Supplemental Guarantor Information (Tables)
|
9 Months Ended |
Sep. 30, 2015 |
Supplemental Guarantor Information [Abstract] |
|
Consolidating Balance Sheet |
CONDENSED CONSOLIDATING BALANCE SHEET SEPTEMBER 30, 2015 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | Eliminating Entries | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | ASSETS | | | | | | | | | | Cash and equivalents | $ | — |
| | $ | 688,224 |
| | $ | 45,929 |
| | $ | — |
| | $ | 734,153 |
| Restricted cash | — |
| | 24,942 |
| | 1,000 |
| | — |
| | 25,942 |
| House and land inventory | — |
| | 5,240,932 |
| | — |
| | — |
| | 5,240,932 |
| Land held for sale | — |
| | 84,096 |
| | 1,034 |
| | — |
| | 85,130 |
| Land, not owned, under option agreements | — |
| | 102,548 |
| | — |
| | — |
| | 102,548 |
| Residential mortgage loans available- for-sale | — |
| | — |
| | 270,658 |
| | — |
| | 270,658 |
| Investments in unconsolidated entities | 88 |
| | 36,955 |
| | 4,466 |
| | — |
| | 41,509 |
| Other assets | 26,073 |
| | 516,775 |
| | 95,114 |
| | — |
| | 637,962 |
| Intangible assets | — |
| | 113,440 |
| | — |
| | — |
| | 113,440 |
| Deferred tax assets, net | 1,541,759 |
| | 13 |
| | 7,532 |
| | — |
| | 1,549,304 |
| Investments in subsidiaries and intercompany accounts, net | 5,222,327 |
| | 286,642 |
| | 6,100,670 |
| | (11,609,639 | ) | | — |
| | $ | 6,790,247 |
| | $ | 7,094,567 |
| | $ | 6,526,403 |
| | $ | (11,609,639 | ) | | $ | 8,801,578 |
| LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | Liabilities: | | | | | | | | | | Accounts payable, customer deposits, accrued and other liabilities | $ | 83,632 |
| | $ | 1,715,283 |
| | $ | 188,540 |
| | $ | — |
| | $ | 1,987,455 |
| Income tax liabilities | 50,906 |
| | — |
| | — |
| | — |
| | 50,906 |
| Financial Services debt | — |
| | — |
| | 107,508 |
| | — |
| | 107,508 |
| Term loan | 500,000 |
| | — |
|
| — |
|
| — |
| | 500,000 |
| Senior notes | 1,584,104 |
| | — |
| | — |
| | — |
| | 1,584,104 |
| Total liabilities | 2,218,642 |
| | 1,715,283 |
| | 296,048 |
| | — |
| | 4,229,973 |
| Total shareholders’ equity | 4,571,605 |
| | 5,379,284 |
| | 6,230,355 |
| | (11,609,639 | ) | | 4,571,605 |
| | $ | 6,790,247 |
| | $ | 7,094,567 |
| | $ | 6,526,403 |
| | $ | (11,609,639 | ) | | $ | 8,801,578 |
|
CONDENSED CONSOLIDATING BALANCE SHEET DECEMBER 31, 2014 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | Eliminating Entries | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | ASSETS | | | | | | | | | | Cash and equivalents | $ | 7,454 |
| | $ | 1,157,307 |
| | $ | 128,101 |
| | $ | — |
| | $ | 1,292,862 |
| Restricted cash | 3,710 |
| | 1,513 |
| | 11,135 |
| | — |
| | 16,358 |
| House and land inventory | — |
| | 4,391,445 |
| | 655 |
| | — |
| | 4,392,100 |
| Land held for sale | — |
| | 100,156 |
| | 1,034 |
| | — |
| | 101,190 |
| Land, not owned, under option agreements | — |
| | 30,186 |
| | — |
| | — |
| | 30,186 |
| Residential mortgage loans available- for-sale | — |
| | — |
| | 339,531 |
| | — |
| | 339,531 |
| Securities purchased under agreements to resell | 22,000 |
| | — |
| | (22,000 | ) | | — |
| | — |
| Investments in unconsolidated entities | 74 |
| | 36,126 |
| | 4,168 |
| | — |
| | 40,368 |
| Other assets | 34,214 |
| | 421,145 |
| | 57,673 |
| | — |
| | 513,032 |
| Intangible assets | — |
| | 123,115 |
| | — |
| | — |
| | 123,115 |
| Deferred tax assets, net | 1,712,853 |
| | 15 |
| | 7,800 |
| | — |
| | 1,720,668 |
| Investments in subsidiaries and intercompany accounts, net | 4,963,831 |
| | 967,032 |
| | 6,359,441 |
| | (12,290,304 | ) | | — |
| | $ | 6,744,136 |
| | $ | 7,228,040 |
| | $ | 6,887,538 |
| | $ | (12,290,304 | ) | | $ | 8,569,410 |
| LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | Liabilities: | | | | | | | | | | Accounts payable, customer deposits, accrued and other liabilities | $ | 71,874 |
| | $ | 1,514,954 |
| | $ | 170,104 |
| | $ | — |
| | $ | 1,756,932 |
| Income tax liabilities | 48,747 |
| | (25 | ) | | — |
| | — |
| | 48,722 |
| Financial Services debt | — |
| | — |
| | 140,241 |
| | — |
| | 140,241 |
| Senior notes | 1,818,561 |
| | — |
| | — |
| | — |
| | 1,818,561 |
| Total liabilities | 1,939,182 |
| | 1,514,929 |
| | 310,345 |
| | — |
| | 3,764,456 |
| Total shareholders’ equity | 4,804,954 |
| | 5,713,111 |
| | 6,577,193 |
| | (12,290,304 | ) | | 4,804,954 |
| | $ | 6,744,136 |
| | $ | 7,228,040 |
| | $ | 6,887,538 |
| | $ | (12,290,304 | ) | | $ | 8,569,410 |
|
|
Consolidating Statement of Operations and Comprehensive Income (Loss) |
CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the three months ended September 30, 2015 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Revenues: | | | | | | | | | | Homebuilding | | | | | | | | | | Home sale revenues | $ | — |
| | $ | 1,464,131 |
| | $ | — |
| | $ | — |
| | $ | 1,464,131 |
| Land sale revenues | — |
| | 3,649 |
| | — |
| | — |
| | 3,649 |
| | — |
| | 1,467,780 |
| | — |
| | — |
| | 1,467,780 |
| Financial Services | — |
| | — |
| | 38,967 |
| | — |
| | 38,967 |
| | — |
| | 1,467,780 |
| | 38,967 |
| | — |
| | 1,506,747 |
| Homebuilding Cost of Revenues: | | | | | | | | | | Home sale cost of revenues | — |
| | 1,118,874 |
| | — |
| | — |
| | 1,118,874 |
| Land sale cost of revenues | — |
| | 3,301 |
| | — |
| | — |
| | 3,301 |
| | — |
| | 1,122,175 |
| | — |
| | — |
| | 1,122,175 |
| Financial Services expenses | 13 |
| | (13 | ) | | 24,602 |
| | — |
| | 24,602 |
| Selling, general and administrative expenses | — |
| | 158,975 |
| | 386 |
| | — |
| | 159,361 |
| Other expense (income), net | — |
| | 23,796 |
| | 30 |
| | — |
| | 23,826 |
| Interest income | — |
| | (504 | ) | | — |
| | — |
| | (504 | ) | Interest expense | 203 |
| | — |
| | — |
| | — |
| | 203 |
| Equity in earnings of unconsolidated entities | (1 | ) | | (2,025 | ) | | (166 | ) | | — |
| | (2,192 | ) | Intercompany interest | 594 |
| | 2,039 |
| | (2,633 | ) | | — |
| | — |
| Income (loss) before income taxes and equity in income (loss) of subsidiaries | (809 | ) | | 163,337 |
| | 16,748 |
| | — |
| | 179,276 |
| Income tax expense (benefit) | (307 | ) | | 65,347 |
| | 6,467 |
| | — |
| | 71,507 |
| Income (loss) before equity in income (loss) of subsidiaries | (502 | ) | | 97,990 |
| | 10,281 |
| | — |
| | 107,769 |
| Equity in income (loss) of subsidiaries | 108,271 |
| | 9,913 |
| | 82,484 |
| | (200,668 | ) | | — |
| Net income (loss) | 107,769 |
| | 107,903 |
| | 92,765 |
| | (200,668 | ) | | 107,769 |
| Other comprehensive income | 21 |
| | — |
| | — |
| | — |
| | 21 |
| Comprehensive income (loss) | $ | 107,790 |
| | $ | 107,903 |
| | $ | 92,765 |
| | $ | (200,668 | ) | | $ | 107,790 |
|
CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME For the three months ended September 30, 2014 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Revenues: | | | | | | | | | | Homebuilding | | | | | | | | | | Home sale revenues | $ | — |
| | $ | 1,551,226 |
| | $ | — |
| | $ | — |
| | $ | 1,551,226 |
| Land sale revenues | — |
| | 10,047 |
| | — |
| | — |
| | 10,047 |
| | — |
| | 1,561,273 |
| | — |
| | — |
| | 1,561,273 |
| Financial Services | — |
| | 154 |
| | 33,298 |
| | — |
| | 33,452 |
| | — |
| | 1,561,427 |
| | 33,298 |
| | — |
| | 1,594,725 |
| Homebuilding Cost of Revenues: | | | | | | | | | | Home sale cost of revenues | — |
| | 1,195,369 |
| | — |
| | — |
| | 1,195,369 |
| Land sale cost of revenues | — |
| | 3,539 |
| | — |
| | — |
| | 3,539 |
| | — |
| | 1,198,908 |
| | — |
| | — |
| | 1,198,908 |
| Financial Services expenses | 195 |
| | (102 | ) | | 22,530 |
| | — |
| | 22,623 |
| Selling, general and administrative expenses | — |
| | 146,642 |
| | 494 |
| | — |
| | 147,136 |
| Other expense (income), net | (16 | ) | | 2,194 |
| | 228 |
| | — |
| | 2,406 |
| Interest income | (93 | ) | | (1,080 | ) | | (32 | ) | | — |
| | (1,205 | ) | Interest expense | 210 |
| | — |
| | — |
| | — |
| | 210 |
| Equity in earnings of unconsolidated entities | (2 | ) | | (205 | ) | | (74 | ) | | — |
| | (281 | ) | Intercompany interest | 4,190 |
| | (1,666 | ) | | (2,524 | ) | | — |
| | — |
| Income (loss) before income taxes and equity in income (loss) of subsidiaries | (4,484 | ) | | 216,736 |
| | 12,676 |
| | — |
| | 224,928 |
| Income tax expense (benefit) | (1,764 | ) | | 81,157 |
| | 4,990 |
| | — |
| | 84,383 |
| Income (loss) before equity in income (loss) of subsidiaries | (2,720 | ) | | 135,579 |
| | 7,686 |
| | — |
| | 140,545 |
| Equity in income (loss) of subsidiaries | 143,265 |
| | 7,518 |
| | 100,513 |
| | (251,296 | ) | | — |
| Net income (loss) | 140,545 |
| | 143,097 |
| | 108,199 |
| | (251,296 | ) | | 140,545 |
| Other comprehensive income | 21 |
| | — |
| | — |
| | — |
| | 21 |
| Comprehensive income (loss) | $ | 140,566 |
| | $ | 143,097 |
| | $ | 108,199 |
| | $ | (251,296 | ) | | $ | 140,566 |
|
CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the nine months ended September 30, 2015 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Revenues: | | | | | | | | | | Homebuilding | | | | | | | | | | Home sale revenues | $ | — |
| | $ | 3,795,366 |
| | $ | — |
| | $ | — |
| | $ | 3,795,366 |
| Land sale revenues | — |
| | 27,651 |
| | — |
| | — |
| | 27,651 |
| | — |
| | 3,823,017 |
| | — |
| | — |
| | 3,823,017 |
| Financial Services | — |
| | — |
| | 97,319 |
| | — |
| | 97,319 |
| | — |
| | 3,823,017 |
| | 97,319 |
| | — |
| | 3,920,336 |
| Homebuilding Cost of Revenues: | | | | | | | | | | Home sale cost of revenues | — |
| | 2,913,299 |
| | — |
| | — |
| | 2,913,299 |
| Land sale cost of revenues | — |
| | 21,992 |
| | — |
| | — |
| | 21,992 |
| | — |
| | 2,935,291 |
| | — |
| | — |
| | 2,935,291 |
| Financial Services expenses | 300 |
| | (274 | ) | | 67,883 |
| | — |
| | 67,909 |
| Selling, general and administrative expenses | — |
| | 449,261 |
| | 1,532 |
| | — |
| | 450,793 |
| Other expense, net | (9 | ) | | 30,040 |
| | (69 | ) | | — |
| | 29,962 |
| Interest income | (3 | ) | | (2,461 | ) | | 6 |
| | — |
| | (2,458 | ) | Interest expense | 598 |
| | — |
| | — |
| | — |
| | 598 |
| Equity in (earnings) loss of unconsolidated entities | (14 | ) | | (3,877 | ) | | (573 | ) | | — |
| | (4,464 | ) | Intercompany interest | 1,537 |
| | 5,886 |
| | (7,423 | ) | | — |
| | — |
| Income (loss) before income taxes and equity in income (loss) of subsidiaries | (2,409 | ) | | 409,151 |
| | 35,963 |
| | — |
| | 442,705 |
| Income tax expense (benefit) | (917 | ) | | 163,713 |
| | 13,847 |
| | — |
| | 176,643 |
| Income (loss) before equity in income (loss) of subsidiaries | (1,492 | ) | | 245,438 |
| | 22,116 |
| | — |
| | 266,062 |
| Equity in income (loss) of subsidiaries | 267,554 |
| | 21,586 |
| | 227,143 |
| | (516,283 | ) | | — |
| Net income (loss) | 266,062 |
| | 267,024 |
| | 249,259 |
| | (516,283 | ) | | 266,062 |
| Other comprehensive income | 63 |
| | — |
| | — |
| | — |
| | 63 |
| Comprehensive income | $ | 266,125 |
| | $ | 267,024 |
| | $ | 249,259 |
| | $ | (516,283 | ) | | $ | 266,125 |
|
CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the nine months ended September 30, 2014 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Revenues: | | | | | | | | | | Homebuilding | | | | | | | | | | Home sale revenues | $ | — |
| | $ | 3,885,703 |
| | $ | — |
| | $ | — |
| | $ | 3,885,703 |
| Land sale revenues | — |
| | 24,558 |
| | — |
| | — |
| | 24,558 |
| | — |
| | 3,910,261 |
| | — |
| | — |
| | 3,910,261 |
| Financial Services | — |
| | 888 |
| | 88,656 |
| | — |
| | 89,544 |
| | — |
| | 3,911,149 |
| | 88,656 |
| | — |
| | 3,999,805 |
| Homebuilding Cost of Revenues: | | | | | | | | | | Home sale cost of revenues | — |
| | 2,976,665 |
| | — |
| | — |
| | 2,976,665 |
| Land sale cost of revenues | — |
| | 15,382 |
| | — |
| | — |
| | 15,382 |
| | — |
| | 2,992,047 |
| | — |
| | — |
| | 2,992,047 |
| Financial Services expenses | 591 |
| | 56 |
| | 47,411 |
| | — |
| | 48,058 |
| Selling, general and administrative expenses | — |
| | 520,513 |
| | 1,278 |
| | — |
| | 521,791 |
| Other expense (income), net | 8,538 |
| | 16,290 |
| | 733 |
| | — |
| | 25,561 |
| Interest income | (332 | ) | | (3,046 | ) | | (53 | ) | | — |
| | (3,431 | ) | Interest expense | 625 |
| | — |
| | — |
| | — |
| | 625 |
| Equity in (earnings) loss of unconsolidated entities | (7 | ) | | (7,295 | ) | | (181 | ) | | — |
| | (7,483 | ) | Intercompany interest | 5,010 |
| | 2,281 |
| | (7,291 | ) | | — |
| | — |
| Income (loss) before income taxes and equity in income (loss) of subsidiaries | (14,425 | ) | | 390,303 |
| | 46,759 |
| | — |
| | 422,637 |
| Income tax expense (benefit) | (5,640 | ) | | 152,750 |
| | 18,283 |
| | — |
| | 165,393 |
| Income (loss) before equity in income (loss) of subsidiaries | (8,785 | ) | | 237,553 |
| | 28,476 |
| | — |
| | 257,244 |
| Equity in income (loss) of subsidiaries | 266,029 |
| | 28,670 |
| | 209,648 |
| | (504,347 | ) | | — |
| Net income (loss) | 257,244 |
| | 266,223 |
| | 238,124 |
| | (504,347 | ) | | 257,244 |
| Other comprehensive income | 82 |
| | — |
| | — |
| | — |
| | 82 |
| Comprehensive income (loss) | $ | 257,326 |
| | $ | 266,223 |
| | $ | 238,124 |
| | $ | (504,347 | ) | | $ | 257,326 |
|
|
Consolidating Statement Of Cash Flows |
CONSOLIDATING STATEMENT OF CASH FLOWS For the nine months ended September 30, 2015 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Net cash provided by (used in) operating activities | $ | 162,645 |
| | $ | (468,838 | ) | | $ | 59,381 |
| | $ | — |
| | $ | (246,812 | ) | Cash flows from investing activities: | | | | | | | | | | Change in restricted cash related to letters of credit | 3,710 |
| | — |
| | — |
| | — |
| | 3,710 |
| Capital expenditures | — |
| | (31,197 | ) | | (2,852 | ) | | — |
| | (34,049 | ) | Other investing activities, net | — |
| | 785 |
| | 9,174 |
| | — |
| | 9,959 |
| Net cash provided by (used in) investing activities | 3,710 |
| | (30,412 | ) | | 6,322 |
| | — |
| | (20,380 | ) | Cash flows from financing activities: | | | | | | | | | | Financial Services borrowings (repayments) | — |
| | — |
| | (32,733 | ) | | — |
| | (32,733 | ) | Proceeds from debt issuance | 500,000 |
|
| — |
|
| — |
|
| — |
|
| 500,000 |
| Repayments of debt | (237,994 | ) |
| (526 | ) |
| — |
|
| — |
|
| (238,520 | ) | Borrowings under revolving credit facility | 125,000 |
| | — |
| | — |
| | — |
| | 125,000 |
| Repayments under revolving credit facility | (125,000 | ) | | — |
| | — |
| | — |
| | (125,000 | ) | Stock option exercises | 10,371 |
| | — |
| | — |
| | — |
| | 10,371 |
| Share repurchases | (442,738 | ) | | — |
| | — |
| | — |
| | (442,738 | ) | Dividends paid | (87,897 | ) | | — |
| | — |
| | — |
| | (87,897 | ) | Intercompany activities, net | 84,449 |
| | 30,693 |
| | (115,142 | ) | | — |
| | — |
| Net cash provided by (used in) financing activities | (173,809 | ) | | 30,167 |
| | (147,875 | ) | | — |
| | (291,517 | ) | Net increase (decrease) in cash and equivalents | (7,454 | ) | | (469,083 | ) | | (82,172 | ) | | — |
| | (558,709 | ) | Cash and equivalents at beginning of period | 7,454 |
| | 1,157,307 |
| | 128,101 |
| | — |
| | 1,292,862 |
| Cash and equivalents at end of period | $ | — |
| | $ | 688,224 |
| | $ | 45,929 |
| | $ | — |
| | $ | 734,153 |
|
CONSOLIDATING STATEMENT OF CASH FLOWS For the nine months ended September 30, 2014 ($000’s omitted) | | | | | | | | | | | | | | | | | | | | | | Unconsolidated | | | | Consolidated PulteGroup, Inc. | | PulteGroup, Inc. | | Guarantor Subsidiaries | | Non-Guarantor Subsidiaries | | Eliminating Entries | | Net cash provided by (used in) operating activities | $ | 265,107 |
| | $ | (73,268 | ) | | $ | 9,996 |
| | $ | — |
| | $ | 201,835 |
| Cash flows from investing activities: | | | | | | | | | | Change in restricted cash related to letters of credit | 48,401 |
| | — |
| | — |
| | — |
| | 48,401 |
| Capital expenditures | — |
| | (39,025 | ) | | (2,863 | ) | |
|
| | (41,888 | ) | Cash used for business acquisition | — |
| | (77,469 | ) | | — |
| | — |
| | (77,469 | ) | Other investing activities, net | — |
| | 7,710 |
| | (6,350 | ) | | — |
| | 1,360 |
| Net cash provided by (used in) investing activities | 48,401 |
| | (108,784 | ) | | (9,213 | ) | | — |
| | (69,596 | ) | Cash flows from financing activities: | | | | | | | | | | Financial Services borrowings (repayments) | — |
| | — |
| | (34,070 | ) | | — |
| | (34,070 | ) | Other borrowings (repayments) | (249,765 | ) | | (866 | ) | | — |
| | — |
| | (250,631 | ) | Stock option exercises | 6,034 |
| | — |
| | — |
| | — |
| | 6,034 |
| Share repurchases | (155,140 | ) | | — |
| | — |
| | — |
| | (155,140 | ) | Dividends paid | (56,944 | ) | | — |
| | — |
| | — |
| | (56,944 | ) | Intercompany activities, net | (119,195 | ) | | 163,409 |
| | (44,214 | ) | | — |
| | — |
| Net cash provided by (used in) financing activities | (575,010 | ) | | 162,543 |
| | (78,284 | ) | | — |
| | (490,751 | ) | Net increase (decrease) in cash and equivalents | (261,502 | ) | | (19,509 | ) | | (77,501 | ) | | — |
| | (358,512 | ) | Cash and equivalents at beginning of period | 262,364 |
| | 1,188,999 |
| | 128,966 |
| | — |
| | 1,580,329 |
| Cash and equivalents at end of period | $ | 862 |
| | $ | 1,169,490 |
| | $ | 51,465 |
| | $ | — |
| | $ | 1,221,817 |
|
|