EX-99.2 3 dex992.htm SLIDES OF ADDITIONAL JOINT VENTURE DISCLOSURES Slides of Additional Joint Venture Disclosures
Additional Unconsolidated Joint Venture Disclosures
Exhibit 99.2


Disclaimer Statement
This presentation includes "forward-looking statements," as that term is defined in
the Private Securities Litigation Reform Act of 1995. These forward-looking
statements include statements regarding our business, financial condition, results of
operations, cash flows, strategies and prospects.  You can identify forward-looking
statements by the fact that these statements do not relate strictly to historical or
current matters.  Rather, forward-looking statements relate to anticipated or expected
events, activities, trends or results.  Because forward-looking statements relate to
matters that have not yet occurred, these statements are inherently subject to risks
and uncertainties.  Many factors could cause our actual activities or results to differ
materially from the activities and results anticipated in forward-looking statements. 
These factors include those described under the caption “Risk Factors”
in our most
recent Annual Report on Form 10-K filed with the Securities and Exchange
Commission.  We do not undertake any obligation to update forward-looking
statements, except as required by federal securities laws.


1
Joint Ventures
Joint Ventures
Additional Disclosures
Additional Disclosures
Our unconsolidated JV disclosures are made in accordance with generally
accepted accounting principles.  Based upon investor / analyst requests, we
are providing additional joint venture disclosures which we believe will be
useful in evaluating our joint ventures.  Highlighted below are the new
disclosures included in each section:
Detailed JV Information
New –
Ten Largest Joint Venture Investments
New –
Types of Joint Venture Partners
Detailed JV Debt Disclosures
New –
JV Composition by Type of Debt
New –
Lennar Cash Payments for Recourse Reductions
New –
Future JV Debt Maturities
Corporate Governance 
New –
Summary of our JV Corporate Governance
New –
JV Interests are Prohibited From Being Pledged


2
Detailed JV Information


3
Detailed Joint Venture Information
New -
Ten Largest Joint Venture Investments
10 Largest Joint Ventures (based on LEN investment) as of February 28, 2009
(Dollars in Thousands)
Remaining
JV
JV Debt
Homes/
Partner
JV
Year
LEN
Total JV
Gross Recourse
Reimbursement
Net Recourse
Total Debt Without
Total JV
Total JV
to Total
Homesites
Joint Venture Name
Type
Type
Formed
Location
Investment
Assets
Debt to Lennar
Agreements
Debt to Lennar
Recourse to Lennar
Debt
Equity
Capital Ratio
in JV
Platinum Triangle Partners, LLC
Strategic
Land
2004
Orange County, CA
95,587
$         
270,782
$   
74,889
$              
37,445
$              
37,444
$           
-
$                           
74,889
$     
188,689
$   
28%
3,477
Asante LH, LLC
Financial /
Developer
Land
2007
Phoenix, AZ
85,122
187,461
-
-
-
-
-
170,734
-
4,067
Heritage Fields El Toro, LLC
Financial
Land
2005
Orange County, CA
83,043
1,429,677
-
-
-
544,242
544,242
664,503
45%
4,895
Runkle
Canyon, LLC
HB
Land
2005
Los Angeles, CA
36,467
74,167
-
-
-
-
-
72,616
-
461
Bellevue Towers Investors, LLC
Financial
HB
2005
Seattle, WA
29,897
423,072
-
-
-
309,481
309,481
88,316
78%
536
Lennar Intergulf
(Central Park), LLC
Strategic
HB
2005
Orange County, CA
25,100
184,232
50,456
25,228
25,228
75,685
126,141
49,556
72%
240
MS Rialto Residential Holdings, LLC
Financial
Land
2007
National
21,322
552,740
-
-
-
203,841
203,841
316,937
39%
10,106
Lennar Intergulf
(Pacific), LLC
Strategic
HB
2004
San Diego, CA
20,659
94,707
15,000
-
15,000
34,678
49,678
40,372
55%
151
Ballpark Village, LLC
Land Owner
Land
2004
San Diego, CA
19,808
96,888
-
-
-
58,910
58,910
37,335
61%
1,455
USH/SVA Star Valley, LLC
HB
Land
2001
Tucson, AZ
18,642
45,318
4,052
-
4,052
4,051
8,103
37,213
18%
4,176
Total JVs
435,647
3,359,044
144,397
62,673
81,724
1,230,888
1,375,285
1,666,271
45%
29,564
LandSource
Communities Development LLC
Financial
Land
2003
National
-
1,737,132
-
-
-
1,351,165
1,351,165
(40,774)
103%
32,076
Others
341,165
2,470,298
320,638
59,740
260,898
832,910
1,153,548
1,003,073
53%
73,318
Total bank debt
776,812
$       
7,566,474
$
465,035
$            
122,413
$            
342,622
$         
3,414,963
$                 
3,879,998
$
2,628,570
$
60%
134,958
Land seller and CDD debt
8,920
-
8,920
89,501
98,421
Total debt
473,955
$            
122,413
$            
351,542
$         
3,504,464
$                 
3,978,419
$
10 Largest JVs
44%
31%
24%
36%
64%
LandSource
23%
-
-
40%
-2%
Other
33%
69%
76%
24%
38%
Total
100%
100%
100%
100%
100%


4
Detailed Joint Venture Information
New -
Types of Joint Venture Partners
As of February 28, 2009
(Dollars in Thousands)
We have a diverse group of joint venture partners:
JV with land owners / developers: provides access to homesites owned or controlled by
land owner/developer
JV with other homebuilders: joint bid on land parcels smarter way to purchase;
Examples include Centex, Pulte, KB Home and Toll Brothers
JV with financial partners: partner brings the majority of the capital while Lennar
manages the venture; Examples include Morgan Stanley, MSD Capital and Stockbridge
JV with strategic partners: partner brings specific expertise (e.g., commercial or infill
experience); Examples include LNR Property Corp. and Intergulf
Partner Type
Gross Recourse
Net Recourse
Total Debt
JV Debt
Total JV
Debt
Reimbursement
Debt
Without Recourse
Total JV
Total JV
to Total
Remaining Homes/
Assets
to Lennar
Agreements
to Lennar
to Lennar
Debt
Equity
Capital Ratio
Homesites
in JV
LandSource
1,737,132
$     
-
$                     
-
$                     
-
$                
1,351,165
$                 
1,351,165
$
(40,774)
$    
103%
32,076
Land Owners / Developers
870,945
103,066
-
103,066
228,085
331,151
392,400
46%
35,915
Other Builders
887,787
127,709
8,862
118,847
270,219
397,928
404,710
50%
15,644
Financial
3,442,969
87,568
50,878
36,690
1,429,259
1,516,827
1,551,317
49%
37,596
Strategic
627,641
146,692
62,673
84,019
136,235
282,927
320,917
47%
13,727
Total bank debt
7,566,474
$     
465,035
$            
122,413
$            
342,622
$       
3,414,963
$                 
3,879,998
$
2,628,570
$
60%
134,958
Land seller and CDD debt
8,920
-
8,920
89,501
98,421
Total debt
473,955
$            
122,413
$            
351,542
$       
3,504,464
$                 
3,978,419
$


5
Detailed JV Debt Disclosures


6
Detailed JV Debt Disclosures
New –
JV Composition by Type of Debt
As of February 28, 2009
(Dollars in Thousands)
Joint ventures with recourse debt have substantial assets and equity to support the
debt as of February 28, 2009 as follows:
Feb-09
Nov-08
Nov-07
Nov-06
JVs
with
recourse
debt
36
41
75
94
JVs
with
non-recourse
debt
23
27
36
44
JVs
without
debt
36
48
103
123
_________________________________________________________________     
JV total
There has been significant progress on reducing the number of joint ventures, with
extra focus on joint ventures with recourse debt
Total Assets
2,244,818
$  
Total Liabilities
1,244,814
$  
Total Equity
1,000,004
$  
95
116
214
261


7
$1,764
$1,034
$520
$474
Nov-07
Nov-08
Feb-09
Detailed JV Debt Disclosures
New -
Lennar Cash Payments for Recourse Reductions
Lennar cash payments to re-margin or
pay-down loans as part of the
recourse reductions
$156
$199
(Dollars in Millions)
$19
Nov-06


8
Detailed JV Debt Disclosures
Detailed JV Debt Disclosures
New -
New -
Future JV Debt Maturities
Future JV Debt Maturities
(Dollars in Thousands)
The
above
amounts
are
maturities
per
current
debt
agreements
and
are
not
estimations of Lennar’s cash payments that will be made to reduce debt balances
Debt maturities are typically three years, but are often restructured or refinanced at
the end of that three-year period
Recourse debt reductions occur from a variety of transactions: for example,
contributions from all partners (i.e., joint and several debt), asset sales and finance
restructurings
Principal maturities of JVs' debt are as follows:
Debt Without
Gross
Net
Debt Without
Recourse
Recourse Debt
Reimbursement
Recourse Debt
Recourse To Lennar
To Lennar
to Lennar
Agreements
to Lennar
Excluding LandSource
For LandSource
Totals
2009
214,553
$                     
8,862
$                  
205,691
$                     
528,157
$                          
1,107,165
$        
1,849,875
$   
2010
100,895
25,228
75,667
698,416
-
799,311
2011
63,018
50,878
12,140
813,832
-
876,850
Thereafter
86,569
37,445
49,124
23,393
244,000
353,962
465,035
122,413
342,622
2,063,798
1,351,165
3,879,998
Land seller and CDD debt
8,920
-
8,920
76,087
13,414
98,421
Total JV debt
473,955
$                     
122,413
$             
351,542
$                     
2,139,885
$                       
1,364,579
$        
3,978,419
$   


9
Detailed JV Debt Disclosures
Condensed Balance Sheets
(Dollars in Thousands)
February 28,
2009
2008
2007
2006
Assets:
Cash and cash equivalents
103,950
$      
135,081
$  
301,468
$    
276,501
$    
Inventories
7,053,539
7,115,360
7,941,835
8,955,567
Other assets
408,985
541,984
827,208
868,073
7,566,474
$   
7,792,425
$
9,070,511
10,100,141
$
Liabilities and equity:
Accounts payable and other liabilities
959,485
$      
1,042,002
$
1,214,374
1,387,745
$  
Debt
3,978,419
4,062,058
5,116,670
5,001,625
Equity of:
Lennar
776,812
766,752
934,271
1,447,178
Others
1,851,758
1,921,613
1,805,196
2,263,593
Total equity
2,628,570
2,688,365
2,739,467
3,710,771
7,566,474
$   
7,792,425
$
9,070,511
10,100,141
$
Lennar's equity in JVs
30%
29%
34%
39%
Partner's equity in JVs
70%
71%
66%
61%
Debt to total capital ratio
60%
60%
65%
57%
Debt to total capital ratio (excluding LandSource)
50%
50%
61%
59%
November 30,


10
Detailed JV Debt Disclosures
Detail of Total Debt Balances
(Dollars in Thousands)
February 28,
2009
2008
2007
2006
Lennar's net recourse exposure
351,542
$      
392,450
$  
794,934
$    
1,102,920
$  
Reimbursement agreements from partners
122,413
127,428
238,692
661,486
Lennar's maximum recourse exposure
473,955
$      
519,878
$  
1,033,626
1,764,406
$  
Partner several recourse
243,366
$      
285,519
$  
465,641
$    
930,177
$    
Non-recourse land seller debt or other debt
84,660
90,519
202,048
259,191
Non-recourse
bank
debt
with
completion
guarantees
-
excl.
LandSource
784,779
820,435
1,432,880
699,588
Non-recourse
bank
debt
with
completion
guarantees
-
LandSource
-
-
-
248,850
Non-recourse
bank
debt
without
completion
guarantees
-
excl.
LandSource
1,040,494
994,580
748,412
1,099,413
Non-recourse
bank
debt
without
completion
guarantees
-
LandSource
1,351,165
1,351,127
1,234,063
-
Non-recourse debt to Lennar
3,504,464
$   
3,542,180
$
4,083,044
3,237,219
$  
Total debt
3,978,419
$   
4,062,058
$
5,116,670
5,001,625
$  
Lennar's maximum recourse exposure as a % of total JV debt
12%
13%
20%
35%
November 30,


11
Detailed JV Debt Disclosures
Lennar’s Net Recourse Debt Exposure
(Dollars in Thousands)
February 28,
2009
2008
2007
2006
Sole recourse debt
-
$                
-
$            
-
$              
18,920
$      
Several
recourse
debt
-
repayment
74,840
78,547
123,022
163,508
Several
recourse
debt
-
maintenance
144,439
167,941
355,513
560,823
Joint
and
several
recourse
debt
-
repayment
151,047
138,169
263,364
64,473
Joint
and
several
recourse
debt
-
maintenance
94,709
123,051
291,727
956,682
Land seller and CDD debt recourse exposure
8,920
12,170
-
-
Lennar's maximum recourse exposure
473,955
519,878
1,033,626
1,764,406
Less joint and several reimbursement agreements
with Lennar's partners
(122,413)
(127,428)
(238,692)
(661,486)
Lennar's net recourse exposure
351,542
$      
392,450
$  
794,934
$    
1,102,920
$  
November 30,


12
Corporate Governance


13
Corporate Governance
Corporate Governance
New –
New –
Summary of our JV Corporate Governance
Summary of our JV Corporate Governance
Joint ventures have been a successful and consistent business strategy for Lennar since the mid-
1970s
Each joint venture is governed by an executive committee consisting of members from each of the
partners of that JV
We are the managing JV member in approximately 70% of our joint ventures
Each quarter we perform a comprehensive review of both our wholly-owned and joint venture
assets
Our internal audit department periodically tests our joint ventures to ensure that we are in
compliance with the operating agreements and other fiduciary responsibilities
In transactions with joint ventures in which we are a partner:
When
we
purchase
land
from
the
JV
we
defer
our
pro-rata
share
of
the
joint
venture’s
earnings until the home is delivered to a third party
We buy homesites
in arms-length transactions
Purchases are approved by joint venture partner(s)
When
we
sell
land
to
the
JV–
we
defer
a
portion
of
the
profit
equal
to
our
ownership
%
until
the land is sold to a third party
In both transactions above, any loss that is generated is recognized at the time of the
transaction and not deferred


14
Corporate Governance
Corporate Governance
New –
New –
Summary of our JV Corporate Governance
Summary of our JV Corporate Governance
Lennar
has
never
siphoned
cash
from
one
joint
venture
to
another
JV
Lennar has never pledged its interest in any joint venture for the benefit of
another JV
Lennar does not use its investment in one joint venture as collateral for debt
in another joint venture
Lennar
does
not
cross
collateralize
debt
between
different
joint
ventures
Funds are never commingled among joint ventures
Lennar currently has no specific performance agreements to purchase
homesites from its joint ventures


15
Corporate Governance
Corporate Governance
New -
New -
JV Interests Are Prohibited From Being Pledged
JV Interests Are Prohibited From Being Pledged
Example –
sample language in a loan agreement that prohibits the pledging
of our interest in one joint venture for the benefit of another:
“Borrower will not suffer to occur or exist, whether occurring voluntarily or
involuntarily, any change in, or Lien or Encumbrance with respect to, the
legal or beneficial ownership of any interest in Borrower, provided, that
Borrower may cause or permit transfers of membership interests in Borrower
to Persons solely owned and controlled by Lennar or Partner.”