8-K
Taylor Morrison Home Corp (TMHC)
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): July 30, 2020
Taylor Morrison Home Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-35873 | 83-2026677 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
4900 N. Scottsdale Road, Suite 2000
Scottsdale, Arizona 85251
(Address of principal executive offices and zip code)
(480) 840-8100
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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:
| ☐ | 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:
| Name of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, $0.00001 par value | TMHC | New 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 30, 2020, Taylor Morrison Home Corporation (the “Company”) issued a press release setting forth its financial results for its second quarter ended June 30, 2020. A copy of the Company’s press release is attached as Exhibit 99.1 to this report. The Company does not intend for this Item 2.02 or Exhibit 99.1 to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or to be incorporated by reference into filings under the Securities Act of 1933, as amended (the “Securities Act”).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Press release issued July 30, 2020 by Taylor Morrison Home Corporation and furnished pursuant to Item 2.02, “Results of Operations and Financial Condition.” |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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.
| Taylor Morrison Home Corporation | |
|---|---|
| By: | /s/ Darrell C. Sherman |
| Name: | Darrell C. Sherman |
| Title: | Executive Vice President, Chief Legal Officer and Secretary |
Date: July 30, 2020
2
EX-99.1
Exhibit 99.1
News Release
| CONTACT: Investor Relations |
|---|
| Taylor Morrison Home Corporation |
| (480) 734-2060 |
| investor@taylormorrison.com |
Taylor Morrison Reports Second Quarter 2020 Results, Tracking to Year-over-year Net Sales Growth of 80 Percent forJuly
SCOTTSDALE, Ariz., July 30, 2020 –– Taylor Morrison Home Corporation (NYSE: TMHC) today reported adjusted diluted earnings per share of $0.80 and GAAP diluted earnings per share of $0.50.
Second Quarter 2020 Highlights:
| • | Net sales orders were 3,453, approximately a 23 percent increase over the prior year quarter<br> |
|---|---|
| • | Average monthly sales pace per community was 2.8, tying the highest level for the second quarter in years<br> |
| --- | --- |
| • | Home closings were 3,212, approximately a 24 percent increase over the prior year quarter<br> |
| --- | --- |
| • | Total revenue was $1.53 billion, more than a 20 percent increase compared to the prior year quarter<br> |
| --- | --- |
| • | SG&A as a percentage of home closings revenue was 9.9 percent, down 20 basis points from the prior year<br>quarter |
| --- | --- |
“I’m happy to share that the trends we reported a couple of weeks ago in connection with our recent bond offering have continued through July,” said Sheryl Palmer, Taylor Morrison chairman and CEO. “With two days left in the month we’re on track to deliver year-over-year growth in net sales of approximately 80 percent and a projected average monthly sales pace per community of nearly 4, about 60 percent growth year-over-year.”
The company finished the quarter with 3,453 net sales, representing year-over-year growth of approximately 23 percent, which was driven by May and June’s impressive year-over-year growth of nearly 17 percent and 94 percent, respectively. The overall strength in sales drove a quarterly average monthly sales pace per community of 2.8, which ties the highest level for a second quarter in years for the company. June was the standout month in the quarter with a sales pace of 4.3, which was the highest pace in the company’s history. “Pace is a critical metric providing an apples-to-apples lens for sales activity levels and it’s important to note the strong performance in this data point was driven by both the Taylor Morrison and William Lyon legacy businesses,” said Palmer.
“I continue to be encouraged by another significant driver of our strong sales performance and that’s our unmatched focus on the virtual experience with new innovative tools and digital capabilities,” added Palmer. “This forward-thinking strategy allowed us to move quickly when rapid change was required, as our website offers more than just a digital retail experience, serving as a true extension of our sales teams.”
Today, most of the Company’s buyers begin their buying experience virtually. “We believe more than half of our buyers take a hybrid approach where they complete nearly the entire buying process virtually but will visit us in-person to complete their purchase agreement or to do their final walk through. And the true ‘cherry on top’ is our complete end-to-end virtual buyer, who never steps foot in a sales center and completes 100 percent of the sales process virtually. For the second quarter we averaged 2.4, 100 percent virtual sales per day,” said Palmer.
As a result of feedback from our customers, effective August 1^st^ all Taylor Morrison homes sold for new construction will include a number of “Taylor Morrison Live Well” product enhancements. These products will be standard features in every home including an upgraded air filtration system, a new whole house water filtration system and a microbicidal interior paint with a chemical free formula which absorbs bacteria and prevents mold—all contributing to cleaner indoor air quality. “With our customers spending much of their time at home these days, we want to positively contribute to their quality of life by providing standard features that will help keep them healthy,” said Palmer. Taylor Morrison will also be introducing a suite of additional health and wellness features that can be added as an option during the design center process.
“Earlier this month, the Company completed a bond offering as a part of our previously stated desire to refinance the debt assumed in the William Lyon Homes acquisition,” said Dave Cone, Executive Vice President and Chief Financial Officer. “During this offering we raised $500 million in 10-year bonds at 5.125 percent, which was used to partially refinance the acquired 2023 and 2025 bonds. In addition, we used about $125 million of our cash on-hand to pay off a portion of the same sets of notes while also covering the standard fees and call premiums associated with the refinance. In total, this effort will save the company about $10 million in annualized interest while also furthering our focus on de-levering over time.”
The company was able to incorporate a significant pay down piece to this refinancing project because of its strong liquidity position. At the end of the second quarter, and before the debt refinancing, the company had over $900 million in total available liquidity. About $675 million of that was cash on-hand with the remaining difference comprised of capacity on our $800 million corporate revolver. “We did have $485 million in borrowings on the revolver at quarter end, but similar to the end of the first quarter, much of that has been held in cash on our balance sheet as we’ve taken a cautious approach to preserve liquidity during these uncertain times,” said Cone. “We anticipate paying off some or all of the revolver balance by year-end, subject to other considerations around balance sheet management
as previously discussed. Our net debt to capital ratio at the end of the second quarter was 46 percent, and we expect it to be in the low to mid 40 percent range at year-end. Our leverage continues to track well ahead of where we expected to be at this point in 2020 and we now believe we will reduce our leverage to the low 40 percent range by the end of 2021, as compared to our previous expectation of mid 40 percent.”
“We had about $51 million in transaction expenses and other items, including purchase price accounting of $32.1 million, that impacted our results for the second quarter,” said Cone. “When controlling for these, our adjusted net income for the quarter was approximately $104 million demonstrating the strength of our core operations.” GAAP net income was about $66 million.
For the quarter, home closings gross margin was 17.6 percent, adjusted for purchasing accounting and GAAP home closings gross margin was 15.4 percent for the quarter, inclusive of capitalized interest and purchase accounting, which is consistent with the second quarter expectations we shared on our first quarter call,” added Cone. “The strong orders success in the second quarter led to better than anticipated sales of finished spec inventory from William Lyon that sold and closed within the quarter. While this did put a bit of pressure on margins, we are excited to be working through this aged finished spec inventory more quickly than we planned and is a big reason in how we drove the number of finished specs per community from 1.7 in the first quarter to 1.3 in the second quarter. I am also pleased to report that even with our effort to reduce this aged inventory, our second quarter total incentive levels were sequentially lower than the first quarter as well as lower on a year-over-year basis.”
The Company ended the quarter with 6,805 units in backlog, a year-over-year increase of almost 35 percent, with a sales value of approximately $3.2 billion. As of June 30, 2020, Taylor Morrison owned or controlled approximately 67,000 homebuilding lots, representing 4.9 years of supply of which 3.5 years were owned, based on a trailing twelve months of closings including a full-year impact from William Lyon.
| Quarterly Financial Comparison | ||
|---|---|---|
| ( thousands) | ||
| Q2 2019 | Q2 2020 vs. Q2 2019 | |
| Total Revenue | $1,265,426 | 20.6% |
| Home Closings Revenue | $1,232,261 | 19.4% |
| Home Closings Gross Margin | $222,192 | 2.1% |
| 18.0% | 260 bps decrease | |
| Adjusted Home Closings Gross Margin | $222,192 | 16.5% |
| 18.0% | 40 bps decrease | |
| SG&A<br>% of Home Closings Revenue | $124,817<br>10.1% | 16.3%<br> <br>20 bps leverage |
All values are in US Dollars.
Third Quarter and Full Year 2020 Business Outlook
Third Quarter 2020:
| • | Average active community count is expected to be about 410 |
|---|---|
| • | Home closings are expected to be between 3,000 and 3,200 |
| --- | --- |
| • | GAAP home closings gross margin, inclusive of capitalized interest and purchase accounting, is expected to be in<br>the mid-to-high 16 percent range |
| --- | --- |
| • | A debt refinancing charge of $8 million |
| --- | --- |
| • | Effective tax rate is expected to be about 22 percent |
| --- | --- |
| • | Diluted share count is expected to be about 131 million |
| --- | --- |
Full Year 2020:
| • | Home closings are expected to be approximately 12,000 |
|---|---|
| • | GAAP home closings gross margin, inclusive of capitalized interest and purchase accounting, is expected to be in<br>the low-to-mid 16 percent range |
| --- | --- |
| • | SG&A as a percentage of home closings revenue is expected to be in the low 10 percent range<br> |
| --- | --- |
| • | Effective tax rate is expected to be about 25 percent |
| --- | --- |
| • | Land and development spend is expected to be approximately $1.4 billion to $1.5 billion<br> |
| --- | --- |
| • | Diluted share count is expected to be about 129 million |
| --- | --- |
Earnings Webcast
A public webcast to discuss the second quarter 2020 earnings will be held later today at 8:30 a.m. Eastern time. The participant dial-in is 1 (855) 470-8731 and the passcode is 8068359. More information can be found on the Company’s investor relations website at investors.taylormorrison.com. A webcast replay will also be available on the site later today and will be available for one year from the date of the original earnings call.
About Taylor Morrison
Taylor Morrison Home Corporation (NYSE: TMHC) is a leading national homebuilder and developer that has been recognized as the 2016-2020 America’s Most Trusted^®^ Home Builder by Lifestory Research. Based in Scottsdale, Arizona we operate under three well-established brands, Taylor Morrison, Darling Homes and William Lyon Signature. We serve a wide array of consumer groups from coast to coast, including first-time, move-up, luxury, and active adult buyers. In Texas, Darling Homes builds communities with a focus on individuality and custom detail while delivering on the Taylor Morrison standard of excellence. We also have an exclusive partnership with Christopher Todd Communities, a growing Phoenix-based developer of innovative, luxury rental communities to operate a “Build-to-Rent” homebuilding business.
For more information about Taylor Morrison, Darling Homes and William Lyon Signature, please visit www.taylormorrison.com or www.darlinghomes.com.
Forward-Looking Statements
This earnings summary includes “forward-looking statements.” These statements are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or implied by, these statements. You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “may,” “can,” “could,” “might,” “will” and similar expressions identify forward-looking statements, including statements related to expected operating and performing results, planned transactions, planned objectives of management, future developments or conditions in the industries in which we participate and other trends, developments and uncertainties that may affect our business in the future.
Such risks, uncertainties and other factors include, among other things: the scale and scope of the recent COVID-19 (coronavirus) outbreak and resulting pandemic; changes in general and local economic conditions (including as a result of recent extreme weather conditions); slowdowns or severe downturns in the housing market; homebuyers’ ability to obtain suitable financing; increases in interest rates, taxes or government fees; shortages in, disruptions of and cost of labor; higher cancellation rates of existing agreements of sale; competition in our industry; any increase in unemployment or underemployment; inflation or deflation; the seasonality of our business; our ability to obtain additional performance, payment and completion surety bonds and letters of credit; significant home warranty and construction defect claims; our reliance on subcontractors; failure to manage land acquisitions, inventory and development and construction processes; availability of land and lots at competitive prices; decreases in the market value of our land inventory; new or changing government regulations and legal challenges; our compliance with environmental laws and regulations regarding climate change; our ability to sell mortgages we originate and claims on loans sold to third parties; governmental regulation applicable to our financial services and title services business; the loss of any of our important commercial relationships; our ability to use deferred tax assets; raw materials and building supply shortages and price fluctuations; our concentration of significant operations in certain geographic areas; risks associated with our unconsolidated joint venture arrangements; information technology failures and data security breaches; costs to engage in and the success of future growth or expansion of our operations or acquisitions or disposals of businesses; costs associated with our defined benefit and defined contribution pension schemes; damages associated with any major health and safety incident; our ownership, leasing or occupation of land and the use of hazardous materials; material losses in excess of insurance limits; existing or future litigation, arbitration or other claims; negative publicity or poor relations with the residents of our communities; failure to recruit, retain and develop highly skilled, competent people; utility and resource shortages or rate fluctuations; constriction of the capital markets; risks related to our substantial debt and the agreements governing such debt, including restrictive covenants contained in such agreements; our ability to access the capital markets; the inherent uncertainty associated with financial or other projections; the risks associated with maintaining effective internal controls over financial reporting; and risks related to the integration of William Lyon Homes and the ability to recognize the anticipated benefits from the combination of Taylor Morrison and William Lyon Homes. In addition, other such risks and uncertainties may be found in our most recent annual report on Form 10-K and our quarterly report on Form 10-Q for the first quarter ended March 31, 2020 filed with the Securities and Exchange Commission (SEC) as such factors may be updated from time to time in our periodic filings with the SEC. We undertake no duty to update any forward-looking statement, whether as a result of new information, future events or changes in our expectations, except as required by applicable law.
Taylor Morrison Home Corporation
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts, unaudited)
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||
| Home closings revenue, net | $ | 1,470,994 | $ | 1,232,261 | $ | 2,735,634 | $ | 2,132,142 |
| Land closings revenue | 10,546 | 5,858 | 33,485 | 9,971 | ||||
| Financial services revenue | 40,297 | 22,819 | 68,336 | 38,863 | ||||
| Amenity and other revenue | 4,848 | 4,488 | 34,929 | 9,542 | ||||
| Total revenues | 1,526,685 | 1,265,426 | 2,872,384 | 2,190,518 | ||||
| Cost of home closings | 1,244,224 | 1,010,069 | 2,314,727 | 1,745,866 | ||||
| Cost of land closings | 10,287 | 3,792 | 37,419 | 6,484 | ||||
| Financial services expenses | 22,796 | 13,045 | 43,443 | 23,766 | ||||
| Amenity and other expense | 5,200 | 4,746 | 34,861 | 8,588 | ||||
| Total cost of revenues | 1,282,507 | 1,031,652 | 2,430,450 | 1,784,704 | ||||
| Gross margin | 244,178 | 233,774 | 441,934 | 405,814 | ||||
| Sales, commissions and other marketing costs | 94,038 | 82,615 | 180,365 | 150,044 | ||||
| General and administrative expenses | 51,112 | 42,202 | 101,638 | 78,656 | ||||
| Equity in income of unconsolidated entities | (3,495) | (3,561) | (5,921) | (5,880) | ||||
| Interest income, net | (337) | (958) | (897) | (1,291) | ||||
| Other (income)/expense, net | (696) | (489) | 5,595 | (1,881) | ||||
| Transaction expenses | 18,712 | 1,750 | 105,086 | 5,879 | ||||
| Loss on extinguishment of debt | — | 2,196 | — | 2,196 | ||||
| Income before income taxes | 84,844 | 110,019 | 56,068 | 178,091 | ||||
| Income tax provision | 17,622 | 28,131 | 18,403 | 44,922 | ||||
| Net income before allocation to non-controlling<br>interests | 67,222 | 81,888 | 37,665 | 133,169 | ||||
| Net income attributable to non-controlling<br>interests—joint ventures | (1,548) | (37) | (3,423) | (187) | ||||
| Net income available to Taylor Morrison Home Corporation | $ | 65,674 | $ | 81,851 | $ | 34,242 | $ | 132,982 |
| Earnings per common share | ||||||||
| Basic | $ | 0.51 | $ | 0.77 | $ | 0.27 | $ | 1.23 |
| Diluted | $ | 0.50 | $ | 0.76 | $ | 0.27 | $ | 1.21 |
| Weighted average number of shares of common stock: | ||||||||
| Basic | 129,629 | 106,238 | 125,768 | 108,363 | ||||
| Diluted | 130,364 | 107,232 | 126,726 | 109,479 |
Taylor Morrison Home Corporation
Condensed Consolidated Balance Sheets
(In thousands)
| June 30, 2020 | December 31, 2019 | |||
|---|---|---|---|---|
| Assets | ||||
| Cash and cash equivalents | $ | 674,685 | $ | 326,437 |
| Restricted cash | 2,218 | 2,135 | ||
| Total cash, cash equivalents, and restricted cash | 676,903 | 328,572 | ||
| Owned inventory | 5,595,951 | 3,967,359 | ||
| Consolidated real estate not owned | 175,710 | 19,185 | ||
| Total real estate inventory | 5,771,661 | 3,986,544 | ||
| Land deposits | 152,960 | 39,810 | ||
| Mortgage loans held for sale | 209,927 | 190,880 | ||
| Derivative assets | 7,212 | 2,099 | ||
| Lease right of use assets | 75,656 | 36,663 | ||
| Prepaid expenses and other assets, net | 205,954 | 85,515 | ||
| Other receivables, net | 97,588 | 70,447 | ||
| Investments in unconsolidated entities | 112,333 | 128,759 | ||
| Deferred tax assets, net | 277,106 | 140,466 | ||
| Property and equipment, net | 96,504 | 85,866 | ||
| Intangible assets, net | 1,090 | 637 | ||
| Goodwill | 637,440 | 149,428 | ||
| Total assets | $ | 8,322,334 | $ | 5,245,686 |
| Liabilities | **** | **** | **** | **** |
| Accounts payable | $ | 215,063 | $ | 164,580 |
| Accrued expenses and other liabilities | 408,665 | 325,368 | ||
| Lease liabilities | 84,201 | 42,317 | ||
| Income taxes payable | 9,320 | 3,719 | ||
| Customer deposits | 198,763 | 167,328 | ||
| Estimated development liability | 36,132 | 36,705 | ||
| Senior notes, net | 2,760,718 | 1,635,008 | ||
| Loans payable and other borrowings | 374,238 | 182,531 | ||
| Revolving credit facility borrowings | 485,000 | — | ||
| Mortgage warehouse borrowings | 149,784 | 123,233 | ||
| Liabilities attributable to consolidated real estate not owned | 175,710 | 19,185 | ||
| Total liabilities | $ | 4,897,594 | $ | 2,699,974 |
| Stockholders’ Equity | **** | **** | ||
| Total stockholders’ equity | 3,424,740 | 2,545,712 | ||
| Total liabilities and stockholders’ equity | $ | 8,322,334 | $ | 5,245,686 |
Homes Closed and Home Closings Revenue, Net
| Three Months Ended June 30, | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Homes Closed | Home Closings Revenue, Net | Average Selling Price | ||||||||||||||||
| (Dollars in thousands) | 2020 | 2019 | Change | 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||
| East | 1,097 | 1,180 | (7.0)% | $ | 467,154 | $ | 476,144 | (1.9)% | $ | 426 | $ | 404 | 5.4% | |||||
| Central | 1,059 | 746 | 42.0 | 473,549 | 361,893 | 30.9 | 447 | 485 | (7.8) | |||||||||
| West | 1,056 | 668 | 58.1 | 530,291 | 394,224 | 34.5 | 502 | 590 | (14.9) | |||||||||
| Total | 3,212 | 2,594 | 23.8% | $ | 1,470,994 | $ | 1,232,261 | 19.4% | $ | 458 | $ | 475 | (3.6)% | |||||
| Six Months Ended June 30, | ||||||||||||||||||
| Homes Closed | Home Closings Revenue, Net | Average Selling Price | ||||||||||||||||
| (Dollars in thousands) | 2020 | 2019 | Change | 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||
| East | 2,082 | 2,034 | 2.4% | $ | 862,870 | $ | 824,313 | 4.7% | $ | 414 | $ | 405 | 2.2% | |||||
| Central | 1,878 | 1,291 | 45.5 | 846,573 | 614,457 | 37.8 | 451 | 476 | (5.3) | |||||||||
| West | 2,013 | 1,207 | 66.8 | 1,026,191 | 693,372 | 48.0 | 510 | 574 | (11.1) | |||||||||
| Total | 5,973 | 4,532 | 31.8% | $ | 2,735,634 | $ | 2,132,142 | 28.3% | $ | 458 | $ | 470 | (2.6)% | |||||
| Net Sales Orders: | ||||||||||||||||||
| Three Months Ended June 30, | ||||||||||||||||||
| Net Sales Orders | Sales Value | Average Selling Price | ||||||||||||||||
| (Dollars in thousands) | 2020 | 2019 | Change | 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||
| East | 1,176 | 1,315 | (10.6)% | $ | 484,701 | $ | 533,931 | (9.2)% | $ | 412 | $ | 406 | 1.5% | |||||
| Central | 1,003 | 820 | 22.3 | 437,568 | 398,770 | 9.7 | 436 | 486 | (10.3) | |||||||||
| West | 1,274 | 675 | 88.7 | 643,156 | 360,295 | 78.5 | 505 | 534 | (5.4) | |||||||||
| Total | 3,453 | 2,810 | 22.9% | $ | 1,565,425 | $ | 1,292,996 | 21.1% | $ | 453 | $ | 460 | (1.5) % | |||||
| Six Months Ended June 30, | ||||||||||||||||||
| Net Sales Orders | Sales Value | Average Selling Price | ||||||||||||||||
| (Dollars in thousands) | 2020 | 2019 | Change | 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||
| East | 2,537 | 2,450 | 3.6% | $ | 1,046,245 | $ | 1,006,267 | 4.0% | $ | 412 | $ | 411 | 0.2% | |||||
| Central | 1,909 | 1,621 | 17.8 | 861,631 | 769,092 | 12.0 | 451 | 474 | (4.9) | |||||||||
| West | 2,473 | 1,354 | 82.6 | 1,275,399 | 730,179 | 74.7 | 516 | 539 | (4.3) | |||||||||
| Total | 6,919 | 5,425 | 27.5% | $ | 3,183,275 | $ | 2,505,538 | 27.0% | $ | 460 | $ | 462 | (0.4)% |
Sales Order Backlog:
| As of June 30, | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sold Homes in Backlog | Sales Value | Average Selling Price | ||||||||||||||||
| (Dollars in thousands) | 2020 | 2019 | Change | 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||||
| East | 2,271 | 2,054 | 10.6% | $ | 974,860 | $ | 906,518 | 7.5% | $ | 429 | $ | 441 | (2.7)% | |||||
| Central | 2,111 | 1,750 | 20.6 | 1,006,002 | 886,430 | 13.5 | 477 | 507 | (5.9) | |||||||||
| West | 2,423 | 1,247 | 94.3 | 1,245,301 | 660,017 | 88.7 | 514 | 529 | (2.8) | |||||||||
| Total | 6,805 | 5,051 | 34.7% | $ | 3,226,163 | $ | 2,452,965 | 31.5% | $ | 474 | $ | 486 | (2.5)% |
Average Active Selling Communities:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | Change | 2020 | 2019 | Change | |||||||
| East | 153 | 161 | (5.0)% | 148 | 167 | (11.4)% | ||||||
| Central | 132 | 137 | (3.6) | 133 | 140 | (5.0) | ||||||
| West | 126 | 59 | 113.6 | 112 | 59 | 89.8 | ||||||
| Total | **** | 411 | **** | 357 | **** | 15.1% | **** | 393 | **** | 366 | **** | 7.4% |
Reconciliation of Non-GAAP Financial Measures
In addition to the results reported in accordance with accounting principles generally accepted in the United States (“GAAP”), we have provided information in this Quarterly Report relating to: (i) adjusted income before income taxes, (ii) EBITDA and adjusted EBITDA, (iii) adjusted net income and adjusted earnings per share, (iv) net homebuilding debt to capitalization ratio, (v) adjusted home closings gross margin, and (vi) adjusted income before income taxes margin.
Adjusted income before income taxes is a non-GAAP financial measure that reflects our income before income taxes excluding the impact of purchase accounting adjustments related to the acquisition of William Lyon Homes (“WLH”), transaction expenses and loss on extinguishment of debt, as applicable. EBITDA and Adjusted EBITDA are non-GAAP financial measures that measure performance by adjusting net income before allocation to non-controlling interests to exclude interest income/(expense), net, amortization of capitalized interest, income taxes, depreciation and amortization (EBITDA), non-cash compensation expense, if any, purchase accounting adjustments, relating to the acquisition of WLH, transaction expenses and loss on extinguishment of debt, as applicable. Adjusted net income and adjusted earnings per share are non-GAAP financial measures that reflect the net income available to the Company excluding the impact of purchase accounting adjustments, relating to the acquisition of WLH, transaction expenses, loss on extinguishment of debt and the tax impact due to such adjustments. Net homebuilding debt to capitalization ratio is a non-GAAP financial measure we calculate by dividing (i) total debt, less unamortized debt issuance costs/premiums and mortgage warehouse borrowings, net of unrestricted cash and cash equivalents, by (ii) total capitalization (the sum of net homebuilding debt and total stockholders’ equity). Adjusted home closings gross margin is a non-GAAP financial measure calculated based on GAAP home closings gross margin (which is inclusive of capitalized interest), excluding purchase accounting adjustments relating to the acquisition of WLH.
Management uses these non-GAAP financial measures to evaluate our performance on a consolidated basis, as well as the performance of our regions, and to set targets for performance-based compensation. We also use the ratio of net homebuilding debt to total capitalization as an indicator of overall leverage and to evaluate our performance against other companies in the homebuilding industry. In the future, we may include additional adjustments in the above described non-GAAP financial measures to the extent we deem them appropriate and useful to management and investors.
We believe that adjusted income before income taxes and related margin, adjusted net income and adjusted earnings per share, as well as EBITDA and adjusted EBITDA, are useful for investors in order to allow them to evaluate our operations without the effects of various items we do not believe are characteristic of our ongoing operations or performance and also because such metrics assist both investors and management in analyzing and benchmarking the performance and value of our business. Adjusted EBITDA also provides an indicator of general economic performance that is not affected by fluctuations in interest rates or effective tax rates, levels of depreciation or amortization, or unusual items. Because we use the ratio of net homebuilding debt to total capitalization to evaluate our performance against other companies in the homebuilding industry, we believe this measure is also relevant and useful to investors for that reason. We believe that adjusted home closings gross margin is useful to investors because it allows investors to evaluate the performance of our homebuilding operations without the varying effects of items or transactions we do not believe are characteristic of our ongoing operations or performance.
These non-GAAP financial measures should be considered in addition to, rather than as a substitute for, the comparable U.S. GAAP financial measures of our operating performance or liquidity. Although other companies in the homebuilding industry may report similar information, their definitions may differ. We urge investors to understand the methods used by other companies to calculate similarly-titled non-GAAP financial measures before comparing their measures to ours.
Adjusted Net Income and Adjusted Earnings Per Share
| Three Months Ended<br>June 30, | ||||
|---|---|---|---|---|
| (Dollars in thousands, except per share data) | 2020 | 2019 | ||
| Net income available to TMHC | $ | 65,674 | $ | 81,851 |
| William Lyon Homes related purchase accounting adjustments | 32,138 | — | ||
| Transaction expenses | 18,712 | 1,750 | ||
| Loss on extinguishment of debt | $ | — | 2,196 | |
| Tax impact due to Transaction expenses and Loss on extinguishment of debt | (12,709) | (1,010) | ||
| Adjusted net income | $ | 103,815 | $ | 84,787 |
| Basic weighted average shares | 129,629 | 106,238 | ||
| Adjusted earnings per common share - Basic | $ | 0.80 | $ | 0.80 |
| Adjusted diluted weighted average shares | 130,364 | 107,232 | ||
| Adjusted earnings per common share - Diluted | $ | 0.80 | $ | 0.79 |
Adjusted Income Before Income Taxes and Related Margin
| Three Months EndedJune 30, | ||||
|---|---|---|---|---|
| (Dollars in thousands) | 2020 | 2019 | ||
| Income before income taxes | $ | 84,844 | $ | 110,019 |
| William Lyon Homes related purchase accounting adjustments | 32,138 | — | ||
| Transaction expenses | 18,712 | 1,750 | ||
| Loss on extinguishment of debt | $ | — | 2,196 | |
| Adjusted income before income taxes | $ | 135,694 | $ | 113,965 |
| Total revenues | $ | 1,526,685 | $ | 1,265,426 |
| Income before income taxes margin | **** | 5.6% | **** | 8.7% |
| Adjusted income before income taxes margin | **** | 8.9% | **** | 9.0% |
Adjusted Home Closings Gross Margin
| Three Months Ended June 30, | ||||
|---|---|---|---|---|
| (Dollars in thousands) | 2020 | 2019 | ||
| Home closings revenue | $ | 1,470,994 | $ | 1,232,261 |
| Cost of home closings | 1,244,224 | 1,010,069 | ||
| Home closings gross margin | $ | 226,770 | $ | 222,192 |
| William Lyon Homes homebuilding related purchase accounting adjustments | 32,138 | — | ||
| Adjusted home closings gross margin | $ | 258,908 | $ | 222,192 |
| Home closings gross margin as a percentage of home closings revenue | 15.4% | 18.0% | ||
| Adjusted home closings gross margin as a percentage of home closings revenue | 17.6% | 18.0% |
EBITDA and Adjusted EBITDA Reconciliation
| Three Months Ended June 30, | ||||
|---|---|---|---|---|
| (Dollars in thousands) | 2020 | 2019 | ||
| Net income before allocation to non-controllinginterests | $ | 67,222 | $ | 81,888 |
| Interest income/(expense), net | (337) | (958) | ||
| Amortization of capitalized interest | 28,667 | 24,076 | ||
| Income tax provision | 17,622 | 28,131 | ||
| Depreciation and amortization | 1,467 | 531 | ||
| EBITDA | $ | 114,641 | $ | 133,668 |
| Non-cash compensation expense | 4,986 | 3,826 | ||
| William Lyon Homes related purchase accounting adjustments | 32,138 | — | ||
| Transaction expenses | 18,712 | 1,750 | ||
| Loss on extinguishment of debt | $ | — | 2,196 | |
| Adjusted EBITDA | $ | 170,477 | $ | 141,440 |
| Total revenues | $ | 1,526,685 | $ | 1,265,426 |
| EBITDA as a percentage of total revenues | **** | 7.5% | **** | 10.6% |
| Adjusted EBITDA as a percentage of total revenues | **** | 11.2% | **** | 11.2% |
Net Homebuilding Debt to Capitalization Ratio Reconciliation
| (Dollars in thousands) | As of June 30, 2020 | |
|---|---|---|
| Total debt | $ | 3,769,740 |
| Less unamortized debt issuance costs/premiums | 23,832 | |
| Less mortgage warehouse borrowings | 149,784 | |
| Total homebuilding debt | $ | 3,596,124 |
| Less cash and cash equivalents | 674,685 | |
| Net homebuilding debt | $ | 2,921,439 |
| Total equity | 3,424,740 | |
| Total capitalization | $ | 6,346,179 |
| Net homebuilding debt to capitalization ratio | **** | 46.0% |