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): February 14, 2024
Taylor Morrison Home Corporation
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-35873 | 83-2026677 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 4900 N. Scottsdale Road, Suite 2000 | ||
| --- | --- | |
| Scottsdale, Arizona | 85251 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (480) 840-8100
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:
| Title 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 February 14, 2024, Taylor Morrison Home Corporation (the “Company”) issued a press release setting forth its financial results for its fourth quarter and fiscal year ended December 31, 2023. 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 or otherwise subject to the liabilities of that section, nor shall they be deemed to be incorporated by reference into filings under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| (d) | Exhibits |
| --- | --- |
| Exhibit<br> <br>No. | |
| --- | --- |
| 99.1 | Press release issued February 14, 2024 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) |
SIGNATURES
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 | ||
|---|---|---|
| Date: February 14, 2024 | By: | /s/ Darrell C. Sherman |
| Darrell C. Sherman<br> <br>Executive Vice President, Chief Legal Officer and Secretary |
EX-99.1
Exhibit 99.1
CONTACT:
Mackenzie Aron, VP Investor Relations
(480) 734-2060
investor@taylormorrison.com
Taylor Morrison Reports Fourth Quarter and Full Year 2023 Results
SCOTTSDALE, Ariz., Feb. 14, 2024—Taylor Morrison Home Corporation (NYSE: TMHC), a leading national land developer and homebuilder, announced results for the fourth quarter and year ended December 31, 2023. Reported net income in the fourth quarter was $173 million, or $1.58 per diluted share while adjusted net income was $223 million, or $2.05 per diluted share. For the full year 2023, reported net income was $769 million, or $6.98 per diluted share, while adjusted net income was $830 million, or $7.54 per diluted share.
Fourth quarter 2023 highlights included the following:
| • | Net sales orders increased 30% to 2,361, driven by a monthly absorption pace of 2.4 per community<br> |
|---|---|
| • | Home closings revenue of $1.9 billion, driven by 3,190 home closings at an average price of $607,000<br> |
| --- | --- |
| • | Home closings gross margin of 24.1% |
| --- | --- |
| • | 72,362 homebuilding lots owned and controlled, representing 6.3 years of total supply, of which 3.0 years was<br>owned |
| --- | --- |
Full year 2023 highlights included the following:
| • | Net sales orders increased 14% to 10,830, driven by a monthly absorption pace of 2.8 per community<br> |
|---|---|
| • | Home closings revenue of $7.2 billion, driven by 11,495 home closings at an average price of $623,000<br> |
| --- | --- |
| • | Home closings gross margin of 23.9% and adjusted home closings gross margin of 24.0% |
| --- | --- |
| • | Repurchased 2.8 million common shares for $128 million |
| --- | --- |
| • | Homebuilding<br>debt-to-capitalization of 26.0% on a gross basis and 16.8% net of $799 million of unrestricted cash |
| --- | --- |
| • | Total liquidity of $1.8 billion |
| --- | --- |
“Our team’s strong fourth quarter execution wrapped up another tremendous year for Taylor Morrison. In total, we delivered 11,495 homes to generate $7.2 billion of homebuilding revenue at a healthy adjusted home closings gross margin of 24.0%, driving adjusted earnings of $7.54 per diluted share. Our earnings combined with $889 million of share repurchases over the last four years drove our book value per share to a new high of $49, which was up 15% from a year ago and 53% from two years ago,” said Sheryl Palmer, Taylor Morrison Chairman and CEO.
“While we faced significant headwinds from rising interest rates, economic uncertainty and global unrest, our business displayed the resiliency we have strategically positioned it for following years of intentional growth, transformative M&A integrations, and tireless commitment to streamlining and optimizing our operational abilities. We strongly believe that our diversification across buyer groups ranging from entry-level, move-up and resort lifestyle combined with our emphasis on high-quality community locations are critical differentiators that enhance our bottom-line potential, growth opportunities and risk mitigation throughout housing’s inevitable ebbs and flows as demonstrated with our results through a volatile fourth quarter.”
Palmer continued, “Our top priority as we move ahead is reaccelerating our growth now that we believe that we have firmly established the operational efficiency required for outsized market share gains. In 2024, we expect to deliver at least 12,000 home closings at a home closings gross margin of 23.0% to 23.5%, followed by approximately 10% closings growth in 2025 and thereafter. Our $1.8 billion land investment in 2023 was focused on supporting these growth aspirations, and with one of the strongest balance sheets in our company’s history, we are well positioned to continue investing with an accretive, disciplined approach in 2024 with an initial planned land spend in the range of $2.3 billion to $2.5 billion. In addition to driving growth in the years ahead, we also expect to repurchase approximately $300 million of common stock in 2024, further enhancing our shareholder returns.”
Business Highlights (All comparisons are of the current quarter to the prior-year period, unless indicated.)
Homebuilding
| • | Home closings revenue declined 19% to $1.9 billion, driven by a 16% decrease in home closings to 3,190 and a<br>3% decrease in average closing price to $607,000. |
|---|---|
| • | Home closings gross margin increased 60 basis points year over year to 24.1%. In the fourth quarter of 2022, home<br>closings gross margin included an inventory impairment of $25 million. Excluding this charge, the adjusted home closings gross margin in the fourth quarter of 2022 was 24.5%. There was no similar charge taken in the fourth quarter of 2023.<br> |
| --- | --- |
| • | Net sales orders increased 30% to 2,361, driven by a 29% increase in the monthly absorption pace to 2.4 per<br>community and a 1% increase in ending community count to 327. Average net sales order price increased 9% to $629,000. |
| --- | --- |
| • | SG&A as a percentage of home closings revenue increased 240 basis points to 9.7% from the record low of 7.3%<br>a year ago. The reduced leverage was primarily due to lower home closings revenue, higher performance-based compensation expense and external broker commissions. |
| --- | --- |
| • | Cancellations equaled 11.6% of gross orders, down from 24.4% a year ago. This was consistent with historic norms.<br> |
| --- | --- |
| • | Backlog at quarter end was 5,289 homes with a sales value of $3.6 billion. Backlog customer deposits<br>averaged approximately $62,000, or 9%, per home. |
| --- | --- |
Land Portfolio
| • | Homebuilding land acquisition and development spend totaled $537 million in the fourth quarter, up from<br>$373 million a year ago. Development-related spend accounted for 42% of the fourth quarter total versus 64% a year ago. |
|---|---|
| • | To provide greater clarity into our lot position and improve comparability to some of our peers, we adjusted our<br>methodology for calculating owned and controlled lots as of December 31, 2023. Specific to owned lots, we have excluded lots that have begun vertical construction. Those lots are defined separately as homes in inventory. With regard to<br>controlled lots, we have expanded our definition to include those lots under contract with an earnest money deposit that have not yet been formally approved by our investment committee to offer a more complete look at our lot pipeline. All presented<br>periods have been recast under the new methodology. |
| --- | --- |
| • | Homebuilding lot supply was 72,362 owned and controlled homesites, down from 74,787 a year ago and 74,794 lots<br>two years ago. |
| --- | --- |
| • | Controlled homebuilding lots as a share of total lot supply was 53%, up from 51% a year ago and 49% two years<br>ago. |
| --- | --- |
| • | Based on trailing twelve-month home closings, total homebuilding lots represented 6.3 years of total supply, of<br>which 3.0 years was owned. This compared to 5.9 years of total supply and 2.9 years of owned supply at year-end 2022 and 5.5 years of total supply and 2.8 years of owned supply at year-end 2021. |
| --- | --- |
Financial Services
| • | The mortgage capture rate increased to 86%, up from 78% a year ago. |
|---|---|
| • | Borrowers had an average credit score of 751 and<br>debt-to-income ratio of 40%. |
| --- | --- |
Balance Sheet
| • | At quarter end, total liquidity was approximately $1.8 billion, including $799 million of unrestricted<br>cash and $1.1 billion of total capacity on the Company’s revolving credit facilities, which were undrawn outside of normal letters of credit. |
|---|---|
| • | The gross homebuilding<br>debt-to-capital ratio was 26.0%, down from 32.0% a year ago. Including $799 million of unrestricted cash on hand, the net homebuilding debt-to-capital ratio was 16.8%, down from 24.0% a year ago. |
| --- | --- |
| • | The Company repurchased 2.8 million shares for $128 million in 2023, including approximately 500,000<br>shares for $24 million in the fourth quarter. At quarter end, the Company had $494 million remaining on its share repurchase authorization. |
| --- | --- |
Business Outlook
First Quarter 2024
| • | Home closings are expected to be approximately 2,700 |
|---|---|
| • | Average closing price is expected to be around $600,000 |
| --- | --- |
| • | Home closings gross margin is expected to be between 23.0% to 23.5% |
| --- | --- |
| • | Ending active community count is expected to be between 320 to 325 |
| --- | --- |
| • | Effective tax rate is expected to be approximately 25% |
| --- | --- |
| • | Diluted share count is expected to be approximately 108 million |
| --- | --- |
Full Year 2024
| • | Home closings are expected to be at least 12,000 |
|---|---|
| • | Average closing price is expected to be around $600,000 |
| --- | --- |
| • | Home closings gross margin is expected to be between 23.0% to 23.5% |
| --- | --- |
| • | Ending active community count is expected to be between 320 to 325 |
| --- | --- |
| • | SG&A as a percentage of home closings revenue is expected to be in the<br>high-9% range |
| --- | --- |
| • | Effective tax rate is expected to be approximately 25% |
| --- | --- |
| • | Diluted share count is expected to be approximately 109 million |
| --- | --- |
| • | Land and development spend is expected to be between $2.3 billion to $2.5 billion<br> |
| --- | --- |
Quarterly Financial Comparison
| (Dollars in thousands) | Q4 2023 | Q4 2022 | Q4 2023 vs. Q4 2022 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total Revenue | $ | 2,019,865 | $ | 2,492,126 | (19.0 | )% | |||
| Home Closings Revenue | $ | 1,937,632 | $ | 2,378,167 | (18.5 | )% | |||
| Home Closings Gross Margin | $ | 466,980 | $ | 558,457 | (16.4 | )% | |||
| 24.1 | % | 23.5 | % | 60 bps increase | |||||
| Adjusted Home Closings Gross Margin | $ | 466,980 | $ | 583,327 | (19.9 | )% | |||
| 24.1 | % | 24.5 | % | 40 bps decrease | |||||
| SG&A | $ | 188,212 | $ | 173,357 | 8.6 | % | |||
| % of Home Closings Revenue | 9.7 | % | 7.3 | % | 240 bps increase |
Annual Financial Comparison
| (Dollars in thousands) | 2023 | 2022 | 2023 vs. 2022 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total Revenue | $ | 7,417,831 | $ | 8,224,917 | (9.8 | )% | |||
| Home Closings Revenue | $ | 7,158,857 | $ | 7,889,371 | (9.3 | )% | |||
| Home Closings Gross Margin | $ | 1,707,456 | $ | 1,984,913 | (14.0 | )% | |||
| 23.9 | % | 25.2 | % | 130 bps decrease | |||||
| Adjusted Home Closings Gross Margin | $ | 1,719,247 | $ | 2,009,783 | (14.5 | )% | |||
| 24.0 | % | 25.5 | % | 150 bps decrease | |||||
| SG&A | $ | 698,707 | $ | 643,212 | 8.6 | % | |||
| % of Home Closings Revenue | 9.8 | % | 8.2 | % | 160 bps increase |
Earnings Conference Call Webcast
A public webcast to discuss the Company’s earnings will be held later today at 8:30 a.m. ET. A live audio webcast of the conference call will be available on Taylor Morrison’s website at www.taylormorrison.com on the Investor Relations portion of the site under the Events & Presentations tab. For call participants, the dial-in number is (833) 470-1428 and conference ID is 791610. The call will be recorded and available for replay on the Company’s website.
About Taylor Morrison
Headquartered in Scottsdale, Arizona, Taylor Morrison is one of the nation’s leading homebuilders and developers. We serve a wide array of consumers from coast to coast, including first-time, move-up and resort lifestyle homebuyers and renters under our family of brands—including Taylor Morrison, Esplanade, Darling Homes Collection by Taylor Morrison and Yardly. From 2016-2024, Taylor Morrison has been recognized as America’s Most Trusted^®^ Builder by Lifestory Research. Our strong commitment to sustainability, our communities, and our team is highlighted in our latest Environmental, Social, and Governance (ESG) Report on our website.
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 ““anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “may,” “will,” “can,” “could,” “might,” “should” and similar expressions identify forward-looking statements, including statements related to expected financial, operating and performance 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: inflation or deflation; changes in general and local economic 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; the seasonality of our business; the physical impacts of climate change and the increased focus by third-parties on sustainability issues; 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 lender 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; 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 instability in the banking system; risks associated with civil unrest, acts of terrorism, threats to national security, the conflicts in Eastern Europe and the Middle East and other geopolitical events; the scale and scope of current and future public health events, including pandemics and epidemics; any failure of lawmakers to agree on a budget or appropriation legislation to fund the federal government’s operations (also known as a government shutdown), and financial markets’ and businesses’ reactions to any such failure; 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 risks associated with maintaining effective internal controls over financial reporting; provisions in our charter and bylaws that may delay or prevent an acquisition by a third party; and our ability to effectively manage our expanded operations.
In addition, other such risks and uncertainties may be found in our most recent annual report on Form 10-K and our subsequent quarterly reports 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
Consolidated Statements of Operations
(In thousands, except per share amounts, unaudited)
| Three Months EndedDecember 31, | Twelve Months EndedDecember 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||||||
| Home closings revenue, net | $ | 1,937,632 | $ | 2,378,167 | $ | 7,158,857 | $ | 7,889,371 | ||||
| Land closings revenue | 29,532 | 14,419 | 60,971 | 81,070 | ||||||||
| Financial services revenue | 43,204 | 37,072 | 160,312 | 135,491 | ||||||||
| Amenity and other revenue | 9,497 | 62,468 | 37,691 | 118,985 | ||||||||
| Total revenue | 2,019,865 | 2,492,126 | 7,417,831 | 8,224,917 | ||||||||
| Cost of home closings | 1,470,652 | 1,819,710 | 5,451,401 | 5,904,458 | ||||||||
| Cost of land closings | 24,598 | 13,505 | 55,218 | 63,644 | ||||||||
| Financial services expenses | 23,372 | 17,868 | 93,990 | 83,960 | ||||||||
| Amenity and other expenses | 9,139 | 41,225 | 34,149 | 80,489 | ||||||||
| Total cost of revenue | 1,527,761 | 1,892,308 | 5,634,758 | 6,132,551 | ||||||||
| Gross margin | 492,104 | 599,818 | 1,783,073 | 2,092,366 | ||||||||
| Sales, commissions and other marketing costs | 113,543 | 118,124 | 418,134 | 398,074 | ||||||||
| General and administrative expenses | 74,669 | 55,232 | 280,573 | 245,138 | ||||||||
| Net (income)/loss from unconsolidated entities | (1,708 | ) | 11,198 | (8,757 | ) | 14,184 | ||||||
| Interest (income)/expense, net | (564 | ) | 3,851 | (12,577 | ) | 17,674 | ||||||
| Other expense, net | 80,884 | 43,218 | 87,567 | 38,497 | ||||||||
| Loss/(gain) on extinguishment of debt, net | 26 | (334 | ) | 295 | (13,876 | ) | ||||||
| Income before income taxes | 225,254 | 368,529 | 1,017,838 | 1,392,675 | ||||||||
| Income tax provision | 52,092 | 93,128 | 248,097 | 336,428 | ||||||||
| Net income before allocation to non-controllinginterests | 173,162 | 275,401 | 769,741 | 1,056,247 | ||||||||
| Net income attributable to non-controlling<br>interests | (577 | ) | (70 | ) | (812 | ) | (3,447 | ) | ||||
| Net income | $ | 172,585 | $ | 275,331 | $ | 768,929 | $ | 1,052,800 | ||||
| Earnings per common share | ||||||||||||
| Basic | $ | 1.61 | $ | 2.54 | $ | 7.09 | $ | 9.16 | ||||
| Diluted | $ | 1.58 | $ | 2.51 | $ | 6.98 | $ | 9.06 | ||||
| Weighted average number of shares of common stock: | ||||||||||||
| Basic | 107,227 | 108,277 | 108,424 | 114,982 | ||||||||
| Diluted | 108,969 | 109,643 | 110,145 | 116,221 |
Taylor Morrison Home Corporation
Condensed Consolidated Balance Sheets
(In thousands, unaudited)
| December 31,2023 | December 31,2022 | |||
|---|---|---|---|---|
| Assets | ||||
| Cash and cash equivalents | $ | 798,568 | $ | 724,488 |
| Restricted cash | 8,531 | 2,147 | ||
| Total cash | 807,099 | 726,635 | ||
| Owned inventory | 5,473,828 | 5,346,905 | ||
| Consolidated real estate not owned | 71,618 | 23,971 | ||
| Total real estate inventory | 5,545,446 | 5,370,876 | ||
| Land deposits | 203,217 | 263,356 | ||
| Mortgage loans held for sale | 193,344 | 346,364 | ||
| Lease right of use assets | 75,203 | 90,446 | ||
| Prepaid expenses and other assets, net | 290,925 | 265,392 | ||
| Other receivables, net | 184,518 | 191,504 | ||
| Investments in unconsolidated entities | 346,192 | 282,900 | ||
| Deferred tax assets, net | 67,825 | 67,656 | ||
| Property and equipment, net | 295,121 | 202,398 | ||
| Goodwill | 663,197 | 663,197 | ||
| Total assets | $ | 8,672,087 | $ | 8,470,724 |
| Liabilities | ||||
| Accounts payable | $ | 263,481 | $ | 269,761 |
| Accrued expenses and other liabilities | 549,074 | 490,253 | ||
| Lease liabilities | 84,999 | 100,174 | ||
| Customer deposits | 326,087 | 412,092 | ||
| Estimated development liabilities | 27,440 | 43,753 | ||
| Senior notes, net | 1,468,695 | 1,816,303 | ||
| Loans payable and other borrowings | 394,943 | 361,486 | ||
| Revolving credit facility borrowings | — | — | ||
| Mortgage warehouse borrowings | 153,464 | 306,072 | ||
| Liabilities attributable to consolidated real estate not owned | 71,618 | 23,971 | ||
| Total liabilities | $ | 3,339,801 | $ | 3,823,865 |
| Stockholders’ Equity | ||||
| Total stockholders’ equity | 5,332,286 | 4,646,859 | ||
| Total liabilities and stockholders’ equity | $ | 8,672,087 | $ | 8,470,724 |
Homes Closed and Home Closings Revenue, Net:
| Three Months Ended December 31, | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Homes Closed | Home Closings Revenue, Net | Average Selling Price | |||||||||||||||||||
| (Dollars in thousands) | 2023 | 2022 | Change | 2023 | 2022 | Change | 2023 | 2022 | Change | ||||||||||||
| East | 1,252 | 1,612 | (22.3 | )% | $ | 712,461 | $ | 916,509 | (22.3 | )% | $ | 569 | $ | 569 | 0.0 | % | |||||
| Central | 767 | 1,082 | (29.1 | )% | 436,080 | 667,040 | (34.6 | )% | 569 | 616 | (7.6 | )% | |||||||||
| West | 1,171 | 1,103 | 6.2 | % | 789,091 | 794,618 | (0.7 | )% | 674 | 720 | (6.4 | )% | |||||||||
| Total | 3,190 | 3,797 | (16.0 | )% | $ | 1,937,632 | $ | 2,378,167 | (18.5 | )% | $ | 607 | $ | 626 | (3.0 | )% | |||||
| Twelve Months Ended December 31, | |||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Homes Closed | Home Closings Revenue, Net | Average Selling Price | |||||||||||||||||||
| (Dollars in thousands) | 2023 | 2022 | Change | 2023 | 2022 | Change | 2023 | 2022 | Change | ||||||||||||
| East | 4,480 | 4,764 | (6.0 | )% | $ | 2,619,322 | $ | 2,673,951 | (2.0 | )% | $ | 585 | $ | 561 | 4.3 | % | |||||
| Central | 3,143 | 3,359 | (6.4 | )% | 1,935,500 | 2,014,869 | (3.9 | )% | 616 | 600 | 2.7 | % | |||||||||
| West | 3,872 | 4,524 | (14.4 | )% | 2,604,035 | 3,200,551 | (18.6 | )% | 673 | 707 | (4.8 | )% | |||||||||
| Total | 11,495 | 12,647 | (9.1 | )% | $ | 7,158,857 | $ | 7,889,371 | (9.3 | )% | $ | 623 | $ | 624 | (0.2 | )% |
Net Sales Orders:
| Three Months Ended December 31, | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net Sales Orders | Sales Value | Average Selling Price | |||||||||||||||||||
| (Dollars in thousands) | 2023 | 2022 | Change | 2023 | 2022 | Change | 2023 | 2022 | Change | ||||||||||||
| East | 902 | 939 | (3.9 | )% | $ | 579,540 | $ | 527,898 | 9.8 | % | $ | 643 | $ | 562 | 14.4 | % | |||||
| Central | 602 | 310 | 94.2 | % | 339,973 | 184,422 | 84.3 | % | 565 | 595 | (5.0 | )% | |||||||||
| West | 857 | 561 | 52.8 | % | 565,747 | 334,113 | 69.3 | % | 660 | 596 | 10.7 | % | |||||||||
| Total | 2,361 | 1,810 | 30.4 | % | $ | 1,485,260 | $ | 1,046,433 | 41.9 | % | $ | 629 | $ | 578 | 8.8 | % | |||||
| Twelve Months Ended December 31, | |||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net Sales Orders | Sales Value | Average Selling Price | |||||||||||||||||||
| (Dollars in thousands) | 2023 | 2022 | Change | 2023 | 2022 | Change | 2023 | 2022 | Change | ||||||||||||
| East | 3,968 | 4,128 | (3.9 | )% | $ | 2,366,528 | $ | 2,504,696 | (5.5 | )% | $ | 596 | $ | 607 | (1.8 | )% | |||||
| Central | 2,725 | 2,289 | 19.0 | % | 1,588,169 | 1,478,528 | 7.4 | % | 583 | 646 | (9.8 | )% | |||||||||
| West | 4,137 | 3,070 | 34.8 | % | 2,784,803 | 2,212,999 | 25.8 | % | 673 | 721 | (6.7 | )% | |||||||||
| Total | 10,830 | 9,487 | 14.2 | % | $ | 6,739,500 | $ | 6,196,223 | 8.8 | % | $ | 622 | $ | 653 | (4.7 | )% |
Sales Order Backlog:
| As of December 31, | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sold Homes in Backlog | Sales Value | Average Selling Price | |||||||||||||||||||
| (Dollars in thousands) | 2023 | 2022 | Change | 2023 | 2022 | Change | 2023 | 2022 | Change | ||||||||||||
| East | 2,071 | 2,583 | (19.8 | )% | $ | 1,480,268 | $ | 1,733,062 | (14.6 | )% | $ | 715 | $ | 671 | 6.6 | % | |||||
| Central | 1,299 | 1,717 | (24.3 | )% | 864,162 | 1,211,493 | (28.7 | )% | 665 | 706 | (5.8 | )% | |||||||||
| West | 1,919 | 1,654 | 16.0 | % | 1,300,200 | 1,119,432 | 16.1 | % | 678 | 677 | 0.1 | % | |||||||||
| Total | 5,289 | 5,954 | (11.2 | )% | $ | 3,644,630 | $ | 4,063,987 | (10.3 | )% | $ | 689 | $ | 683 | 0.9 | % |
Ending Active Selling Communities:
| As of | Change | ||||||
|---|---|---|---|---|---|---|---|
| December 31, 2023 | December 31, 2022 | ||||||
| East | 108 | 106 | 1.9 | % | |||
| Central | 93 | 104 | (10.6 | )% | |||
| West | 126 | 114 | 10.5 | % | |||
| Total | 327 | 324 | 0.9 | % |
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 provide our investors with supplemental information relating to: (i) adjusted net income and adjusted earnings per common share, (ii) adjusted income before income taxes and related margin, (iii) adjusted home closings gross margin; (iv) EBITDA and adjusted EBITDA and (v) net homebuilding debt to capitalization ratio.
Adjusted net income, adjusted earnings per common share and adjusted income before income taxes and related margin are non-GAAP financial measures that reflect the net income/(loss) available to the Company excluding, to the extent applicable in a given period, the impact of inventory impairment charges, impairment of investment in unconsolidated entities, pre-acquisition abandonment charges, gains/losses on land transfers to joint ventures, extinguishment of debt, net, and legal settlements that the Company deems not to be in the ordinary course of business and in the case of adjusted net income and adjusted earnings per common share, the tax impact due to such items. EBITDA and Adjusted EBITDA are non-GAAP financial measures that measure performance by adjusting net income before allocation to non-controlling interests to exclude, as applicable, interest expense/(income), net, amortization of capitalized interest, income taxes, depreciation and amortization (EBITDA), non-cash compensation expense, if any, inventory impairment charges, impairment of investment in unconsolidated entities, pre-acquisition abandonment charges, gains/losses on land transfers to joint ventures, extinguishment of debt, net and legal settlements that the Company deems not to be in the ordinary course of business. Net homebuilding debt to capitalization ratio is a non-GAAP financial measure we calculate by dividing (i) total debt, plus unamortized debt issuance cost/(premium), net, and less mortgage warehouse borrowings, net of unrestricted cash and cash equivalents (“net homebuilding debt”), 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 based on GAAP home closings gross margin (which is inclusive of capitalized interest), excluding inventory impairment charges.
Beginning with the fourth quarter of 2023, we are excluding the impact of legal settlements that the Company deems not to be in the ordinary course of business from our calculation of Adjusted Net Income and Adjusted EBITDA, as we believe such legal settlements are not characteristic of our underlying operating performance. The Company believes the exclusion of such amounts is useful to investors as it assists in the comparison of our operational performance across different periods. While all previously reported periods have been conformed to the new definition, we determined that no further adjustments to prior periods were necessary under the new definition.
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 net income, adjusted earnings per common share, adjusted income before income taxes and related margin, 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.
A reconciliation of (i) adjusted net income and adjusted earnings per common share, (ii) adjusted income before income taxes and related margin, (iii) adjusted home closings gross margin; (iv) EBITDA and adjusted EBITDA and (v) net homebuilding debt to capitalization ratio to the comparable GAAP measures is presented below.
Adjusted Net Income and Adjusted Earnings Per Common Share
| Three Months EndedDecember 31, | Twelve Months EndedDecember 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per sharedata) | 2023 | 2022 | 2023 | 2022 | ||||||||
| Net income | $ | 172,585 | $ | 275,331 | $ | 768,929 | $ | 1,052,800 | ||||
| Legal settlements^(1)^ | 64,665 | — | 64,665 | — | ||||||||
| Inventory impairments ^(2)^ | — | 24,870 | 11,791 | 24,870 | ||||||||
| Impairment of investment in unconsolidated<br>entities^(3)^ | — | 11,186 | — | 14,714 | ||||||||
| Pre-acquisition abandonment charges^(1)^ | 1,176 | 24,903 | 4,235 | 33,240 | ||||||||
| Gain on land transfers to joint<br>ventures^(1)^ | — | — | — | (14,508 | ) | |||||||
| Loss/(gain) on extinguishment of debt,<br>net^(4)^ | 26 | (334 | ) | 295 | (13,876 | ) | ||||||
| Tax impact due to above non-GAAP reconciling<br>items | (15,216 | ) | (14,726 | ) | (19,737 | ) | (10,654 | ) | ||||
| Adjusted net income | $ | 223,236 | $ | 321,230 | $ | 830,178 | $ | 1,086,586 | ||||
| Basic weighted average number of shares | 107,227 | 108,277 | 108,424 | 114,982 | ||||||||
| Adjusted earnings per common share - Basic | $ | 2.08 | $ | 2.97 | $ | 7.66 | $ | 9.45 | ||||
| Diluted weighted average number of shares | 108,969 | 109,643 | 110,145 | 116,221 | ||||||||
| Adjusted earnings per common share - Diluted | $ | 2.05 | $ | 2.93 | $ | 7.54 | $ | 9.35 |
Adjusted Income Before Income Taxes and Related Margin
| Three Months EndedDecember 31, | Twelve Months EndedDecember 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||
| Income before income taxes | $ | 225,254 | $ | 368,529 | $ | 1,017,838 | $ | 1,392,675 | ||||
| Legal settlements^(1)^ | 64,665 | — | 64,665 | — | ||||||||
| Inventory impairments^(2)^ | — | 24,870 | 11,791 | 24,870 | ||||||||
| Impairment of investment in unconsolidated<br>entities^(3)^ | — | 11,186 | — | 14,714 | ||||||||
| Pre-acquisition abandonment charges^(1)^ | 1,176 | 24,903 | 4,235 | 33,240 | ||||||||
| Gain on land transfers to joint<br>ventures^(1)^ | — | — | — | (14,508 | ) | |||||||
| Loss/(gain) on extinguishment of debt,<br>net^(4)^ | 26 | (334 | ) | 295 | (13,876 | ) | ||||||
| Adjusted income before income taxes | $ | 291,121 | $ | 429,154 | $ | 1,098,824 | $ | 1,437,115 | ||||
| Total revenue | $ | 2,019,865 | $ | 2,492,126 | $ | 7,417,831 | $ | 8,224,917 | ||||
| Income before income taxes margin | 11.2 | % | 14.8 | % | 13.7 | % | 16.9 | % | ||||
| Adjusted income before income taxes margin | 14.4 | % | 17.2 | % | 14.8 | % | 17.5 | % |
Adjusted Home Closings Gross Margin
| Three Months EndedDecember 31, | Twelve Months EndedDecember 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||
| Home closings revenue | $ | 1,937,632 | $ | 2,378,167 | $ | 7,158,857 | $ | 7,889,371 | ||||
| Cost of home closings | 1,470,652 | 1,819,710 | 5,451,401 | 5,904,458 | ||||||||
| Home closings gross margin | $ | 466,980 | $ | 558,457 | $ | 1,707,456 | $ | 1,984,913 | ||||
| Inventory impairment charges^(2)^ | — | 24,870 | 11,791 | 24,870 | ||||||||
| Adjusted home closings gross margin | $ | 466,980 | $ | 583,327 | $ | 1,719,247 | $ | 2,009,783 | ||||
| Home closings gross margin as a percentage of home closings revenue | 24.1 | % | 23.5 | % | 23.9 | % | 25.2 | % | ||||
| Adjusted home closings gross margin as a percentage of home closings revenue | 24.1 | % | 24.5 | % | 24.0 | % | 25.5 | % |
EBITDA and Adjusted EBITDA Reconciliation
| Three Months EndedDecember 31, | Twelve Months EndedDecember 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||
| Net income before allocation to non-controllinginterests | $ | 173,162 | $ | 275,401 | $ | 769,741 | $ | 1,056,247 | ||||
| Interest (income)/expense, net | (564 | ) | 3,851 | (12,577 | ) | 17,674 | ||||||
| Amortization of capitalized interest | 37,491 | 40,836 | 134,870 | 138,460 | ||||||||
| Income tax provision | 52,092 | 93,128 | 248,097 | 336,428 | ||||||||
| Depreciation and amortization | 2,918 | 2,710 | 8,976 | 7,565 | ||||||||
| EBITDA | $ | 265,099 | $ | 415,926 | $ | 1,149,107 | $ | 1,556,374 | ||||
| Legal settlements^(1)^ | 64,665 | — | 64,665 | — | ||||||||
| Non-cash compensation expense | 7,589 | 9,427 | 26,095 | 26,901 | ||||||||
| Inventory impairments^(2)^ | — | 24,870 | 11,791 | 24,870 | ||||||||
| Impairment of investment in unconsolidated<br>entities^(3)^ | — | 11,186 | — | 14,714 | ||||||||
| Pre-acquisition abandonment charges^(1)^ | 1,176 | 24,903 | 4,235 | 33,240 | ||||||||
| Gain on land transfers to joint<br>ventures^(1)^ | — | — | — | (14,508 | ) | |||||||
| Loss/(gain) on extinguishment of debt,<br>net^(4)^ | 26 | (334 | ) | 295 | (13,876 | ) | ||||||
| Adjusted EBITDA | $ | 338,555 | $ | 485,978 | $ | 1,256,188 | $ | 1,627,715 | ||||
| Total revenue | $ | 2,019,865 | $ | 2,492,126 | $ | 7,417,831 | $ | 8,224,917 | ||||
| Net income before allocation to non-controllinginterests as a percentage of total revenue | 8.6 | % | 11.1 | % | 10.4 | % | 12.8 | % | ||||
| EBITDA as a percentage of total revenue | 13.1 | % | 16.7 | % | 15.5 | % | 18.9 | % | ||||
| Adjusted EBITDA as a percentage of total revenue | 16.8 | % | 19.5 | % | 16.9 | % | 19.8 | % |
Debt to Capitalization Ratios Reconciliation
| (Dollars in thousands) | As ofDecember 31,2023 | As ofSeptember 30,2023 | As ofDecember 31,2022 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total debt | $ | 2,017,102 | $ | 1,992,077 | $ | 2,483,861 | |||
| Plus: unamortized debt issuance cost, net | 8,375 | 8,815 | 10,767 | ||||||
| Less: mortgage warehouse borrowings | (153,464 | ) | (191,645 | ) | (306,072 | ) | |||
| Total homebuilding debt | $ | 1,872,013 | $ | 1,809,247 | $ | 2,188,556 | |||
| Total equity | 5,332,286 | 5,175,110 | 4,646,859 | ||||||
| Total capitalization | $ | 7,204,299 | $ | 6,984,357 | $ | 6,835,415 | |||
| Total homebuilding debt to capitalization ratio | 26.0 | % | 25.9 | % | 32.0 | % | |||
| Total homebuilding debt | $ | 1,872,013 | $ | 1,809,247 | $ | 2,188,556 | |||
| Less: cash and cash equivalents | (798,568 | ) | (613,811 | ) | (724,488 | ) | |||
| Net homebuilding debt | $ | 1,073,445 | $ | 1,195,436 | $ | 1,464,068 | |||
| Total equity | 5,332,286 | 5,175,110 | 4,646,859 | ||||||
| Total capitalization | $ | 6,405,731 | $ | 6,370,546 | $ | 6,110,927 | |||
| Net homebuilding debt to capitalization ratio | 16.8 | % | 18.8 | % | 24.0 | % | |||
| 1) | Included in Other expense, net on the Consolidated Statement of Operations | ||||||||
| --- | --- | ||||||||
| 2) | Included in Cost of home closings on the Consolidated Statement of Operations | ||||||||
| --- | --- | ||||||||
| 3) | Included in Net (income)/loss from unconsolidated entities on the Consolidated Statement of Operations<br> | ||||||||
| --- | --- | ||||||||
| 4) | Included in Loss/(gain) on extinguishment of debt, net on the Consolidated Statement of Operations<br> | ||||||||
| --- | --- |