for-20221109
0001406587FALSE00014065872022-11-092022-11-09

UNITED STATES 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): November 9, 2022
 ______________________________
Forestar Group Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3366226-1336998
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2221 E. Lamar Blvd., Suite 790, Arlington, Texas 76006
(Address of principal executive offices)
(817769-1860
(Registrant’s telephone number, including area code)
 ______________________________

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))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $1.00 per shareFORNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 2.02.    Results of Operations and Financial Condition.

On November 9, 2022, Forestar Group Inc. issued a press release announcing its results and related information for its fourth quarter and fiscal year ended September 30, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference in its entirety into this Item 2.02.

The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.
(d)Exhibits
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101).





SIGNATURE

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.
Forestar Group Inc.
Date:November 9, 2022By:
/S/ JAMES D. ALLEN
James D. Allen
Executive Vice President and
Chief Financial Officer


FORESTAR REPORTS FOURTH QUARTER AND FISCAL 2022 RESULTS

ARLINGTON, Texas (Business Wire) - November 9, 2022 — Forestar Group Inc. (“Forestar”) (NYSE: FOR), a leading national residential lot developer, today reported financial results for the fourth quarter and fiscal year ended September 30, 2022.

Fiscal 2022 Fourth Quarter Highlights
All comparisons are year-over-year

Net income attributable to Forestar increased 15% to $50.8 million or $1.02 per diluted share
Pre-tax income increased 13% to $66.4 million, while pre-tax profit margin increased 340 basis points to 17.4%
Generated $381.4 million of consolidated revenues on 3,914 lots sold

Fiscal 2022 Highlights
All comparisons are year-over-year

Net income attributable to Forestar increased 62% to $178.8 million or $3.59 per diluted share
Pre-tax income increased 61% to $235.8 million, while pre-tax profit margin increased 440 basis points to 15.5%
Excluding an $18.1 million loss on extinguishment of debt incurred in fiscal 2021, pre-tax income increased 43% and pre-tax profit margin improved 310 basis points
Generated $1.5 billion of consolidated revenues on 17,691 lots sold
Owned and controlled 90,100 lots at September 30, 2022
Return on equity of 16.2% for fiscal 2022, an improvement of 450 basis points
Book value per share increased 18% to $24.08

Daniel Bartok, CEO, said, “The Forestar team finished the year strong and delivered outstanding results for fiscal 2022. Our fourth quarter pre-tax income increased 13% to $66.4 million, and our pre-tax profit margin increased 340 basis points to 17.4%. We generated significant growth in revenues, pre-tax income and EPS with increased lot deliveries and improved pre-tax profit margins in fiscal 2022. Our operational and financial results exceeded expectations, and our strong performance is a testament to our differentiated business model and our team’s ability to react quickly and appropriately to market conditions.

“During most of fiscal 2022, housing market conditions remained strong. In July, we began to see a moderation in demand for finished lots that has continued through today. We are facing a challenging macroeconomic environment with rising interest rates, persistent inflation and softening housing fundamentals. We expect demand for residential lots will continue to moderate in the coming months as homebuilders align starts to a new sales pace. However, we are beginning fiscal 2023 from a position of strength. Forestar has over $620 million of liquidity and one of the best capital structures in the residential lot development industry, which provides us with tremendous flexibility. We continue to manage our development in phases in an effort to deliver finished lots at a pace that meets market demand, consistent with our focus on capital efficiency and returns. We will stay disciplined, flexible and opportunistic as we consolidate market share in fiscal 2023.”

Financial Results
Net income attributable to Forestar for the fourth quarter of fiscal 2022 increased 15% to $50.8 million, or $1.02 per diluted share, compared to $44.0 million, or $0.89 per diluted share, in the same quarter of fiscal 2021. Pre-tax income for the fourth quarter of fiscal 2022 increased 13% to $66.4 million from $58.8 million in the same quarter of fiscal 2021. Revenues for the quarter decreased 9% to $381.4 million from $418.7 million in the same quarter of fiscal 2021.

Net income attributable to Forestar for the fiscal year ended September 30, 2022 increased 62% to $178.8 million, or $3.59 per diluted share, compared to $110.2 million, or $2.25 per diluted share, in fiscal 2021. Pre-tax income for fiscal 2022 increased 61% to $235.8 million from $146.6 million in fiscal 2021. Fiscal 2022 results include a $3.8 million pre-tax real estate impairment charge to cost of sales. Fiscal 2021 results include an $18.1 million pre-tax loss on extinguishment of debt related to the early redemption of the Company’s 8.0% senior notes. Revenues for fiscal 2022 increased 15% to $1.5 billion from $1.3 billion in fiscal 2021.

The Company’s return on equity improved 450 basis points to 16.2% in fiscal 2022. Return on equity is calculated as net income attributable to Forestar for the year divided by average stockholders’ equity, where average stockholders’ equity is the sum of ending stockholders’ equity balances of the trailing five quarters divided by five.




Operational Results
Lots sold during the fourth quarter decreased 20% to 3,914 lots compared to 4,902 lots in the same quarter of fiscal 2021. However, lots sold in fiscal 2022 increased 11% to 17,691 lots compared to 15,915 lots in fiscal 2021.

The Company’s lot position at September 30, 2022 decreased 7% from September 30, 2021 to 90,100 lots, of which 61,800 were owned and 28,300 were controlled through land and lot purchase contracts. Lots owned at September 30, 2022 included 5,500 that were fully developed. Of the Company’s owned lot position at September 30, 2022, 19,200 lots, or 31%, were under contract to be purchased, representing approximately $1.5 billion of future revenue. Another 18,900 lots, or 31%, of the Company’s owned lots were subject to a right of first offer to D.R. Horton, Inc. (“D.R. Horton”) based on executed purchase and sale agreements at September 30, 2022.

During the fourth quarter of fiscal 2022, Forestar sold 842 lots to customers other than D.R. Horton, up from 529 lots in the prior year quarter. During fiscal 2022, Forestar sold 2,796 lots to customers other than D.R. Horton, up from 1,076 lots in fiscal 2021. Lots sold to other customers include 585 lots in the fourth quarter and 943 lots in fiscal 2022 that were sold to a lot banker who expects to sell those lots to D.R. Horton at a future date.

Capital Structure, Leverage and Liquidity
Forestar ended the fiscal year with $264.8 million of unrestricted cash and $356.7 million of available borrowing capacity on its senior unsecured revolving credit facility for total liquidity of $621.5 million. Debt at September 30, 2022 totaled $706.0 million, with no senior note maturities until fiscal 2026. The Company’s net debt to total capital ratio was 26.9%. Net debt to total capital consists of debt net of unrestricted cash divided by stockholders’ equity plus debt net of unrestricted cash.

Outlook
Donald J. Tomnitz, Chairman of the Board, said, “As we look back on another extraordinary year, I am extremely proud of our team’s ability to deliver record operating and financial results despite shortages of certain materials, municipality delays, inflation and the historic rise in mortgage interest rates. October marked the fifth anniversary of D.R. Horton’s investment in Forestar, and I could not be more proud to be a part of Forestar’s growth story. Revenues and lot deliveries have grown more than 10x in five years, we added over 250 people to our team and Forestar became one of D.R. Horton’s most important lot suppliers.

“While we are not providing annual guidance at this time due to uncertainty in the market, we believe Forestar will continue consolidating market share in the fragmented and under-capitalized U.S. residential lot development industry. Our strong balance sheet and ample liquidity provide us with significant financial and operational flexibility, and we plan to maintain our disciplined approach when investing capital to enhance the long-term value of Forestar.”

Conference Call and Webcast Details
The Company will host a conference call today (Wednesday, November 9) at 5:00 p.m. Eastern Time. The dial-in number is 888-506-0062, the entry code is 446616, and the call will also be webcast from the Company’s website at investor.forestar.com.

About Forestar Group Inc.
Forestar Group Inc. is a residential lot development company with operations in 53 markets and 21 states. Based in Arlington, Texas, the Company delivered more than 17,600 residential lots during the fiscal year ended September 30, 2022. Forestar is a majority-owned subsidiary of D.R. Horton, the largest homebuilder by volume in the United States since 2002.





Forward-Looking Statements
Portions of this document may constitute “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Although Forestar believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. All forward-looking statements are based upon information available to Forestar on the date this release was issued. Forestar does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements in this release include we expect demand for residential lots will continue to moderate in the coming months as homebuilders align starts to a new sales pace; we will stay disciplined, flexible and opportunistic as we consolidate market share; Forestar will continue consolidating market share in the fragmented and under-capitalized U.S. residential lot development industry, our strong balance sheet and ample liquidity provide us with significant financial and operational flexibility; and we plan to maintain our disciplined approach when investing capital to enhance the long-term value of Forestar.

Factors that may cause the actual results to be materially different from the future results expressed by the forward-looking statements include, but are not limited to: the effect of D.R. Horton’s controlling level of ownership on us and the holders of our securities; our ability to realize the potential benefits of the strategic relationship with D.R. Horton; the effect of our strategic relationship with D.R. Horton on our ability to maintain relationships with our customers; the impact of COVID-19 on the economy and our business; the cyclical nature of the homebuilding and lot development industries and changes in economic, real estate and other conditions; the impacts of weather conditions and natural disasters; health and safety incidents relating to our operations; supply shortages and other risks of acquiring land, construction materials and skilled labor; competitive conditions in our industry; our ability to achieve our strategic initiatives; continuing liabilities related to assets that have been sold; the impact of governmental policies, laws or regulations and actions or restrictions of regulatory agencies; the cost and availability of property suitable for residential lot development; general economic, market or business conditions where our real estate activities are concentrated; our dependence on relationships with national, regional and local homebuilders; our ability to obtain or the availability of surety bonds to secure our performance related to construction and development activities and the pricing of bonds; obtaining reimbursements and other payments from governmental districts and other agencies and timing of such payments; our ability to succeed in new markets; the conditions of the capital markets and our ability to raise capital to fund expected growth; our ability to manage and service our debt and comply with our debt covenants, restrictions and limitations; the volatility of the market price and trading volume of our common stock; our ability to hire and retain key personnel; the impact of significant inflation, higher interest rates or deflation; and the strength of our information technology systems and the risk of cybersecurity breaches and our ability to satisfy privacy and data protection laws and regulations. Additional information about issues that could lead to material changes in performance is contained in Forestar’s annual report on Form 10-K and its most recent quarterly report on Form 10-Q, both of which are filed with the Securities and Exchange Commission.

Contact
Katie Smith, 817-769-1860
Director of Finance & Investor Relations
[email protected]



FORESTAR GROUP INC.
Consolidated Balance Sheets
(Unaudited)
September 30,
20222021
 (In millions, except share data)
ASSETS
Cash and cash equivalents$264.8 $153.6 
Real estate2,022.4 1,905.2 
Investment in unconsolidated ventures0.5 0.9 
Property and equipment, net5.7 2.9 
Other assets49.6 39.1 
Total assets$2,343.0 $2,101.7 
LIABILITIES
Accounts payable$72.2 $47.4 
Accrued development costs122.3 104.5 
Earnest money on sales contracts136.2 148.3 
Deferred tax liability, net36.9 24.4 
Accrued expenses and other liabilities70.1 56.7 
Debt706.0 704.5 
Total liabilities1,143.7 1,085.8 
EQUITY
Common stock, par value $1.00 per share, 200,000,000 authorized shares,
49,761,480 and 49,580,389 shares issued and outstanding
at September 30, 2022 and 2021, respectively
49.8 49.6 
Additional paid-in capital640.6 636.2 
Retained earnings507.9 329.1 
Stockholders' equity1,198.3 1,014.9 
Noncontrolling interests1.0 1.0 
Total equity1,199.3 1,015.9 
Total liabilities and equity$2,343.0 $2,101.7 




FORESTAR GROUP INC.
Consolidated Statements of Operations
(Unaudited)
 Three Months Ended
September 30,
Year Ended
September 30,
 2022202120222021
 (In millions, except per share amounts)
Revenues$381.4 $418.7 $1,519.1 $1,325.8 
Cost of sales292.2 342.8 1,195.1 1,096.6 
Selling, general and administrative expense23.7 19.7 93.6 68.4 
Equity in earnings of unconsolidated ventures(0.1)— (1.2)(0.2)
Gain on sale of assets (2.5)(3.2)(2.5)
Interest and other income(0.8)(0.1)(1.0)(1.2)
Loss on extinguishment of debt —  18.1 
Income before income taxes66.4 58.8 235.8 146.6 
Income tax expense15.6 14.7 57.0 36.1 
Net income50.8 44.1 178.8 110.5 
Net income attributable to noncontrolling interests 0.1  0.3 
Net income attributable to Forestar Group Inc.
$50.8 $44.0 $178.8 $110.2 
Basic net income per common share attributable to Forestar Group Inc.$1.02 $0.89 $3.59 $2.25 
Weighted average number of common shares49.9 49.6 49.8 48.9 
Diluted net income per common share attributable to Forestar Group Inc.$1.02 $0.89 $3.59 $2.25 
Adjusted weighted average number of common shares49.9 49.7 49.8 49.0 



FORESTAR GROUP INC.
Revenues, Residential Lots Sold and Lot Position

REVENUES
Three Months Ended September 30,Year Ended September 30,
2022202120222021
(In millions)
Residential lot sales:
Development projects$341.4 $385.6 $1,420.2 $1,182.6 
Lot banking projects6.2 14.7 33.5 116.1 
Decrease (increase) in contract liabilities(0.3)(1.7)1.8 (5.6)
347.3 398.6 1,455.5 1,293.1 
Deferred development projects6.4 — 26.8 — 
353.7 398.6 1,482.3 1,293.1 
Tract sales and other27.7 20.1 36.8 32.7 
Total revenues$381.4 $418.7 $1,519.1 $1,325.8 
RESIDENTIAL LOTS SOLD
Three Months Ended September 30,Year Ended September 30,
2022202120222021
Development projects3,861 4,615 16,454 14,221 
Lot banking projects53 287 383 1,694 
3,914 4,902 16,837 15,915 
Deferred development projects — 854 — 
3,914 4,902 17,691 15,915 
Average sales price per lot (1)
$88,800 $81,600 $86,300 $81,600 
LOT POSITION
September 30,
20222021
Lots owned61,800 (2)64,400 (3)
Lots controlled under land and lot purchase contracts28,300 32,600 
Total lots owned and controlled90,100 97,000 
_____________
(1)Excludes lots sold from deferred development projects and any impact from change in contract liabilities.
(2)Lots owned at September 30, 2022 included approximately 17,800 under contract to sell to D.R. Horton and 18,900 subject to a right of first offer to purchase by D.R. Horton.
(3)Lots owned at September 30, 2021 included approximately 21,000 under contract to sell to D.R. Horton and 18,200 subject to a right of first offer to purchase by D.R. Horton.