 58 | 36 | $ | 42.4 | $ | 24.4 |