Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 10, 2015 |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WLH | ||
Entity Registrant Name | WILLIAM LYON HOMES | ||
Entity Central Index Key | 1095996 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Status | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $543.80 | ||
Common Class A [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 27,625,405 | ||
Common Class B [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 3,813,884 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
ASSETS | ||||
Cash and cash equivalents | $52,771 | $171,672 | ||
Restricted cash | 504 | 854 | ||
Receivables | 21,250 | 16,459 | ||
Escrow proceeds receivable | 2,915 | 4,380 | ||
Real estate inventories | ||||
Owned | 1,404,639 | 671,790 | ||
Not owned | 0 | 12,960 | ||
Deferred loan costs, net | 15,988 | 9,575 | ||
Goodwill | 60,887 | 14,209 | ||
Intangibles, net of accumulated amortization of $9,420 and $7,611 and as of December 31, 2014 and 2013, respectively | 7,657 | 2,766 | ||
Deferred income taxes, net valuation allowance of $1,626 and $3,959 at December 31, 2014 and 2013 respectively | 88,039 | 95,580 | ||
Other assets, net | 19,777 | 10,166 | ||
Total assets | 1,674,427 | 1,010,411 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 51,814 | 17,099 | ||
Accrued expenses | 85,366 | 60,203 | ||
Liabilities from inventories not owned | 0 | 12,960 | ||
Notes payable | 39,235 | 38,060 | ||
Long-term debt, gross | 940,101 | 469,355 | ||
Total liabilities | 1,077,281 | 559,617 | ||
Commitments and contingencies | ||||
William Lyon Homes stockholders’ equity | ||||
Preferred stock, par value $0.01 per share; 10,000,000 authorized and no shares issued and outstanding at December 31, 2014 and 2013, respectively | 0 | 0 | ||
Additional paid-in capital | 408,969 | 311,863 | ||
Retained earnings | 160,627 | 116,002 | ||
Total William Lyon Homes stockholders’ equity | 569,915 | 428,179 | ||
Noncontrolling interests | 27,231 | 22,615 | ||
Total equity | 597,146 | 450,794 | ||
Total liabilities and equity | 1,674,427 | 1,010,411 | ||
Common Class A [Member] | ||||
William Lyon Homes stockholders’ equity | ||||
Common stock | 281 | 276 | ||
Common Class B [Member] | ||||
William Lyon Homes stockholders’ equity | ||||
Common stock | 38 | 38 | ||
Senior Subordinated Secured Notes Due 2017 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 20,717 | 0 | ||
5 3/4% Senior Notes Due 2019 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 150,000 | 0 | ||
8 1/2% Senior Notes Due 2020 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 430,149 | 431,295 | ||
7% Senior Notes Due 2022 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 300,000 | 0 | ||
Successor [Member] | ||||
ASSETS | ||||
Cash and cash equivalents | 52,771 | 171,672 | ||
Restricted cash | 504 | 854 | ||
Receivables | 21,250 | 16,459 | ||
Escrow proceeds receivable | 2,915 | 4,380 | ||
Real estate inventories | ||||
Owned | 1,404,639 | 671,790 | ||
Not owned | 0 | [1] | 12,960 | [1] |
Deferred loan costs, net | 15,988 | 9,575 | ||
Goodwill | 60,887 | 14,209 | ||
Deferred income taxes, net valuation allowance of $1,626 and $3,959 at December 31, 2014 and 2013 respectively | 88,039 | 95,580 | ||
Other assets, net | 19,777 | 10,166 | ||
Total assets | 1,674,427 | 1,010,411 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 51,814 | 17,099 | ||
Accrued expenses | 85,366 | 60,203 | ||
Liabilities from inventories not owned | 12,960 | |||
Notes payable | 39,235 | 38,060 | ||
Total liabilities | 1,077,281 | 559,617 | ||
William Lyon Homes stockholders’ equity | ||||
Total William Lyon Homes stockholders’ equity | 569,915 | 428,179 | ||
Noncontrolling interests | 27,231 | 22,615 | ||
Total equity | 597,146 | 450,794 | ||
Total liabilities and equity | 1,674,427 | 1,010,411 | ||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 20,717 | |||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 150,000 | |||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 430,149 | 431,295 | ||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | $300,000 | |||
[1] | Represents the consolidation of a land banking arrangement which does not obligate the Company to purchase the lots, however, based on certain factors, the Company has determined it is economically compelled to purchase the lots in the land banking arrangement, which has been consolidated. Amounts are net of deposits. |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Intangibles, accumulated amortization | $9,420 | $7,611 |
Deferred income taxes, valuation allowance | $1,626 | $3,959 |
Preferred stock, par value (in USD per share) | $0.01 | $0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Class A [Member] | ||
Common stock, par value (in USD per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 28,073,438 | 27,487,257 |
Common stock, shares outstanding (in shares) | 27,622,283 | 27,216,813 |
Common Class B [Member] | ||
Common stock, par value (in USD per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 3,813,884 | 3,813,884 |
Common stock, shares outstanding (in shares) | 3,813,884 | 3,813,884 |
5 3/4% Senior Notes Due 2019 [Member] | ||
Debt instrument interest rate | 5.75% | 5.75% |
8 1/2% Senior Notes Due 2020 [Member] | ||
Debt instrument interest rate | 8.50% | 8.50% |
7% Senior Notes Due 2022 [Member] | ||
Debt instrument interest rate | 7.00% | 7.00% |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
Feb. 24, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating costs | ||||
Amortization of intangible assets | $0 | ($5,800,000) | ($1,800,000) | ($1,900,000) |
Successor [Member] | ||||
Operating revenue | ||||
Home sales | 244,610,000 | 857,025,000 | 521,310,000 | |
Lots, land and other sales | 104,325,000 | 1,926,000 | 18,692,000 | |
Construction services | 23,825,000 | 37,728,000 | 32,533,000 | |
Operating revenue | 372,760,000 | 896,679,000 | 572,535,000 | |
Operating costs | ||||
Cost of sales — homes | -203,203,000 | -677,531,000 | -405,496,000 | |
Cost of sales — lots, land and other | -94,786,000 | -1,529,000 | -14,692,000 | |
Construction services | -21,416,000 | -30,700,000 | -25,598,000 | |
Sales and marketing | -13,928,000 | -45,903,000 | -26,102,000 | |
General and administrative | -26,095,000 | -54,626,000 | -40,770,000 | |
Transaction expenses | 0 | -5,832,000 | 0 | |
Amortization of intangible assets | -5,757,000 | -1,814,000 | -1,854,000 | |
Other | -2,909,000 | -2,319,000 | -2,166,000 | |
Operating costs | -368,094,000 | -820,254,000 | -516,678,000 | |
Operating income (loss) | 4,666,000 | 76,425,000 | 55,857,000 | |
Loss on extinguishment of debt | -1,392,000 | 0 | 0 | |
Interest expense, net of amounts capitalized | -9,127,000 | 0 | -2,602,000 | |
Other income, net | 1,528,000 | 1,898,000 | 510,000 | |
Income (loss) before reorganization items and (provision) benefit from income taxes | -4,325,000 | 78,323,000 | 53,765,000 | |
Reorganization items, net | -2,525,000 | 0 | -464,000 | |
Income (loss) before (provision) benefit for income taxes | -6,850,000 | 78,323,000 | 53,301,000 | |
(Provision) benefit for income taxes | -11,000 | -23,797,000 | 82,302,000 | |
Net income (loss) | -6,861,000 | 54,526,000 | 135,603,000 | |
Less: Net income attributable to noncontrolling interests | -1,998,000 | -9,901,000 | -6,471,000 | |
Net income (loss) attributable to William Lyon Homes | -8,859,000 | 44,625,000 | 129,132,000 | |
Preferred stock dividends | -2,743,000 | 0 | -1,528,000 | |
Net income (loss) available to common stockholders | -11,602,000 | 44,625,000 | 127,604,000 | |
Income (loss) per common share: | ||||
Basic (in USD per share) | ($0.93) | $1.41 | $5.16 | |
Diluted (in USD per share) | ($0.93) | $1.34 | $4.95 | |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 12,489,435 | 31,753,110 | 24,736,841 | |
Diluted (in shares) | 12,489,435 | 33,236,343 | 25,796,197 | |
Predecessor [Member] | ||||
Operating revenue | ||||
Home sales | 16,687,000 | |||
Lots, land and other sales | 0 | |||
Construction services | 8,883,000 | |||
Operating revenue | 25,570,000 | |||
Operating costs | ||||
Cost of sales — homes | -14,598,000 | |||
Cost of sales — lots, land and other | 0 | |||
Construction services | -8,223,000 | |||
Sales and marketing | -1,944,000 | |||
General and administrative | -3,302,000 | |||
Transaction expenses | 0 | |||
Amortization of intangible assets | 0 | |||
Other | -187,000 | |||
Operating costs | -28,254,000 | |||
Operating income (loss) | -2,684,000 | |||
Loss on extinguishment of debt | 0 | |||
Interest expense, net of amounts capitalized | -2,507,000 | |||
Other income, net | 230,000 | |||
Income (loss) before reorganization items and (provision) benefit from income taxes | -4,961,000 | |||
Reorganization items, net | 233,458,000 | |||
Income (loss) before (provision) benefit for income taxes | 228,497,000 | |||
(Provision) benefit for income taxes | 0 | |||
Net income (loss) | 228,497,000 | |||
Less: Net income attributable to noncontrolling interests | -114,000 | |||
Net income (loss) attributable to William Lyon Homes | 228,383,000 | |||
Preferred stock dividends | 0 | |||
Net income (loss) available to common stockholders | $228,383,000 | |||
Income (loss) per common share: | ||||
Basic (in USD per share) | $228,383 | |||
Diluted (in USD per share) | $228,383 | |||
Weighted average common shares outstanding: | ||||
Basic (in shares) | 1,000 | |||
Diluted (in shares) | 1,000 |
Consolidated_Statements_Of_Equ
Consolidated Statements Of Equity (Deficit) (USD $) | Total | Predecessor [Member] | Predecessor Before Adjustments [Member] | Successor [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Retained Earnings (Accumulated Deficit) [Member] | Retained Earnings (Accumulated Deficit) [Member] | Non-Controlling Interest [Member] | Non-Controlling Interest [Member] | Non-Controlling Interest [Member] |
In Thousands, except Share data | Predecessor [Member] | Predecessor Before Adjustments [Member] | Successor [Member] | Predecessor [Member] | Predecessor Before Adjustments [Member] | Successor [Member] | Predecessor [Member] | Predecessor Before Adjustments [Member] | Successor [Member] | Predecessor [Member] | Predecessor Before Adjustments [Member] | Successor [Member] | |||||
Balance, beginning at Dec. 31, 2011 | ($169,870) | $0 | $48,867 | ($228,383) | $9,646 | ||||||||||||
Balance, beginning (in shares) at Dec. 31, 2011 | 1,000 | ||||||||||||||||
Cancellation of predecessor common stock (in shares) | -1,000 | ||||||||||||||||
Plan of reorganization and fresh start valuation adjustments | 185,129 | 186,717 | -1,588 | ||||||||||||||
Elimination of predecessor accumulated deficit | 0 | -48,867 | 48,867 | ||||||||||||||
Net (loss) income | 228,497 | -7,201 | 114 | ||||||||||||||
Cash contributions from members of consolidated entities | 1,825 | 1,825 | |||||||||||||||
Cash distributions to members of consolidated entities | -1,897 | -1,897 | |||||||||||||||
Issuance of common stock | 44,115 | 112 | 44,003 | ||||||||||||||
Issuance of common stock (in shares) | 11,196,000 | ||||||||||||||||
Preferred stock dividends | 0 | ||||||||||||||||
Balance, ending at Feb. 24, 2012 | -177,029 | 8,100 | 52,215 | 0 | 0 | 112 | 48,867 | 0 | 44,003 | -235,584 | 0 | 0 | 9,688 | 8,100 | 8,100 | ||
Balance, ending (in shares) at Feb. 24, 2012 | 1,000 | 0 | 11,196,000 | ||||||||||||||
Net (loss) income | -6,861 | -8,859 | 1,998 | ||||||||||||||
Cash contributions from members of consolidated entities | 15,313 | 15,313 | |||||||||||||||
Cash distributions to members of consolidated entities | -16,004 | -16,004 | |||||||||||||||
Issuance of common stock | 26,500 | 31 | 26,469 | ||||||||||||||
Issuance of common stock (in shares) | 3,059,000 | ||||||||||||||||
Issuance of restricted stock | 0 | 3 | -3 | ||||||||||||||
Issuance of restricted stock (in shares) | 303,000 | ||||||||||||||||
Stock based compensation | 3,699 | 3,699 | |||||||||||||||
Preferred stock dividends | -2,743 | -2,743 | |||||||||||||||
Balance, ending at Dec. 31, 2012 | 72,119 | 146 | 74,168 | -11,602 | 9,407 | ||||||||||||
Balance, ending (in shares) at Dec. 31, 2012 | 14,558,000 | ||||||||||||||||
Net (loss) income | 135,603 | 129,132 | 6,471 | ||||||||||||||
Cash contributions from members of consolidated entities | 37,184 | 37,184 | |||||||||||||||
Cash distributions to members of consolidated entities | -30,447 | -30,447 | |||||||||||||||
Conversion of redeemable preferred stock to Class A common stock | 70,386 | 93 | 70,293 | ||||||||||||||
Conversion of redeemable preferred stock to Class A common stock (in shares) | 9,334,000 | ||||||||||||||||
Issuance of common stock, net of offering costs | 163,684 | 72 | 163,612 | ||||||||||||||
Issuance of common stock, net of offering costs (in shares) | 7,178,000 | ||||||||||||||||
Issuance of restricted stock | 0 | 3 | -3 | ||||||||||||||
Issuance of restricted stock (in shares) | 366,000 | ||||||||||||||||
Stock based compensation | 3,793 | 3,793 | |||||||||||||||
Preferred stock dividends | -1,528 | -1,528 | |||||||||||||||
Balance, ending at Dec. 31, 2013 | 450,794 | 314 | 311,863 | 116,002 | 22,615 | ||||||||||||
Balance, ending (in shares) at Dec. 31, 2013 | 31,436,000 | ||||||||||||||||
Net (loss) income | 54,526 | 44,625 | 9,901 | ||||||||||||||
Cash contributions from members of consolidated entities | 22,041 | 22,041 | |||||||||||||||
Cash distributions to members of consolidated entities | -27,326 | -27,326 | |||||||||||||||
Issuance of common stock | 285 | 1 | 284 | ||||||||||||||
Issuance of common stock (in shares) | 158,000 | ||||||||||||||||
Issuance of common stock, net of offering costs | -105 | -105 | |||||||||||||||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans | -1,774 | -1,774 | |||||||||||||||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans (in shares) | -99,000 | ||||||||||||||||
Stock based compensation | 6,114 | 4 | 6,110 | ||||||||||||||
Stock based compensation (in shares) | 392,000 | ||||||||||||||||
Preferred stock dividends | 0 | ||||||||||||||||
Excess income tax benefit from stock based awards | 1,866 | 1,866 | |||||||||||||||
Issuance of TEUs net of offering costs | 90,725 | 90,700 | 90,725 | ||||||||||||||
Balance, ending at Dec. 31, 2014 | $597,146 | $319 | $408,969 | $160,627 | $27,231 | ||||||||||||
Balance, ending (in shares) at Dec. 31, 2014 | 31,887,000 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||||
Stock based compensation expense | $3,700 | $6,100 | $3,800 | |
Financing activities | ||||
Cash and cash equivalents — beginning of period | 171,672 | |||
Cash and cash equivalents — end of period | 52,771 | 171,672 | ||
Successor [Member] | ||||
Operating activities | ||||
Net income (loss) | -6,861 | 54,526 | 135,603 | |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||||
Depreciation and amortization | 6,631 | 2,874 | 3,795 | |
Stock based compensation expense | 3,699 | 6,114 | 3,793 | |
Equity in income of unconsolidated joint ventures | 0 | -555 | 0 | |
Loss on sale of fixed asset | 0 | 0 | 4 | |
Reorganization items: | ||||
Cancellation of debt | 0 | 0 | 0 | |
Plan implementation and fresh start adjustments | 0 | 0 | 0 | |
Write-off of deferred loan costs | 0 | 0 | 0 | |
Loss on extinguishment of debt | 1,392 | 0 | 0 | |
Net change in deferred income taxes | 7,812 | -95,580 | ||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Restricted cash | -1 | 350 | -1 | |
Receivables | -2,924 | -4,554 | -6,050 | |
Escrow proceeds receivable | 0 | 1,465 | 0 | |
Other assets | 605 | -5,588 | 1,069 | |
Accounts payable | 7,706 | 34,103 | -1,636 | |
Accrued expenses | 9,778 | 21,290 | 18,596 | |
Liabilities from real estate inventories not owned | -7,129 | -12,960 | -26,069 | |
Net cash (used in) provided by operating activities | 49,993 | -160,160 | -174,534 | |
Investing activities | ||||
Investment in and advances to unconsolidated joint ventures | 0 | -500 | 0 | |
Distributions from unconsolidated joint ventures | 0 | 353 | 0 | |
Cash paid for acquisitions, net | -33,201 | -492,418 | 0 | |
Purchases of property and equipment | -312 | -2,078 | -3,754 | |
Net cash (used in) provided by investing activities | -33,513 | -494,643 | -3,754 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 13,248 | 95,227 | 73,610 | |
Principal payments on notes payable | -73,676 | -96,465 | -65,037 | |
Proceeds from issuance of bridge loan | 0 | 120,000 | 0 | |
Payments on bridge loan | 0 | -120,000 | 0 | |
Proceeds from borrowings on revolver | 0 | 20,000 | 0 | |
Payments on revolver | 0 | -20,000 | 0 | |
Issuance of TEUs - Purchase Contracts | 0 | 94,284 | 0 | |
Offering costs related to TEUs | 0 | -3,830 | 0 | |
Issuance of TEUs - Amortizing notes | 0 | 20,717 | 0 | |
Principal payments on Senior Secured Term Loan | -235,000 | 0 | 0 | |
Principal payments on Senior Subordinated Secured Notes | -75,916 | 0 | 0 | |
Proceeds from reorganization | 0 | 0 | 0 | |
Proceeds from issuance of convertible preferred stock | 14,000 | 0 | 0 | |
Proceeds from stock options exercised | 0 | 285 | 0 | |
Proceeds from issuance of common stock | 16,000 | 0 | 179,438 | |
Offering costs related to issuance of common stock | 0 | -105 | -15,753 | |
Purchase of common stock | 0 | -1,774 | 0 | |
Excess income tax benefit from stock based awards | 0 | 1,866 | 0 | |
Proceeds from debtor in possession financing | 0 | 0 | 0 | |
Principal payment of debtor in possession financing | 0 | 0 | ||
Payment of deferred loan costs | -7,181 | -19,018 | -4,060 | |
Payment of preferred stock dividends | -1,721 | 0 | -2,550 | |
Noncontrolling interest contributions | 15,313 | 22,041 | 37,184 | |
Noncontrolling interest distributions | -16,004 | -27,326 | -30,447 | |
Net cash provided by (used in) financing activities | -25,937 | 535,902 | 278,885 | |
Net (decrease) increase in cash and cash equivalents | -9,457 | -118,901 | 100,597 | |
Cash and cash equivalents — beginning of period | 80,532 | 171,672 | 71,075 | |
Cash and cash equivalents — end of period | 71,075 | 52,771 | 171,672 | |
Supplemental disclosures: | ||||
Cash paid for taxes | 0 | 25,392 | 9,300 | |
Cash paid for professional fees relating to the reorganization | 3,228 | 0 | 464 | |
Supplemental disclosures of non-cash investing and financing activities: | ||||
Conversion of convertible preferred stock to common stock | 0 | 0 | 70,386 | |
Issuance of common stock related to land acquisition | 10,500 | 0 | 0 | |
Land contributed in lieu of cash for common stock | 0 | 0 | 0 | |
Accretion of payable in kind dividends on convertible preferred stock | 860 | 0 | 0 | |
Preferred stock dividends, accrued | 162 | 0 | 0 | |
Notes payable issued in conjunction with land acquisitions | 0 | 2,413 | 16,238 | |
Liabilities assumed as part of cash acquisition of Polygon Northwest Homes | 0 | 4,574 | 0 | |
Successor [Member] | Real Estate Inventories-Owned [Member] | ||||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Real estate inventories | 30,256 | -277,997 | -234,127 | |
Successor [Member] | Real Estate Inventories-Not Owned [Member] | ||||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Real estate inventories | 7,129 | 12,960 | 26,069 | |
Predecessor [Member] | ||||
Operating activities | ||||
Net income (loss) | 228,497 | |||
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||||
Depreciation and amortization | 586 | |||
Stock based compensation expense | 0 | |||
Equity in income of unconsolidated joint ventures | 0 | |||
Loss on sale of fixed asset | 0 | |||
Reorganization items: | ||||
Cancellation of debt | -298,831 | |||
Plan implementation and fresh start adjustments | 49,302 | |||
Write-off of deferred loan costs | 8,258 | |||
Loss on extinguishment of debt | 0 | |||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Restricted cash | 0 | |||
Receivables | 941 | |||
Escrow proceeds receivable | 0 | |||
Other assets | 206 | |||
Accounts payable | 4,618 | |||
Accrued expenses | -3,851 | |||
Liabilities from real estate inventories not owned | -1,250 | |||
Net cash (used in) provided by operating activities | -17,321 | |||
Investing activities | ||||
Investment in and advances to unconsolidated joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | 0 | |||
Purchases of property and equipment | 0 | |||
Net cash (used in) provided by investing activities | 0 | |||
Financing activities | ||||
Proceeds from borrowings on notes payable | 0 | |||
Principal payments on notes payable | -616 | |||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Amortizing notes | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from reorganization | 30,971 | |||
Proceeds from issuance of convertible preferred stock | 50,000 | |||
Proceeds from stock options exercised | 0 | |||
Proceeds from issuance of common stock | 0 | |||
Offering costs related to issuance of common stock | 0 | |||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Proceeds from debtor in possession financing | 5,000 | |||
Principal payment of debtor in possession financing | -5,000 | |||
Payment of deferred loan costs | -2,491 | |||
Payment of preferred stock dividends | 0 | |||
Noncontrolling interest contributions | 1,825 | |||
Noncontrolling interest distributions | -1,897 | |||
Net cash provided by (used in) financing activities | 77,792 | |||
Net (decrease) increase in cash and cash equivalents | 60,471 | |||
Cash and cash equivalents — beginning of period | 20,061 | |||
Cash and cash equivalents — end of period | 80,532 | |||
Supplemental disclosures: | ||||
Cash paid for taxes | 0 | |||
Cash paid for professional fees relating to the reorganization | 7,813 | |||
Supplemental disclosures of non-cash investing and financing activities: | ||||
Issuance of common stock related to land acquisition | 0 | |||
Land contributed in lieu of cash for common stock | 4,029 | |||
Accretion of payable in kind dividends on convertible preferred stock | 0 | |||
Preferred stock dividends, accrued | 0 | |||
Notes payable issued in conjunction with land acquisitions | 0 | |||
Liabilities assumed as part of cash acquisition of Polygon Northwest Homes | 0 | |||
Predecessor [Member] | Real Estate Inventories-Owned [Member] | ||||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Real estate inventories | -7,047 | |||
Predecessor [Member] | Real Estate Inventories-Not Owned [Member] | ||||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | ||||
Real estate inventories | 1,250 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 150,000 | 0 | |
5 3/4% Senior Notes Due 2019 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 300,000 | 0 | |
7% Senior Notes Due 2022 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 325,000 | 0 | 106,500 | |
8 1/2% Senior Notes Due 2020 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | $0 |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies | ||||||||||||||||
Operations | |||||||||||||||||
William Lyon Homes, a Delaware corporation (“Parent” and together with its subsidiaries, the “Company”), are primarily engaged in designing, constructing and selling single family detached and attached homes in California, Arizona, Nevada, Colorado (under the Village Homes brand), Washington and Oregon (together, under the Polygon Northwest Homes brand). | |||||||||||||||||
Initial Public Offering | |||||||||||||||||
On May 21, 2013, the Company completed its initial public offering of 10,005,000 shares of Class A Common Stock, which consisted of 7,177,500 shares sold by the Company and 2,827,500 shares sold by the selling stockholder. The 10,005,000 shares in the offering were sold at a price to the public of $25.00 per share. The Company raised total net proceeds of approximately $163.7 million in the offering, after deducting the underwriting discount and offering expenses. The Company did not receive any proceeds from the sale of shares by the selling stockholder. | |||||||||||||||||
In connection with the initial public offering, Parent completed a common stock recapitalization which included a 1-for-8.25 reverse stock split of its Class A Common Stock (the “Class A Reverse Split”), the conversion of all outstanding shares of Parent’s Class C Common Stock, Class D Common Stock and Convertible Preferred Stock into Class A Common Stock on a one-for-one basis and as automatically adjusted for the Class A Reverse Split, and a 1-for-8.25 reverse stock split of its Class B Common Stock. The effect of the reverse stock split was retroactively applied to the Consolidated Statements of Operations for the period from February 25, 2012 through December 31, 2012, and the Consolidated Statements of Equity (Deficit), presented herein. Upon completion of the initial public offering, Parent had 27,146,036 shares of Class A Common Stock outstanding, excluding shares issuable upon exercise of outstanding stock options and restricted shares that have been granted but were unvested, and 3,813,884 shares of Class B Common Stock outstanding, excluding shares underlying a warrant to purchase additional shares of Class B Common Stock. The warrant was amended to extend the term from 5 years to 10 years, and the warrant will now expire on February 24, 2022. The change to the warrant had no corresponding impact on the financial statements. | |||||||||||||||||
Emergence from Chapter 11 and Fresh Start Accounting | |||||||||||||||||
On December 19, 2011, Parent and certain of its direct and indirect wholly-owned subsidiaries filed voluntary petitions, under chapter 11 of Title 11 of the United States Code, as amended (the “Chapter 11 Petitions”), in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) to seek approval of the Prepackaged Joint Plan of Reorganization (the “Plan”) of the Company and certain of its subsidiaries. The Chapter 11 Petitions were jointly administered under the caption In re William Lyon Homes, et al., Case No. 11-14019 (the “Chapter 11 Cases”). The sole purpose of the Chapter 11 Cases was to restructure the Company’s debt obligations and strengthen its balance sheet. On February 10, 2012, the Bankruptcy Court confirmed the Plan. | |||||||||||||||||
As required by U.S. GAAP, effective as of February 24, 2012, we adopted fresh start accounting following the guidance of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 852 (“ASC 852”), “Reorganizations”. Fresh start accounting results in the Company becoming a new entity for financial reporting purposes. Accordingly, our consolidated financial statements for periods prior to February 25, 2012 are not comparable to consolidated financial statements presented on or after February 25, 2012. References to the “Successor” in the consolidated financial statements and the notes thereto refer to the Company after giving effect to the reorganization and application of ASC 852. References to the “Predecessor” refer to the Company prior to the reorganization and application of ASC 852. | |||||||||||||||||
Basis of Presentation | |||||||||||||||||
The preparation of the Company’s financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities as of December 31, 2014 and 2013 and revenues and expenses for the years ended December 31, 2014 and December 31, 2013, the period from January 1, 2012 through February 24, 2012, and the period from February 25, 2012 through December 31, 2012. Accordingly, actual results could differ from those estimates. The significant accounting policies using estimates include real estate inventories and cost of sales, impairment of real estate inventories, warranty reserves, loss contingencies, sales and profit recognition, accounting for variable interest entities, valuation of deferred tax assets, and the fair value of assets acquired and liabilities assumed in connection with acquisition accounting. The current economic environment increases the uncertainty inherent in these estimates and assumptions. | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and all majority-owned and controlled subsidiaries and joint ventures, and certain joint ventures and other entities which have been determined to be variable interest entities in which the Company is considered the primary beneficiary (see Note 4). The accounting policies of the joint ventures are substantially the same as those of the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Real Estate Inventories | |||||||||||||||||
Real estate inventories are carried at cost net of impairment losses, if any. Real estate inventories consist primarily of land deposits, land and land under development, homes completed and under construction, and model homes. All direct and indirect land costs, offsite and onsite improvements and applicable interest and other carrying charges are capitalized to real estate projects during periods when the project is under development. Land, offsite costs and all other common costs are allocated to land parcels benefited based upon relative fair values before construction. Onsite construction costs and related carrying charges (principally interest and property taxes) are allocated to the individual homes within a phase based upon the relative sales value of the homes. The Company relieves its accumulated real estate inventories through cost of sales for the estimated cost of homes sold. Selling expenses and other marketing costs are expensed in the period incurred. | |||||||||||||||||
The Company accounts for its real estate inventories under FASB ASC 360 Property, Plant, & Equipment (“ASC 360”). ASC 360 requires impairment losses to be recorded on real estate inventories when indicators of impairment are present and the undiscounted cash flows estimated to be generated by real estate inventories are less than the carrying amount of such assets. Indicators of impairment include a decrease in demand for housing due to softening market conditions, competitive pricing pressures, which reduce the average sales price of homes including an increase in sales incentives offered to buyers, slowing sales absorption rates, decreases in home values in the markets in which the Company operates, significant decreases in gross margins and a decrease in project cash flows for a particular project. | |||||||||||||||||
For land, construction in progress, completed inventory, including model homes, and inventories not owned, the Company estimates expected cash flows at the project level by maintaining current budgets using recent historical information and current market assumptions. The Company updates project budgets and cash flows of each real estate project on an as needed basis to determine whether the estimated remaining undiscounted future cash flows of the project are more or less than the carrying amount (net book value) of the asset. If the undiscounted cash flows are more than the net book value of the project, then there is no impairment. If the undiscounted cash flows are less than the net book value of the asset, then the asset is deemed to be impaired and is written-down to its fair value. | |||||||||||||||||
Fair value represents the amount at which an asset could be bought or sold in a current transaction between willing parties (i.e., other than a forced or liquidation sale). Management determines the estimated fair value of each project by determining the present value of estimated future cash flows at discount rates that are commensurate with the risk of each project and each domain, market or sub-market or may use recent appraisals if they more accurately reflect fair value. The estimation process involved in determining if assets have been impaired and in the determination of fair value is inherently uncertain because it requires estimates of future revenues and costs, as well as future events and conditions. Estimates of revenues and costs are supported by the Company’s budgeting process, and are based on recent sales in backlog, pricing required to get the desired pace of sales, pricing of competitive projects, incentives offered by competitors and current estimates of costs of development and construction or current appraisals. | |||||||||||||||||
The assumptions and judgments used by the Company in the estimation process to determine the future undiscounted cash flows of a project and its fair value are inherently uncertain and require a substantial degree of judgment. The realization of the Company’s real estate inventories is dependent upon future uncertain events and market conditions. Due to the subjective nature of the estimates and assumptions used in determining the future cash flows of a project, actual results could differ materially from current estimates. | |||||||||||||||||
Management assesses land deposits for impairment when estimated land values are deemed to be less than the agreed upon contract price. The Company considers changes in market conditions, the timing of land purchases, the ability to renegotiate with land sellers, the terms of the land option contracts in question, the availability and best use of capital, and other factors. The Company records abandoned land deposits and related pre-acquisition costs in cost of sales-lots, land and other in the consolidated statements of operations in the period that it is abandoned. | |||||||||||||||||
A provision for warranty costs relating to the Company’s limited warranty plans is included in cost of sales and accrued expenses at the time the sale of a home is recorded. The Company generally reserves approximately one to one and one quarter percent of the sales price of its homes, or a set amount per home closed depending on operating segment, against the possibility of future charges relating to its warranty programs and similar potential claims. Factors that affect the Company’s warranty liability include the number of homes under warranty, historical and anticipated rates of warranty claims, and cost per claim. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. Changes in the Company’s warranty liability for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 are as follows (in thousands): | |||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Warranty liability, beginning of period | $ | 14,935 | $ | 14,317 | $ | 14,000 | $ | 14,314 | |||||||||
Warranty provision during period | 9,601 | 5,641 | 2,877 | 272 | |||||||||||||
Warranty payments during period | (7,409 | ) | (5,676 | ) | (3,216 | ) | (845 | ) | |||||||||
Warranty charges related to construction services projects | 1,028 | 653 | 656 | 114 | |||||||||||||
Fresh start adjustment | — | — | — | 145 | |||||||||||||
Warranty liability, end of period | $ | 18,155 | $ | 14,935 | $ | 14,317 | $ | 14,000 | |||||||||
Interest incurred under the Company’s debt obligations, as more fully discussed in Note 9, is capitalized to qualifying real estate projects under development. Any additional interest charges related to real estate projects not under development are expensed in the period incurred. Interest activity for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 are as follows (in thousands): | |||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Interest incurred | $ | 65,560 | $ | 31,875 | $ | 30,526 | $ | 7,145 | |||||||||
Less: Interest capitalized | (65,560 | ) | (29,273 | ) | (21,399 | ) | (4,638 | ) | |||||||||
Interest expense, net of amounts capitalized | $ | — | $ | 2,602 | $ | 9,127 | $ | 2,507 | |||||||||
Cash paid for interest | $ | 46,779 | $ | 29,769 | $ | 26,560 | $ | 8,924 | |||||||||
Construction Services | |||||||||||||||||
The Company accounts for construction management agreements using the Percentage of Completion Method in accordance with FASB ASC Topic 605 Revenue Recognition (“ASC 605”). Under ASC 605, the Company records revenues and expenses as a contracted project progresses, and based on the percentage of costs incurred to date compared to the total estimated costs of the contract. | |||||||||||||||||
The Company entered into construction management agreements to build, sell and market homes in certain communities. For such services, the Company will receive fees (generally 3 to 5 percent of the sales price, as defined) and may, under certain circumstances, receive additional compensation if certain financial thresholds are achieved. For the years ended December 31, 2014 and 2013, the Company recorded additional compensation of $3.9 million and $4.2 million, respectively. The Company did not record any addional compensation during 2012. | |||||||||||||||||
Financial Instruments | |||||||||||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash investments, receivables, escrow proceeds receivable, our indebtedness, and deposits. The Company typically places its cash investments in investment grade short-term instruments. Deposits, included in other assets, are due from municipalities or utility companies and are generally collected from such entities through fees assessed to other developers. The Company is an issuer of, or subject to, financial instruments with off-balance sheet risk in the normal course of business which exposes it to credit risks. These financial instruments include letters of credit and obligations in connection with assessment district bonds. These off-balance sheet financial instruments are described in more detail in Note 16. | |||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
Short-term investments with a maturity of three months or less when purchased are considered cash equivalents. The Company’s cash and cash equivalents balance exceeds federally insurable limits as of December 31, 2014 and 2013. The Company monitors the cash balances in its operating accounts; however, these cash balances could be negatively impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. To date, the Company has experienced no loss or lack of access to cash in its operating accounts. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
Restricted cash consists of deposits made by the Company to a bank account as collateral for the use of letters of credit to guarantee the Company’s financial obligations under certain other contractual arrangements in the normal course of business. | |||||||||||||||||
Deferred Loan Costs | |||||||||||||||||
Deferred loan costs represent debt issuance costs and are amortized to interest expense using the straight line method which approximates the effective interest method. | |||||||||||||||||
Goodwill | |||||||||||||||||
In accordance with the provisions of ASC 350, Intangibles, Goodwill and Other, goodwill is tested for impairment on an annual basis, or more frequently if events or circumstances indicate that goodwill may be impaired. The impairment test is performed at the reporting unit level, and an impairment loss is recognized to the extent that the carrying amount of goodwill exceeds the fair value. The Company has determined that we have six reporting segments, as discussed in Note 7, and will perform an annual goodwill impairment analysis during the fourth quarter of each fiscal year. | |||||||||||||||||
Intangible Assets | |||||||||||||||||
Recorded intangible assets primarily relate to brand names of acquired entities, construction management contracts, homes in backlog, and joint venture management fee contracts recorded in conjunction with FASB ASC Topic 852, Reorganizations ("ASC 852"), or FASB ASC Topic 805, Business Combinations ("ASC 805"). All intangible assets with the exception of those relating to brand names were valued based on expected cash flows related to home closings, and the asset is amortized on a per unit basis, as homes under the contracts close. Our brand name intangible assets are deemed to have an indefinite useful life. | |||||||||||||||||
Income (loss) per common share | |||||||||||||||||
The Company computes income (loss) per common share in accordance with FASB ASC Topic 260, Earnings per Share, which requires income (loss) per common share for each class of stock to be calculated using the two-class method. The two-class method is an allocation of income (loss) between the holders of common stock and a company’s participating security holders. | |||||||||||||||||
Basic income (loss) per common share is computed by dividing income or loss available to common stockholders by the weighted average number of shares of common stock outstanding. For purposes of determining diluted income (loss) per common share, basic income (loss) per common share is further adjusted to include the effect of potential dilutive common shares outstanding. | |||||||||||||||||
Income Taxes | |||||||||||||||||
Income taxes are accounted for under the provisions of Financial Accounting Standards Board ASC 740, Income Taxes, using an asset and liability approach. Deferred income taxes reflect the net effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and operating loss and tax credit carryforwards measured by applying currently enacted tax laws. A valuation allowance is provided to reduce net deferred tax assets to an amount that is more likely than not to be realized. ASC 740 prescribes a recognition threshold and a measurement criterion for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be considered “more-likely-than-not” to be sustained upon examination by taxing authorities. In addition, the Company has elected to recognize interest and penalties related to uncertain tax positions in the income tax provision. | |||||||||||||||||
Comprehensive Income or Loss | |||||||||||||||||
The Company had no other transactions or activity, other than net income or loss, that would be considered as part of comprehensive income or loss. | |||||||||||||||||
Impact of Recent Accounting Pronouncements | |||||||||||||||||
In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which clarifies existing accounting literature relating to how and when revenue is recognized by an entity. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance. ASU 2014-09 requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. In doing so, an entity will need to exercise a greater degree of judgment and make more estimates than under the current guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. ASU 2014-09 also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts. ASU 2014-09 is effective for public companies for interim and annual reporting periods beginning after December 15, 2016, and is to be applied either retrospectively or using the cumulative effect transition method, with early adoption not permitted. The Company has not yet selected a transition method, and is currently evaluating the impact the adoption of ASU 2014-09 will have on its consolidated financial statements and related disclosures. | |||||||||||||||||
In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis, which improves targeted areas of the consolidation guidance and reduces the number of consolidation models. The amendments in the ASU are effective for annual and interim periods in fiscal years beginning after December 15, 2015, with early adoption permitted. The Company is currently evaluating the effect the guidance will have on our consolidated financial statements | |||||||||||||||||
Reclassifications | |||||||||||||||||
Certain balances on the financial statements and certain amounts presented in the notes have been reclassified in order to conform to current year presentation. |
Acquisition_of_Polygon_Northwe
Acquisition of Polygon Northwest Homes | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Combinations [Abstract] | |||||||||
Acquisition of Polygon Northwest Homes | Acquisition of Polygon Northwest Homes | ||||||||
On August 12, 2014 ("Acquisition date"), the Company completed its acquisition of the residential homebuilding business of PNW Home Builders, L.L.C. (“PNW Parent”) pursuant to the Purchase and Sale Agreement (the “Purchase Agreement”) dated June 22, 2014 among William Lyon Homes, Inc., a California corporation and wholly-owned subsidiary of Parent ("California Lyon"), PNW Parent, PNW Home Builders North, L.L.C., PNW Home Builders South, L.L.C. and Crescent Ventures, L.L.C. Prior to such completion, California Lyon assigned its interests in the Purchase Agreement to Polygon WLH LLC, a newly formed Delaware limited liability company and wholly-owned subsidiary of California Lyon (“Polygon WLH”). Pursuant to the Purchase Agreement, Polygon WLH acquired, for cash, all of the membership interests of the underlying limited liability companies and certain service companies and other assets that comprised the residential homebuilding operations of PNW Parent (such operations being referred herein as "Polygon Northwest Homes") and which conducts business as Polygon Northwest Company (“Polygon”), for an aggregate cash purchase price of $520.0 million, an additional approximately $28.0 million at closing pursuant to initial working capital adjustments, plus an additional $4.3 million of consideration in accordance with the terms of the Purchase Agreement (the “Acquisition”). The acquired entities now operate as two new segments of the Company under the Polygon name, one in Washington, with a core market of Seattle, and the other in Oregon, with a core market of Portland. | |||||||||
The Company financed the Acquisition with a combination of proceeds from its issuance of $300 million in aggregate principal amount of 7.00% senior notes due 2022, cash on hand including approximately $100 million of aggregate proceeds from several separate land banking arrangements with respect to land parcels located in California, Washington and Oregon, and including parcels acquired in the Acquisition, and $120 million of borrowings under a new one-year senior unsecured loan facility, which was repaid during the fourth quarter of 2014 with proceeds from the Company's Tangible Equity Unit offering (see Notes 9 and 14), as well as cash on hand. | |||||||||
As a result of the Acquisition, the entities comprising the business of Polygon Northwest Homes became wholly-owned direct or indirect subsidiaries of the Company, and its results are included in our condensed consolidated financial statements and related disclosures from the Acquisition date. For the period from August 12, 2014 through December 31, 2014, operating revenue and income before provision for income taxes from Polygon Northwest Homes operations, were $132.3 million and $12.0 million, respectively. | |||||||||
The Acquisition was accounted for as a business combination in accordance with ASC 805. Under ASC 805, the Company recorded the acquired assets and assumed liabilities of Polygon Northwest Homes at their estimated fair values, with the excess allocated to Goodwill, as shown below. Goodwill represents the value the Company expects to achieve through the operational synergies and the expansion of the Company into new markets. The Company estimates that the entire $46.7 million of goodwill resulting from the Acquisition will be tax deductible. Goodwill will be allocated to the Washington and Oregon operating segments (see Note 7). A reconciliation of the consideration transferred as of the acquisition date is as follows: | |||||||||
Purchase consideration | $ | 552,252 | |||||||
Net proceeds received from Polygon inventory involved in land banking transactions | (59,834 | ) | |||||||
$ | 492,418 | ||||||||
As of December 31, 2014 the Company had not completed its final allocation of the fair value of the net assets of Polygon Northwest Homes, as the Company is waiting for additional information to finalize valuation of real estate inventories, intangible assets, goodwill and tax related matters, which is expected to be completed during 2015. As such, the estimates used as of December 31, 2014 are subject to change. The following table summarizes the preliminary amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): | |||||||||
Assets Acquired | |||||||||
Real estate inventories | $ | 441,069 | |||||||
Goodwill | 46,678 | ||||||||
Intangible asset - brand name | 6,700 | ||||||||
Joint venture in mortgage business | 2,000 | ||||||||
Other | 545 | ||||||||
Total Assets | $ | 496,992 | |||||||
Liabilities Assumed | |||||||||
Accounts payable | $ | 603 | |||||||
Accrued expenses | 3,971 | ||||||||
Total liabilities | 4,574 | ||||||||
Net assets acquired | $ | 492,418 | |||||||
The Company determined the preliminary fair value of real estate inventories on a project level basis using a combination of discounted cash flow models, and market comparable land transactions, where available. These methods are significantly impacted by estimates relating to i) expected selling prices, ii) anticipated sales pace, iii) cost to complete estimates, iv) highest and best use of projects prior to acquisition, and v) comparable land values. These estimates were developed and used at the individual project level, and may vary significantly between projects. Homes in backlog as of the acquisition date were included as a component of the valuation of real estate inventories. | |||||||||
The acquisition date fair value of the intangible asset relating to brand name was estimated using a discounted cashflow method. This asset is deemed to have an indefinite life. Additionally, the Company acquired a non-controlling interest in a joint venture mortgage business. The fair value of this investment was estimated using the discounted cash flow method, which was significantly impacted by estimated cash flow streams and income of the joint venture, and has been ascribed an indefinite life. | |||||||||
The acquisition date fair value of other assets, accounts payable, and accrued expenses were determined to be at historical value due to the short-term nature of these liabilities. | |||||||||
The Company recorded $5.8 million in acquisition related costs for the year ended December 31, 2014, which is included in the Consolidated Statement of Operations in Transaction expenses. Such costs were expensed as incurred in accordance with ASC 805. | |||||||||
Supplemental Pro Forma Information | |||||||||
The following table presents unaudited pro forma amounts for the years ended December 31, 2014 and 2013 as if the Acquisition had been completed as of January 1, 2013 (amounts in thousands, except per share data): | |||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | ||||||||
Operating revenues | $ | 1,048.60 | $ | 864.4 | |||||
Net income available to common stockholders | $ | 53.4 | $ | 141.1 | |||||
Income per share - basic | $ | 1.68 | $ | 5.7 | |||||
Income per share - diluted | $ | 1.61 | $ | 5.47 | |||||
The unaudited pro forma operating results have been determined after adjusting the unaudited operating results of Polygon Northwest Homes to reflect the estimated purchase accounting and other acquisition adjustments including interest expense associated with the debt used to fund a portion of the acquisition. The unaudited pro forma results presented above do not reflect any cost savings, operating synergies or revenue enhancements that the combined company may achieve as a result of the Acquisition, the costs to combine the operations of the Company and Polygon Northwest Homes or the costs necessary to achieve any of the foregoing cost savings, operating synergies or revenue enhancements. As such, the unaudited pro forma amounts are for comparative purposes only and may not necessarily reflect the results of operations which would have resulted had the acquisition been completed at the beginning of the applicable period or indicative of the results that will be attained in the future. |
Reorganization_Items
Reorganization Items | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Reorganizations [Abstract] | ||||||||||||||||
Reorganization Items | Reorganization Items | |||||||||||||||
In accordance with authoritative accounting guidance issued by the FASB, separate disclosure is required for reorganization items, such as certain expenses, provisions for losses and other charges directly associated with or resulting from the reorganization and restructuring of the business, which have been realized or incurred during the Chapter 11 Cases. Reorganization items were comprised of the following (in thousands): | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
February 25 | January 1 | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Cancellation of debt | $ | — | $ | — | $ | — | $ | 298,831 | ||||||||
Plan implementation and fresh start valuation adjustments | — | — | — | (49,302 | ) | |||||||||||
Professional fees | — | (464 | ) | (2,525 | ) | (7,813 | ) | |||||||||
Write-off of old notes deferred loan costs | — | — | — | (8,258 | ) | |||||||||||
Total reorganization items, net | $ | — | $ | (464 | ) | $ | (2,525 | ) | $ | 233,458 | ||||||
Variable_Interest_Entities_and
Variable Interest Entities and Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2014 | |
Noncontrolling Interest [Abstract] | |
Variable Interest Entities and Noncontrolling Interests | Variable Interest Entities and Noncontrolling Interests |
The Company accounts for variable interest entities in accordance with ASC 810, Consolidation (“ASC 810”). Under ASC 810, a variable interest entity (“VIE”) is created when: (a) the equity investment at risk in the entity is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by other parties, including the equity holders; (b) the entity’s equity holders as a group either (i) lack the direct or indirect ability to make decisions about the entity, (ii) are not obligated to absorb expected losses of the entity or (iii) do not have the right to receive expected residual returns of the entity; or (c) the entity’s equity holders have voting rights that are not proportionate to their economic interests, and the activities of the entity involve or are conducted on behalf of the equity holder with disproportionately few voting rights. If an entity is deemed to be a VIE pursuant to ASC 810, the enterprise that has both (i) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (ii) the obligation to absorb the expected losses of the entity or right to receive benefits from the entity that could be potentially significant to the VIE is considered the primary beneficiary and must consolidate the VIE. In accordance with ASC 810, we perform ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE. | |
Joint Ventures | |
As of December 31, 2014 and 2013, the Company had six and three joint ventures, respectively, which were deemed to be VIEs under ASC 810 for which the Company is considered the primary beneficiary. The Company manages the joint ventures, by using its sales, development and operations teams and has significant control over these projects and therefore the power to direct the activities that most significantly impact the joint venture’s performance, in addition to being obligated to absorb expected losses or receive benefits from the joint venture, and therefore the Company is deemed to be the primary beneficiary of these VIEs. | |
These joint ventures are each engaged in homebuilding and land development activities. Certain of these joint ventures have not obtained construction financing from outside lenders, but are financing their activities through equity contributions from each of the joint venture partners. The Company has no rights, nor does the Company have any obligation with respect to the liabilities of the VIEs, and none of the Company’s assets serve as collateral for the creditors of these VIEs. The assets of the joint ventures are the sole collateral for the liabilities of the joint ventures and as such, the creditors and equity investors of these joint ventures have no recourse to assets of the Company held outside of these joint ventures. Creditors of these VIEs have no recourse against the general credit of the Company. The liabilities of each VIE are restricted to the assets of each VIE. Additionally, the creditors of the Company have no access to the assets of the VIEs. Income allocations and cash distributions to the Company are based on predetermined formulas between the Company and their joint venture partners as specified in the applicable partnership or operating agreements. The Company generally receives, after partners’ priority returns and return of partners’ capital, approximately 50% of the profits and cash flows from the joint ventures. | |
During the year ended December 31, 2014, the Company formed three joint ventures, and during the year ended December 31, 2013, the Company formed two joint ventures, for the purpose of land development and homebuilding activities. The Company, as the managing member, has the power to direct the activities of the VIEs since it manages the daily operations and has exposure to the risks and rewards of the VIEs, as based on the division of income and loss per the joint venture agreements. Therefore, the Company is the primary beneficiary of the joint ventures, and the VIEs were consolidated as of December 31, 2014 and December 31, 2013. | |
As of December 31, 2014, the assets of the consolidated VIEs totaled $88.1 million, of which $3.3 million was cash and $81.3 million was real estate inventories. The liabilities of the consolidated VIEs totaled $45.0 million, primarily comprised of notes payable, accounts payable and accrued liabilities. | |
As of December 31, 2013, the assets of the consolidated VIEs totaled $66.4 million, of which $4.7 million was cash and $56.8 million was real estate inventories. The liabilities of the consolidated VIEs totaled $27.1 million, primarily comprised of notes payable, accounts payable and accrued liabilities. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Information | Segment Information | |||||||||||||||
The Company operates one principal homebuilding business. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer and Chief Operating Officer have been identified as the chief operating decision makers. The Company’s chief operating decision makers direct the allocation of resources to operating segments based on the profitability and cash flows of each respective segment. | ||||||||||||||||
The Company’s homebuilding operations design, construct and sell a wide range of homes designed to meet the specific needs in each of its markets. As a result of the Acquisition of Polygon Northwest Homes and the establishment of a distinct operating division to serve the Inland Empire market in Southern California during the year ended December 31, 2014, the Company reorganized its business into six reporting segments during the year ended December 31, 2014, from the existing five segments at December 31, 2013. Southern California and Northern California were aggregated with the Inland Empire division, and the newly acquired Washington and Oregon segments were established. As such, in accordance with the aggregation criteria defined by FASB ASC Topic 280, Segment Reporting (“ASC 280”), the Company’s homebuilding operating segments have been grouped into six reportable segments: | ||||||||||||||||
California, consisting of operating divisions in i) Southern California, consisting of operations in Orange, Los Angeles, and San Diego counties; ii) Northern California, consisting of operations in Alameda, Contra Costa, San Joaquin, and Santa Clara counties; and iii) Inland Empire, consisting of operations in Riverside and San Bernardino counties. | ||||||||||||||||
Arizona, consisting of operations in the Phoenix, Arizona metropolitan area. | ||||||||||||||||
Nevada, consisting of operations in the Las Vegas, Nevada metropolitan area. | ||||||||||||||||
Colorado, consisting of operations in the Denver, Fort Collins and Granby, Colorado markets. | ||||||||||||||||
Washington, consisting of operations in the Seattle, Washington metropolitan area. | ||||||||||||||||
Oregon, consisting of operations in the Portland, Oregon metropolitan area. | ||||||||||||||||
Corporate develops and implements strategic initiatives and supports the Company’s operating segments by centralizing key administrative functions such as finance and treasury, information technology, risk management and litigation and human resources. All prior periods have been restated to reflect the Company's current segment reporting structure. | ||||||||||||||||
Segment financial information relating to the Company’s operations was as follows (in thousands): | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
25-Feb | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Operating revenue: | ||||||||||||||||
California (1) | $ | 536,908 | $ | 295,022 | $ | 271,303 | $ | 18,773 | ||||||||
Arizona | 59,195 | 129,089 | 58,714 | 4,316 | ||||||||||||
Nevada | 121,815 | 78,148 | 37,307 | 2,481 | ||||||||||||
Colorado | 46,460 | 70,276 | 5,436 | — | ||||||||||||
Washington | 65,886 | — | — | — | ||||||||||||
Oregon | 66,415 | — | — | — | ||||||||||||
Total operating revenue | $ | 896,679 | $ | 572,535 | $ | 372,760 | $ | 25,570 | ||||||||
(1) Operating revenue in the California segment includes construction services revenue. | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
25-Feb | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
California | $ | 84,379 | $ | 50,052 | $ | 19,524 | $ | (12,936 | ) | |||||||
Arizona | 6,112 | 17,861 | 2,073 | 9,928 | ||||||||||||
Nevada | 9,925 | 9,180 | (1,146 | ) | (1,738 | ) | ||||||||||
Colorado | (271 | ) | 736 | 130 | — | |||||||||||
Washington | 6,483 | — | — | — | ||||||||||||
Oregon | 5,498 | — | — | — | ||||||||||||
Corporate | (33,803 | ) | (24,528 | ) | (27,431 | ) | 233,243 | |||||||||
Income (loss) before (provision) benefit | $ | 78,323 | $ | 53,301 | $ | (6,850 | ) | $ | 228,497 | |||||||
from income taxes | ||||||||||||||||
Successor | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Total assets: | ||||||||||||||||
California | $ | 572,900 | $ | 419,668 | ||||||||||||
Arizona | 179,529 | 157,892 | ||||||||||||||
Nevada | 135,358 | 85,695 | ||||||||||||||
Colorado | 131,085 | 60,233 | ||||||||||||||
Washington | 281,456 | — | ||||||||||||||
Oregon | 200,761 | — | ||||||||||||||
Corporate (1) | 173,338 | 286,923 | ||||||||||||||
Total assets | $ | 1,674,427 | $ | 1,010,411 | ||||||||||||
-1 | Comprised primarily of cash and cash equivalents, receivables, deferred loan costs, deferred income taxes, and other assets. |
Real_Estate_Inventories
Real Estate Inventories | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Real Estate Inventories | Real Estate Inventories | |||||||
Real estate inventories consist of the following (in thousands): | ||||||||
Successor | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Real estate inventories owned: | ||||||||
Land deposits | $ | 65,873 | $ | 46,632 | ||||
Land and land under development | 1,057,860 | 458,437 | ||||||
Homes completed and under construction | 225,496 | 144,736 | ||||||
Model homes | 55,410 | 21,985 | ||||||
Total | $ | 1,404,639 | $ | 671,790 | ||||
Real estate inventories not owned: (1) | ||||||||
Other land options contracts — land banking arrangement | $ | — | $ | 12,960 | ||||
-1 | Represents the consolidation of a land banking arrangement which does not obligate the Company to purchase the lots, however, based on certain factors, the Company has determined it is economically compelled to purchase the lots in the land banking arrangement, which has been consolidated. Amounts are net of deposits. | |||||||
The Company accounts for its real estate inventories under ASC 360, which requires impairment losses to be recorded on real estate inventories when indicators of impairment are present and the undiscounted cash flows estimated to be generated by real estate inventories are less than the carrying amount of such assets. | ||||||||
As of February 24, 2012, the Company made fair value adjustments to inventory in accordance with fresh start accounting. During the year ended December 31, 2014, the year ended December 31, 2013, and the period from February 25, 2012 through December 31, 2012, the Company did not record any impairments. |
Goodwill
Goodwill | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Goodwill | Goodwill | |||||||
As of December 31, 2014 and 2013, the Company had Goodwill of $60.9 million and $14.2 million, respectively. $14.2 million at December 31, 2014 and 2013, respectively represents the excess of enterprise value upon emergence from bankruptcy over the fair value of net tangible and identifiable intangible assets as of February 24, 2012. During the year ended December 31, 2014, the Company recorded $46.7 million of Goodwill in relation to the acquisition of Polygon Northwest Homes (refer to Note 2 for further details relating to the acquisition of Polygon Northwest Homes). | ||||||||
Goodwill by operating segment as of December 31, 2014 and 2013 is as follows (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
California | $ | 6,801 | $ | 6,801 | ||||
Arizona | 5,951 | 5,951 | ||||||
Nevada | 1,457 | 1,457 | ||||||
Washington | 26,485 | — | ||||||
Oregon | 20,193 | — | ||||||
Total goodwill | $ | 60,887 | $ | 14,209 | ||||
Intangibles
Intangibles | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Intangibles | Intangibles | |||||||||||||||||||||||
The carrying value and accumulated amortization of intangible assets at December 31, 2014 and December 31, 2013, by major intangible asset category, is as follows (in thousands): | ||||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | |||||||||||||||||||||||
Carrying Value | Accumulated Amortization | Net | Carrying | Accumulated | Net | |||||||||||||||||||
Carrying | Value | Amortization | Carrying | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Construction management contracts | $ | 4,640 | $ | (3,683 | ) | $ | 957 | $ | 4,640 | $ | (2,274 | ) | $ | 2,366 | ||||||||||
Homes in backlog | 4,937 | (4,937 | ) | — | 4,937 | (4,937 | ) | — | ||||||||||||||||
Joint venture management fee contracts | 800 | (800 | ) | — | 800 | (400 | ) | 400 | ||||||||||||||||
Brand Name - Polygon Northwest Homes | $ | 6,700 | $ | — | $ | 6,700 | $ | — | $ | — | $ | — | ||||||||||||
Total intangibles | $ | 17,077 | $ | (9,420 | ) | $ | 7,657 | $ | 10,377 | $ | (7,611 | ) | $ | 2,766 | ||||||||||
During the year ended December 31, 2014, the Company recorded an indefinite lived intangible asset relating to the Polygon Northwest Homes brand name. See Note 2 for further information. The Company evaluates indefinite lived intangible assets at least annually, or more frequently if events or circumstances exist that may indicate that the asset is impaired or that its life is finite. | ||||||||||||||||||||||||
Amortization expense related to intangible assets for the year ended December 31, 2014, the year ended December 31, 2013, and the period from February 25, 2012 through December 31, 2012 was $1.8 million, $1.9 million and $5.8 million, respectively. There was no amortization expense related to intangible assets for the period from January 1, 2012 through February 24, 2012 or prior, since intangible assets of $9.5 million were recorded in conjunction with fresh start accounting and intangible assets of $6.7 million and $0.9 million were recorded in conjunction with the purchase of Polygon Northwest Homes on August 12, 2014 and Village Homes on December 7, 2012, respectively. | ||||||||||||||||||||||||
The Company estimates that its future amortization expense related to intangible assets will be $1.0 million, and that it will be recorded entirely during 2015. The weighted average remaining useful life of the Company's amortizing intangible assets as of December 31, 2014 is 6 months. |
Senior_Notes_Secured_and_Subor
Senior Notes, Secured, and Subordinated Indebtedness | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||||||||||
Senior Notes, Secured, and Subordinated Indebtedness | Senior Notes, Secured, and Subordinated Indebtedness | |||||||||||||||||||||||
The Company's senior notes, secured, and subordinated indebtedness consists of the following (in thousands): | ||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
Notes payable | ||||||||||||||||||||||||
Construction notes payable | $ | 38,688 | $ | 24,198 | ||||||||||||||||||||
Seller financing | 547 | 13,862 | ||||||||||||||||||||||
Total notes payable | $ | 39,235 | $ | 38,060 | ||||||||||||||||||||
Senior unsecured facility | — | — | ||||||||||||||||||||||
Subordinated amortizing notes | 20,717 | — | ||||||||||||||||||||||
Senior notes | ||||||||||||||||||||||||
5 3/4% Senior Notes due April 15, 2019 | 150,000 | — | ||||||||||||||||||||||
8 1/2% Senior notes due November 15, 2020 | 430,149 | 431,295 | ||||||||||||||||||||||
7% Senior Notes due August 15, 2022 | 300,000 | — | ||||||||||||||||||||||
Total Debt | $ | 940,101 | $ | 469,355 | ||||||||||||||||||||
The maturities of the Company's Notes payable, Senior unsecured credit facility, Subordinated amortizing notes, 5 3/4% Senior Notes, 8 1/2% Senior Notes, and 7% Senior Notes are as follows as of December 31, 2014 (in thousands): | ||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2015 | $ | 547 | ||||||||||||||||||||||
2016 | 15,716 | |||||||||||||||||||||||
2017 | 43,689 | |||||||||||||||||||||||
2018 | — | |||||||||||||||||||||||
2019 | 150,000 | |||||||||||||||||||||||
Thereafter | 725,000 | |||||||||||||||||||||||
$ | 934,952 | |||||||||||||||||||||||
Maturities above exclude premium of $5,149 as of December 31, 2014. | ||||||||||||||||||||||||
Notes Payable | ||||||||||||||||||||||||
Revolving Lines of Credit | ||||||||||||||||||||||||
On August 7, 2013, William Lyon Homes, Inc. ("California Lyon"), and Parent entered into a credit agreement providing for a revolving credit facility of up to $100 million (the “Revolver”). The Revolver will mature on August 5, 2016, unless terminated earlier pursuant to the terms of the Revolver. The Revolver contains an uncommitted accordion feature under which its aggregate principal amount can be increased to up to $125 million under certain circumstances, as well as a sublimit of $50 million for letters of credit. The Revolver contains various covenants, including financial covenants relating to tangible net worth, leverage, liquidity and interest coverage, as well as a limitation on investments in joint ventures and non-guarantor subsidiaries. The total amount available under the Revolver is subject to a borrowing base calculation. On July 3, 2014, California Lyon and the lender parties thereto entered into an amendment to the Revolver, which incorporated a minimum borrowing base availability of $50.0 million and increased the maximum leverage ratio from 60% to 75% for the first four quarters following the Acquisition, among other changes. | ||||||||||||||||||||||||
The Revolver contains customary events of default, subject to cure periods in certain circumstances, that would result in the termination of the commitment and permit the lenders to accelerate payment on outstanding borrowings and require cash collateralization of letters of credit, including: nonpayment of principal, interest and fees or other amounts; violation of covenants; inaccuracy of representations and warranties; cross default to certain other indebtedness; unpaid judgments; and certain bankruptcy and other insolvency events. If a change in control of the Company occurs, the lenders may terminate the commitment and require that California Lyon repay outstanding borrowings under the Revolver and cash collateralize letters of credit. Interest rates on borrowings generally will be based on either LIBOR or a base rate, plus the applicable spread. The commitment fee on the unused portion of the Facility currently accrues at an annual rate of 0.50%. | ||||||||||||||||||||||||
Borrowings under the Revolver, the availability of which is subject to a borrowing base formula, are required to be guaranteed by Parent and certain of Parent’s wholly-owned subsidiaries, are secured by a pledge of all equity interests held by such guarantors, and may be used for general corporate purposes. As of December 31, 2014, the Revolver was undrawn, other than a letter of credit for $4.0 million, which reduces the amount available under the Revolver. | ||||||||||||||||||||||||
Construction Notes Payable | ||||||||||||||||||||||||
Certain of the Company's consolidated joint ventures have entered into construction notes payable agreements. These loans will be repaid with proceeds from closings and are secured by the underlying projects. The issuance date, total availability under each facility outstanding, maturity date and interest rate are listed in the table below as of December 31, 2014 (in millions): | ||||||||||||||||||||||||
Issuance Date | Facility Size | Outstanding | Maturity | Current Rate | ||||||||||||||||||||
November, 2014 | $ | 24 | $ | 11.9 | November, 2017 | 3.75 | % | -3 | ||||||||||||||||
November, 2014 | 22 | 11.1 | November, 2017 | 3.75 | % | -3 | ||||||||||||||||||
March, 2014 | 26 | 4.3 | October, 2016 | 3.15 | % | -1 | ||||||||||||||||||
December, 2013 | 18.6 | 11.4 | January, 2016 | 4.25 | % | -1 | ||||||||||||||||||
June, 2013 | 28 | — | June, 2016 | 4 | % | -2 | ||||||||||||||||||
$ | 72.6 | $ | 38.7 | |||||||||||||||||||||
(1) Loan bears interest at the Company's option of either LIBOR +3.0% or the prime rate +1.0%. | ||||||||||||||||||||||||
(2) Loan bears interest at the prime rate +0.5%, with a rate floor of 4.0%. | ||||||||||||||||||||||||
(3) Loan bears interest at the prime rate +0.5% | ||||||||||||||||||||||||
Seller Financing | ||||||||||||||||||||||||
At December 31, 2014, the Company had $0.5 million of notes payable outstanding related to two land acquisitions for which seller financing was provided. The first note had a balance of $0.4 million as of December 31, 2014, bears interest at 7% per annum, is secured by the underlying land, and matures in May 2015. The second land acquisition note bears interest at 4% per annum, has a balance of $0.1 million as of December 31, 2014 and matures in January 2015. | ||||||||||||||||||||||||
Senior Unsecured Facility | ||||||||||||||||||||||||
On August 12, 2014, the Company entered into a senior unsecured loan facility (the “Senior Unsecured Facility”), pursuant to which the Company borrowed $120 million in order to pay a portion of the purchase price for the Acquisition (the “Senior Unsecured Loan”). The Senior Unsecured Loan bore interest at an annual rate equal to a Eurodollar rate (subject to a minimum “floor” of 1.00%), plus an initial margin, which margin will increase by 0.50% every three months after August 12, 2014. The Senior Unsecured Facility was initially to mature on the one-year anniversary of August 12, 2014. The Company repaid the borrowings on this facility during December 2014, at which time all obligations of the Company under the facility had been paid in full and the facility remained of no further force and effect. | ||||||||||||||||||||||||
Subordinated Amortizing Notes | ||||||||||||||||||||||||
On November 21, 2014, in order to pay down amounts borrowed under the Senior Unsecured Facility entered into in conjunction with the acquisition of Polygon, the Company completed its public offering and sale of 1,000,000 6.50% tangible equity units (“TEUs”, or "Units"), sold for a stated amount of $100 per Unit, featuring a 17.5% conversion premium. On December 3, 2014, the Company sold an additional 150,000 TEUs pursuant to an over-allotment option granted to the underwriters. Each TEU is a unit composed of two parts: | ||||||||||||||||||||||||
• | a prepaid stock purchase contract (a “purchase contract”); and | |||||||||||||||||||||||
• | a senior subordinated amortizing note (an “amortizing note”). | |||||||||||||||||||||||
Each amortizing note will have an initial principal amount of $18.01, bear interest at the annual rate of 5.50% and have a final installment payment date of December 1, 2017. On each March 1, June 1, September 1 and December 1, commencing on March 1, 2015, William Lyon Homes will pay equal quarterly installments of $1.6250 on each amortizing note (except for the March 1, 2015 installment payment, which will be $1.8056 per amortizing note). Each installment will constitute a payment of interest and a partial repayment of principal. The amortizing notes rank equally in right of payment to all of the Company's existing and future senior indebtedness, other than borrowings under the revolving credit facility and the Company's secured project level financing, which will be senior in right of payment to the obligations under the amortizing notes, in each case to the extent of the value of the assets securing such indebtedness. | ||||||||||||||||||||||||
Each TEU may be separated into its constituent purchase contract and amortizing note on any business day during the period beginning on, and including, the business day immediately succeeding the date of initial issuance of the Units to, but excluding, the third scheduled trading day immediately preceding the mandatory settlement date. Prior to separation, the purchase contracts and amortizing notes may only be purchased and transferred together as Units. The net proceeds received from the TEU issuance were allocated between the amortizing note and the purchase contract under the relative fair value method, with amounts allocated to the purchase contract classified as additional paid-in capital. As of December 31, 2014, the amortizing notes had an unamortized carrying value of $20.7 million. | ||||||||||||||||||||||||
5 3/4% Senior Notes Due 2019 | ||||||||||||||||||||||||
On March 31, 2014, California Lyon completed its private placement with registration rights of 5.75% Senior Notes due 2019 (the "5.75% Notes"), in an aggregate principal amount of $150 million. The 5.75% Notes were issued at 100% of their aggregate principal amount. | ||||||||||||||||||||||||
As of December 31, 2014, the outstanding amount of the 5.75% Notes was $150.0 million. The 5.75% Notes bear interest at a rate of 5.75% per annum, payable semiannually in arrears on April 15 and October 15, and mature on April 15, 2019. The 5.75% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and by certain of Parent’s existing and future restricted subsidiaries. The 5.75% Notes and the related guarantees are California Lyon’s and the guarantors’ unsecured senior obligations and rank equally in right of payment with all of California Lyon’s and the guarantors’ existing and future unsecured senior debt, including California Lyon’s $425 million in aggregate principal amount of 8.5% Senior Notes due 2020, and $300 million in aggregate principal amount of 7.00% Notes, each as described below. The 5.75% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 5.75% Notes and the guarantees are and will be effectively junior to California Lyon’s and the guarantors’ existing and future secured debt to the extent of the value of the collateral securing such debt. | ||||||||||||||||||||||||
On or after April 15, 2016, California Lyon may redeem all or a portion of the 5.75% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the period beginning on each of the dates indicated below: | ||||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
15-Apr-16 | 104.313 | % | ||||||||||||||||||||||
15-Oct-16 | 102.875 | % | ||||||||||||||||||||||
15-Apr-17 | 101.438 | % | ||||||||||||||||||||||
April 15, 2018 and thereafter | 100 | % | ||||||||||||||||||||||
Prior to April 15, 2016, the 5.75% Notes may be redeemed in whole or in part at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, and accrued and unpaid interest to, the redemption date. | ||||||||||||||||||||||||
In addition, any time prior to April 15, 2016, California Lyon may, at its option on one or more occasions, redeem the 5.75% Notes in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the 5.75% Notes issued prior to such date at a redemption price (expressed as a percentage of principal amount) of 105.75%, plus accrued and unpaid interest to the redemption date, with an amount equal to the net cash proceeds from one or more equity offerings by Parent. | ||||||||||||||||||||||||
8 1/2% Senior Notes Due 2020 | ||||||||||||||||||||||||
On November 8, 2012, William Lyon Homes, Inc., a California corporation and wholly-owned subsidiary of the Company (“California Lyon”) completed its offering of 8.5% Senior Notes due 2020, or the New Notes, in an aggregate principal amount of $325 million. The New Notes were issued at 100% of their aggregate principal amount. The Company used the net proceeds from the sale of the New Notes, together with cash on hand, to refinance the Company’s (i) $235 million 10.25% Senior Secured Term Loan due 2015 (“Amended Term Loan”), (ii) approximately $76 million in aggregate principal amount of 12% Senior Subordinated Secured Notes due 2017 (“Old Notes”), (iii) approximately $11 million in principal amount of project related debt, and (iv) to pay accrued and unpaid interest thereon. | ||||||||||||||||||||||||
On October 24, 2013, California Lyon completed the sale to certain purchasers of an additional $100.0 million in aggregate principal amount of its 8.5% Senior Notes due 2020 (the “Additional Notes”) at an issue price of 106.5% of their aggregate principal amount, plus accrued interest from and including May 15, 2013, in a private placement, resulting in net proceeds of approximately $104.7 million. | ||||||||||||||||||||||||
As of December 31, 2014 and December 31, 2013, the outstanding principal amount of the New Notes and Additional Notes was $425 million (together, hereinafter the "New Notes"). The New Notes bear interest at an annual rate of 8.5% per annum, payable semiannually in arrears on May 15 and November 15, commencing on May 15, 2013, and mature on November 15, 2020. The New Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The New Notes and the related guarantees are California Lyon's and the guarantors' unsecured senior obligations and rank equally in right of payment with all of California Lyon's and the guarantors' existing and future unsecured senior debt, including California Lyon's 5.75% Notes, as described above, and 7.00% Notes, as described below. The New Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The New Notes and the guarantees are and will be effectively junior to any of California Lyon’s and the guarantors’ existing and future secured debt. | ||||||||||||||||||||||||
On or after November 15, 2016, California Lyon may redeem all or a portion of the New Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the 12-month period beginning on November 15 of the years indicated below: | ||||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
2016 | 104.25 | % | ||||||||||||||||||||||
2017 | 102.125 | % | ||||||||||||||||||||||
2018 and thereafter | 100 | % | ||||||||||||||||||||||
Prior to November 15, 2016 the New Notes may be redeemed in whole or in part at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, and accrued and unpaid interest to, the redemption date. | ||||||||||||||||||||||||
In addition, any time prior to November 15, 2015, California Lyon may, at its option on one or more occasions, redeem New Notes in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the New Notes issued prior to such date at a redemption price (expressed as a percentage of principal amount) of 108.5%, plus accrued and unpaid interest to the redemption date, with an amount equal to the net cash proceeds from one or more equity offerings. | ||||||||||||||||||||||||
7% Senior Notes Due 2022 | ||||||||||||||||||||||||
On August 11, 2014, WLH PNW Finance Corp. (“Escrow Issuer”), completed its private placement with registration rights of 7.00% Senior Notes due 2022 (the “7.00% Notes”), in an aggregate principal amount of $300 million. The 2022 Notes were issued at 100% of their aggregate principal amount. On August 12, 2014, in connection with the consummation of the Acquisition, Escrow Issuer merged with and into California Lyon, and California Lyon assumed the obligations of the Escrow Issuer under the 2022 Notes and the related indenture by operation of law (the “Escrow Merger”). Following the Escrow Merger, California Lyon is the obligor under the 2022 Notes. | ||||||||||||||||||||||||
As of December 31, 2014, the outstanding amount of the notes was $300 million. The notes bear interest at a rate of 7.00% per annum, payable semiannually in arrears on February 15 and August 15, and mature on August 15, 2022. The 7.00% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The 7.00% Notes and the related guarantees are California Lyon’s and the guarantors’ unsecured senior obligations and rank equally in right of payment with all of California Lyon’s and the guarantors’ existing and future unsecured senior debt, including California Lyon’s $150 million in aggregate principal amount of 5.75% Senior Notes due 2019 and $425 million in aggregate principal amount of 8.5% Senior Notes due 2020, as described above. The 7.00% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 7.00% Notes and the guarantees are and will be effectively junior to California Lyon’s and the guarantors’ existing and future secured debt to the extent of the value of the collateral securing such debt. | ||||||||||||||||||||||||
On or after August 15, 2017, California Lyon may redeem all or a portion of the 7.00% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the period beginning on each of the dates indicated below: | ||||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
15-Aug-17 | 103.5 | % | ||||||||||||||||||||||
15-Aug-18 | 101.75 | % | ||||||||||||||||||||||
August 15, 2019 and thereafter | 100 | % | ||||||||||||||||||||||
Prior to August 15, 2017, the 7.00% Notes may be redeemed in whole or in part at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, and accrued and unpaid interest to, the redemption date. | ||||||||||||||||||||||||
In addition, any time prior to August 15, 2017, California Lyon may, at its option on one or more occasions, redeem the 7.00% Notes in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the 7.00% Notes issued prior to such date at a redemption price (expressed as a percentage of principal amount) of 107.00%, plus accrued and unpaid interest to the redemption date, with an amount equal to the net cash proceeds from one or more equity offerings by Parent. | ||||||||||||||||||||||||
Senior Note Covenant Compliance | ||||||||||||||||||||||||
The indentures governing the 5.75% Notes, the 8.5% Notes, and the 7.00% Notes contain covenants that limit the ability of Parent, California Lyon, and their restricted subsidiaries to, among other things: (i) incur or guarantee certain additional indebtedness; (ii) pay dividends, distributions, or repurchase equity or make payments in respect of subordinated indebtedness; (iii) make certain investments; (iv) sell assets; (v) incur liens; (vi) enter into agreements restricting the ability of the Company’s restricted subsidiaries to pay dividends or transfer assets; (vii) enter into transactions with affiliates; (viii) create unrestricted subsidiaries; and (viii) consolidate, merge or sell all or substantially all of its assets. These covenants are subject to a number of important exceptions and qualifications as described in the indentures. The Company was in compliance with all such covenants as of December 31, 2014. | ||||||||||||||||||||||||
GUARANTOR AND NON-GUARANTOR FINANCIAL STATEMENTS | ||||||||||||||||||||||||
The following consolidating financial information includes: | ||||||||||||||||||||||||
(1) Consolidating balance sheets as of December 31, 2014 and 2013; consolidating statements of operations and cash flows for the years ended December 31, 2014 and 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012, of (a) William Lyon Homes, as the parent, or “Delaware Lyon”, (b) William Lyon Homes, Inc., as the subsidiary issuer, or “California Lyon”, (c) the guarantor subsidiaries, (d) the non-guarantor subsidiaries and (e) William Lyon Homes, Inc. on a consolidated basis; and | ||||||||||||||||||||||||
(2) Elimination entries necessary to consolidate Delaware Lyon, with William Lyon Homes, Inc. and its guarantor and non-guarantor subsidiaries. | ||||||||||||||||||||||||
William Lyon Homes owns 100% of all of its guarantor subsidiaries and all guarantees are full and unconditional, joint and several. As a result, in accordance with Rule 3-10 (d) of Regulation S-X promulgated by the SEC, no separate financial statements are required for these subsidiaries as of December 31, 2014 and 2013, and for the years ended December 31, 2014 and 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012. | ||||||||||||||||||||||||
CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
ASSETS | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 48,462 | $ | 573 | $ | 3,736 | $ | — | $ | 52,771 | ||||||||||||
Restricted cash | — | 504 | — | — | — | 504 | ||||||||||||||||||
Receivables | — | 16,783 | 878 | 3,589 | — | 21,250 | ||||||||||||||||||
Escrow proceeds receivable | — | 613 | 2,302 | — | — | 2,915 | ||||||||||||||||||
Real estate inventories | ||||||||||||||||||||||||
Owned | — | 755,748 | 554,170 | 94,721 | — | 1,404,639 | ||||||||||||||||||
Deferred loan costs | — | 15,988 | — | — | — | 15,988 | ||||||||||||||||||
Goodwill | — | 14,209 | 46,678 | — | — | 60,887 | ||||||||||||||||||
Intangibles | — | 957 | 6,700 | — | — | 7,657 | ||||||||||||||||||
Deferred income taxes, net | — | 88,039 | — | — | — | 88,039 | ||||||||||||||||||
Other assets | — | 17,243 | 2,176 | 358 | — | 19,777 | ||||||||||||||||||
Investments in subsidiaries | 569,915 | (35,961 | ) | (574,129 | ) | — | 40,175 | — | ||||||||||||||||
Intercompany receivables | — | — | 232,895 | — | (232,895 | ) | — | |||||||||||||||||
Total assets | $ | 569,915 | $ | 922,585 | $ | 272,243 | $ | 102,404 | $ | (192,720 | ) | $ | 1,674,427 | |||||||||||
LIABILITIES AND EQUITY | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 28,792 | $ | 19,023 | $ | 3,999 | $ | — | $ | 51,814 | ||||||||||||
Accrued expenses | — | 76,664 | 8,610 | 92 | — | 85,366 | ||||||||||||||||||
Notes payable | — | 384 | 162 | 38,689 | — | 39,235 | ||||||||||||||||||
Subordinated Notes | — | 20,717 | — | — | 20,717 | |||||||||||||||||||
5 3/4% Senior Notes | — | 150,000 | — | — | 150,000 | |||||||||||||||||||
8 1/2% Senior Notes | — | 430,149 | — | — | — | 430,149 | ||||||||||||||||||
7% Senior Notes | — | 300,000 | — | — | 300,000 | |||||||||||||||||||
Intercompany payables | — | 164,541 | — | 68,354 | (232,895 | ) | — | |||||||||||||||||
Total liabilities | — | 1,171,247 | 27,795 | 111,134 | (232,895 | ) | 1,077,281 | |||||||||||||||||
Equity | ||||||||||||||||||||||||
William Lyon Homes stockholders’ equity | 569,915 | (248,662 | ) | 244,448 | (35,961 | ) | 40,175 | 569,915 | ||||||||||||||||
Noncontrolling interests | — | — | — | 27,231 | — | 27,231 | ||||||||||||||||||
Total liabilities and equity | $ | 569,915 | $ | 922,585 | $ | 272,243 | $ | 102,404 | $ | (192,720 | ) | $ | 1,674,427 | |||||||||||
CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
ASSETS | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 166,516 | $ | 28 | $ | 5,128 | $ | — | $ | 171,672 | ||||||||||||
Restricted cash | — | 854 | — | — | — | 854 | ||||||||||||||||||
Receivables | — | 11,429 | 5 | 5,025 | — | 16,459 | ||||||||||||||||||
Escrow proceeds receivable | — | 4,313 | 67 | — | — | 4,380 | ||||||||||||||||||
Real estate inventories | ||||||||||||||||||||||||
Owned | — | 608,965 | 3,761 | 59,064 | — | 671,790 | ||||||||||||||||||
Not owned | — | 12,960 | — | — | — | 12,960 | ||||||||||||||||||
Deferred loan costs | — | 9,575 | — | — | — | 9,575 | ||||||||||||||||||
Goodwill | — | 14,209 | — | — | — | 14,209 | ||||||||||||||||||
Intangibles | — | 2,766 | — | — | — | 2,766 | ||||||||||||||||||
Deferred income taxes, net | — | 95,580 | — | — | — | 95,580 | ||||||||||||||||||
Other assets | — | 9,100 | 723 | 343 | — | 10,166 | ||||||||||||||||||
Investments in subsidiaries | 428,179 | 9,975 | — | — | (438,154 | ) | — | |||||||||||||||||
Intercompany receivables | — | — | 225,056 | (15 | ) | (225,041 | ) | — | ||||||||||||||||
Total assets | $ | 428,179 | $ | 946,242 | $ | 229,640 | $ | 69,545 | $ | (663,195 | ) | $ | 1,010,411 | |||||||||||
LIABILITIES AND EQUITY | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 12,489 | $ | 1,959 | $ | 2,651 | $ | — | $ | 17,099 | ||||||||||||
Accrued expenses | — | 59,375 | 744 | 84 | — | 60,203 | ||||||||||||||||||
Liabilities from inventories not owned | — | 12,960 | — | — | — | 12,960 | ||||||||||||||||||
Notes payable | — | 12,281 | 1,762 | 24,017 | — | 38,060 | ||||||||||||||||||
8 1/2% Senior Notes | — | 431,295 | — | — | — | 431,295 | ||||||||||||||||||
Intercompany payables | — | 214,837 | — | 10,204 | (225,041 | ) | — | |||||||||||||||||
Total liabilities | — | 743,237 | 4,465 | 36,956 | (225,041 | ) | 559,617 | |||||||||||||||||
Equity | ||||||||||||||||||||||||
William Lyon Homes stockholders’ equity | 428,179 | 203,004 | 225,175 | 9,975 | (438,154 | ) | 428,179 | |||||||||||||||||
Noncontrolling interests | — | — | — | 22,615 | — | 22,615 | ||||||||||||||||||
Total liabilities and equity | $ | 428,179 | $ | 946,241 | $ | 229,640 | $ | 69,546 | $ | (663,195 | ) | $ | 1,010,411 | |||||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Year Ended December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 524,990 | $ | 236,245 | $ | 97,716 | $ | — | $ | 858,951 | ||||||||||||
Construction services | — | 37,728 | — | — | — | 37,728 | ||||||||||||||||||
Management fees | — | (2,926 | ) | — | — | 2,926 | — | |||||||||||||||||
— | 559,792 | 236,245 | 97,716 | 2,926 | 896,679 | |||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (400,712 | ) | (196,773 | ) | (78,649 | ) | (2,926 | ) | (679,060 | ) | |||||||||||||
Construction services | — | (30,700 | ) | — | — | — | (30,700 | ) | ||||||||||||||||
Sales and marketing | — | (27,418 | ) | (14,186 | ) | (4,299 | ) | — | (45,903 | ) | ||||||||||||||
General and administrative | — | (47,353 | ) | (7,271 | ) | (2 | ) | — | (54,626 | ) | ||||||||||||||
Transaction expenses | — | (5,832 | ) | — | — | — | (5,832 | ) | ||||||||||||||||
Amortization of intangible assets | — | (1,814 | ) | — | — | — | (1,814 | ) | ||||||||||||||||
Other | — | (3,685 | ) | 1,380 | (14 | ) | — | (2,319 | ) | |||||||||||||||
— | (517,514 | ) | (216,850 | ) | (82,964 | ) | (2,926 | ) | (820,254 | ) | ||||||||||||||
Income from subsidiaries | 44,625 | 11,575 | — | — | (56,200 | ) | — | |||||||||||||||||
Operating income | 44,625 | 53,853 | 19,395 | 14,752 | (56,200 | ) | 76,425 | |||||||||||||||||
Other income (expense), net | — | 2,883 | (23 | ) | (962 | ) | — | 1,898 | ||||||||||||||||
Income before provision for income taxes | 44,625 | 56,736 | 19,372 | 13,790 | (56,200 | ) | 78,323 | |||||||||||||||||
Provision for income taxes | — | (23,797 | ) | — | — | — | (23,797 | ) | ||||||||||||||||
Net income | 44,625 | 32,939 | 19,372 | 13,790 | (56,200 | ) | 54,526 | |||||||||||||||||
Less: Net income attributable to noncontrolling interests | — | — | — | (9,901 | ) | — | (9,901 | ) | ||||||||||||||||
Net income available to common stockholders | $ | 44,625 | $ | 32,939 | $ | 19,372 | $ | 3,889 | $ | (56,200 | ) | $ | 44,625 | |||||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Year Ended December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 310,919 | $ | 180,673 | $ | 48,410 | $ | — | $ | 540,002 | ||||||||||||
Construction services | — | 32,533 | — | — | — | 32,533 | ||||||||||||||||||
Management fees | — | 1,351 | — | — | (1,351 | ) | — | |||||||||||||||||
— | 344,803 | 180,673 | 48,410 | (1,351 | ) | 572,535 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (236,165 | ) | (150,450 | ) | (34,924 | ) | 1,351 | (420,188 | ) | ||||||||||||||
Construction services | — | (25,598 | ) | — | — | — | (25,598 | ) | ||||||||||||||||
Sales and marketing | — | (15,615 | ) | (8,908 | ) | (1,579 | ) | — | (26,102 | ) | ||||||||||||||
General and administrative | — | (37,031 | ) | (3,720 | ) | (19 | ) | — | (40,770 | ) | ||||||||||||||
Amortization of intangible assets | — | (1,854 | ) | — | — | — | (1,854 | ) | ||||||||||||||||
Other | — | (2,163 | ) | (3 | ) | — | — | (2,166 | ) | |||||||||||||||
— | (318,426 | ) | (163,081 | ) | (36,522 | ) | 1,351 | (516,678 | ) | |||||||||||||||
Income from subsidiaries | 129,132 | 21,889 | — | — | (151,021 | ) | — | |||||||||||||||||
Operating income | 129,132 | 48,266 | 17,592 | 11,888 | (151,021 | ) | 55,857 | |||||||||||||||||
Interest expense, net of amounts capitalized | — | (2,476 | ) | (126 | ) | — | — | (2,602 | ) | |||||||||||||||
Other income (expense), net | — | 1,745 | (147 | ) | (1,088 | ) | — | 510 | ||||||||||||||||
Income before reorganization items and benefit (provision) for income taxes | 129,132 | 47,535 | 17,319 | 10,800 | (151,021 | ) | 53,765 | |||||||||||||||||
Reorganization items, net | — | (464 | ) | — | — | — | (464 | ) | ||||||||||||||||
Income before benefit (provision) for income taxes | 129,132 | 47,071 | 17,319 | 10,800 | (151,021 | ) | 53,301 | |||||||||||||||||
Benefit (provision) for income taxes | — | 82,315 | (13 | ) | — | — | 82,302 | |||||||||||||||||
Net income | 129,132 | 129,386 | 17,306 | 10,800 | (151,021 | ) | 135,603 | |||||||||||||||||
Less: Net income attributable to noncontrolling interests | — | — | — | (6,471 | ) | — | (6,471 | ) | ||||||||||||||||
Net income attributable to William Lyon Homes | 129,132 | 129,386 | 17,306 | 4,329 | (151,021 | ) | 129,132 | |||||||||||||||||
Preferred stock dividends | (1,528 | ) | — | — | — | — | (1,528 | ) | ||||||||||||||||
Net income available to common stockholders | $ | 127,604 | $ | 129,386 | $ | 17,306 | $ | 4,329 | $ | (151,021 | ) | $ | 127,604 | |||||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 198,108 | $ | 47,989 | $ | 102,838 | $ | — | $ | 348,935 | ||||||||||||
Construction services | — | 23,825 | — | — | — | 23,825 | ||||||||||||||||||
Management fees | — | 534 | — | — | (534 | ) | — | |||||||||||||||||
— | 222,467 | 47,989 | 102,838 | (534 | ) | 372,760 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (163,083 | ) | (41,516 | ) | (93,924 | ) | 534 | (297,989 | ) | ||||||||||||||
Construction services | — | (21,416 | ) | — | — | — | (21,416 | ) | ||||||||||||||||
Sales and marketing | — | (10,705 | ) | (2,617 | ) | (606 | ) | — | (13,928 | ) | ||||||||||||||
General and administrative | — | (25,872 | ) | (221 | ) | (2 | ) | — | (26,095 | ) | ||||||||||||||
Amortization of intangible assets | — | (5,757 | ) | — | — | — | (5,757 | ) | ||||||||||||||||
Other | — | (3,027 | ) | (2 | ) | 120 | — | (2,909 | ) | |||||||||||||||
— | (229,860 | ) | (44,356 | ) | (94,412 | ) | 534 | (368,094 | ) | |||||||||||||||
(Loss) income from subsidiaries | (8,859 | ) | 11,681 | — | — | (2,822 | ) | — | ||||||||||||||||
Operating (loss) income | (8,859 | ) | 4,288 | 3,633 | 8,426 | (2,822 | ) | 4,666 | ||||||||||||||||
Loss on extinguishment of debt | — | (1,392 | ) | — | — | — | (1,392 | ) | ||||||||||||||||
Interest expense, net of amounts capitalized | — | (9,227 | ) | — | 100 | — | (9,127 | ) | ||||||||||||||||
Other income (expense), net | — | 618 | (61 | ) | 971 | — | 1,528 | |||||||||||||||||
(Loss) income before reorganization items and provision for income taxes | (8,859 | ) | (5,713 | ) | 3,572 | 9,497 | (2,822 | ) | (4,325 | ) | ||||||||||||||
Reorganization items, net | — | (3,073 | ) | 1 | 547 | — | (2,525 | ) | ||||||||||||||||
(Loss) income before provision for income taxes | (8,859 | ) | (8,786 | ) | 3,573 | 10,044 | (2,822 | ) | (6,850 | ) | ||||||||||||||
Provision for income taxes | — | (11 | ) | — | — | — | (11 | ) | ||||||||||||||||
Net (loss) income | (8,859 | ) | (8,797 | ) | 3,573 | 10,044 | (2,822 | ) | (6,861 | ) | ||||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | — | (1,998 | ) | — | (1,998 | ) | ||||||||||||||||
Net (loss) income attributable to William Lyon Homes | (8,859 | ) | (8,797 | ) | 3,573 | 8,046 | (2,822 | ) | (8,859 | ) | ||||||||||||||
Preferred stock dividends | (2,743 | ) | — | — | — | — | (2,743 | ) | ||||||||||||||||
Net (loss) income available to common stockholders | $ | (11,602 | ) | $ | (8,797 | ) | $ | 3,573 | $ | 8,046 | $ | (2,822 | ) | $ | (11,602 | ) | ||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Period from January 1, 2012 through | ||||||||||||||||||||||||
February 24, 2012 (Predecessor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Home sales | $ | — | $ | 10,024 | $ | 4,316 | $ | 2,347 | $ | — | $ | 16,687 | ||||||||||||
Construction services | — | 8,883 | — | — | — | 8,883 | ||||||||||||||||||
Management fees | — | 110 | — | — | (110 | ) | — | |||||||||||||||||
— | 19,017 | 4,316 | 2,347 | (110 | ) | 25,570 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales — homes | — | (8,819 | ) | (3,820 | ) | (2,069 | ) | 110 | (14,598 | ) | ||||||||||||||
Construction services | — | (8,223 | ) | — | — | — | (8,223 | ) | ||||||||||||||||
Sales and marketing | — | (1,496 | ) | (260 | ) | (188 | ) | — | (1,944 | ) | ||||||||||||||
General and administrative | — | (3,246 | ) | (56 | ) | — | — | (3,302 | ) | |||||||||||||||
Other | — | (16 | ) | — | (171 | ) | — | (187 | ) | |||||||||||||||
— | (21,800 | ) | (4,136 | ) | (2,428 | ) | 110 | (28,254 | ) | |||||||||||||||
Income from subsidiaries | 228,383 | 11,536 | — | — | (239,919 | ) | — | |||||||||||||||||
Operating income (loss) | 228,383 | 8,753 | 180 | (81 | ) | (239,919 | ) | (2,684 | ) | |||||||||||||||
Interest expense, net of amounts capitalized | — | (2,407 | ) | — | (100 | ) | — | (2,507 | ) | |||||||||||||||
Other income (expense), net | — | 266 | (25 | ) | (11 | ) | — | 230 | ||||||||||||||||
Income (loss) before reorganization items and provision for income taxes | 228,383 | 6,612 | 155 | (192 | ) | (239,919 | ) | (4,961 | ) | |||||||||||||||
Reorganization items | — | 221,796 | (1 | ) | 11,663 | — | 233,458 | |||||||||||||||||
Income before provision for income taxes | 228,383 | 228,408 | 154 | 11,471 | (239,919 | ) | 228,497 | |||||||||||||||||
Provision for income taxes | — | — | — | — | — | — | ||||||||||||||||||
Net income | 228,383 | 228,408 | 154 | 11,471 | (239,919 | ) | 228,497 | |||||||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | — | (114 | ) | — | (114 | ) | ||||||||||||||||
Net income attributable to William Lyon Homes | $ | 228,383 | $ | 228,408 | $ | 154 | $ | 11,357 | $ | (239,919 | ) | $ | 228,383 | |||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Year Ended December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | (97,110 | ) | $ | 369,750 | $ | (510,806 | ) | $ | (19,104 | ) | $ | 97,110 | $ | (160,160 | ) | ||||||||
Investing activities | ||||||||||||||||||||||||
Investment in joint ventures | — | — | (500 | ) | — | — | (500 | ) | ||||||||||||||||
Distributions from unconsolidated joint ventures | — | — | 353 | — | — | 353 | ||||||||||||||||||
Cash paid for acquisitions, net | — | (439,040 | ) | (53,378 | ) | — | — | (492,418 | ) | |||||||||||||||
Purchases of property and equipment | — | (1,826 | ) | (267 | ) | 15 | — | (2,078 | ) | |||||||||||||||
Investments in subsidiaries | — | 57,515 | 574,125 | — | (631,640 | ) | — | |||||||||||||||||
Net cash (used in) provided by investing activities | — | (383,351 | ) | 520,333 | 15 | (631,640 | ) | (494,643 | ) | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | — | — | 95,227 | — | 95,227 | ||||||||||||||||||
Principal payments on notes payable | — | (11,898 | ) | (4,012 | ) | (80,555 | ) | — | (96,465 | ) | ||||||||||||||
Proceeds from issuance of 5 3/4% Senior Notes | — | 150,000 | — | — | — | 150,000 | ||||||||||||||||||
Proceeds from issurance of 7 % Senior Notes | — | 300,000 | — | — | — | 300,000 | ||||||||||||||||||
Proceeds from issuance of bridge loan | — | 120,000 | — | — | — | 120,000 | ||||||||||||||||||
Payments on bridge loan | — | (120,000 | ) | — | — | — | (120,000 | ) | ||||||||||||||||
Proceeds from borrowings on Revolver | — | 20,000 | — | — | — | 20,000 | ||||||||||||||||||
Payments on Revolver | — | (20,000 | ) | — | — | — | (20,000 | ) | ||||||||||||||||
Issuance of TEUs - Purchase Contracts, net of offering costs | — | 94,284 | — | — | — | 94,284 | ||||||||||||||||||
Offering costs related to issuance of TEUs | — | (3,830 | ) | — | — | — | (3,830 | ) | ||||||||||||||||
Issuance of TEUs - Subordinated amortizing notes | — | 20,717 | — | — | — | 20,717 | ||||||||||||||||||
Proceeds from stock options exercised | — | 285 | — | — | — | 285 | ||||||||||||||||||
Offering costs related to issuance of common stock | — | (105 | ) | — | — | — | (105 | ) | ||||||||||||||||
Purchase of common stock | — | (1,774 | ) | — | — | — | (1,774 | ) | ||||||||||||||||
Excess income tax benefit from stock based awards | — | 1,866 | — | — | — | 1,866 | ||||||||||||||||||
Payments of deferred loan costs | (19,018 | ) | — | — | (19,018 | ) | ||||||||||||||||||
Noncontrolling interest contributions | — | — | — | 22,041 | — | 22,041 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (27,326 | ) | — | (27,326 | ) | ||||||||||||||||
Advances to affiliates | — | — | (99 | ) | (49,825 | ) | 49,924 | — | ||||||||||||||||
Intercompany receivables/payables | 97,110 | (634,980 | ) | (4,871 | ) | 58,135 | 484,606 | — | ||||||||||||||||
Net cash provided (used in) by financing activities | 97,110 | (104,453 | ) | (8,982 | ) | 17,697 | 534,530 | 535,902 | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | (118,054 | ) | 545 | (1,392 | ) | — | (118,901 | ) | |||||||||||||||
Cash and cash equivalents at beginning of period | — | 166,516 | 28 | 5,128 | — | 171,672 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 48,462 | $ | 573 | $ | 3,736 | $ | — | $ | 52,771 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Year Ended December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (164,848 | ) | $ | 15,759 | $ | (25,445 | ) | $ | — | $ | (174,534 | ) | |||||||||
Investing activities | ||||||||||||||||||||||||
Purchases of property and equipment | — | (3,651 | ) | (104 | ) | 1 | — | (3,754 | ) | |||||||||||||||
Investments in subsidiaries | — | 35,574 | — | — | (35,574 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | — | 31,923 | (104 | ) | 1 | (35,574 | ) | (3,754 | ) | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | 18,969 | 1,762 | 52,879 | — | 73,610 | ||||||||||||||||||
Principal payments on notes payable | — | (30,735 | ) | — | (34,302 | ) | — | (65,037 | ) | |||||||||||||||
Proceeds from issurance of 8 1/2% Senior Notes | — | 106,500 | — | — | — | 106,500 | ||||||||||||||||||
Proceeds from issuance of common stock | — | 179,438 | — | — | — | 179,438 | ||||||||||||||||||
Offering costs related to issuance of common stock | — | (15,753 | ) | — | — | — | (15,753 | ) | ||||||||||||||||
Payment of deferred loan costs | — | (4,060 | ) | — | — | — | (4,060 | ) | ||||||||||||||||
Payment of preferred stock dividends | — | (2,550 | ) | — | — | — | (2,550 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 37,184 | — | 37,184 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (30,447 | ) | — | (30,447 | ) | ||||||||||||||||
Advances to affiliates | — | — | 362 | (17,914 | ) | 17,552 | — | |||||||||||||||||
Intercompany receivables/payables | — | (21,744 | ) | (17,816 | ) | 21,538 | 18,022 | — | ||||||||||||||||
Net cash provided (used in) by financing activities | — | 230,065 | (15,692 | ) | 28,938 | 35,574 | 278,885 | |||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 97,140 | (37 | ) | 3,494 | — | 100,597 | |||||||||||||||||
Cash and cash equivalents at beginning of period | — | 69,376 | 65 | 1,634 | — | 71,075 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 166,516 | $ | 28 | $ | 5,128 | $ | — | $ | 171,672 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (72,014 | ) | $ | 3,579 | $ | 118,428 | $ | — | $ | 49,993 | |||||||||||
Investing activities | ||||||||||||||||||||||||
Cash paid for acquisitions, net | — | (33,201 | ) | — | — | — | (33,201 | ) | ||||||||||||||||
Purchases of property and equipment | — | (271 | ) | (20 | ) | (21 | ) | — | (312 | ) | ||||||||||||||
Investments in subsidiaries | — | (84,828 | ) | — | — | 84,828 | — | |||||||||||||||||
Net cash used in investing activities | — | (118,300 | ) | (20 | ) | (21 | ) | 84,828 | (33,513 | ) | ||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | 7,809 | — | 5,439 | — | 13,248 | ||||||||||||||||||
Principal payments on notes payable | — | (3,994 | ) | — | (69,682 | ) | — | (73,676 | ) | |||||||||||||||
Proceeds from issurance of 8 1/2% Senior Notes | — | 325,000 | — | — | — | 325,000 | ||||||||||||||||||
Principal payments on Senior Secured Term Loan | — | (235,000 | ) | — | — | — | (235,000 | ) | ||||||||||||||||
Principal payments on Senior Subordinated Secured Notes | — | (75,916 | ) | — | — | — | (75,916 | ) | ||||||||||||||||
Proceeds from issuance of convertible preferred stock | — | 14,000 | — | — | — | 14,000 | ||||||||||||||||||
Proceeds from issuance of common stock | — | 16,000 | — | — | — | 16,000 | ||||||||||||||||||
Payment of deferred loan costs | — | (7,181 | ) | — | — | — | (7,181 | ) | ||||||||||||||||
Payment of preferred stock dividends | — | (1,721 | ) | — | — | — | (1,721 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 15,313 | — | 15,313 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (16,004 | ) | — | (16,004 | ) | ||||||||||||||||
Advances to affiliates | — | — | 3 | 78,817 | (78,820 | ) | — | |||||||||||||||||
Intercompany receivables/payables | — | 144,535 | (3,549 | ) | (134,978 | ) | (6,008 | ) | — | |||||||||||||||
Net cash provided (used in) by financing activities | — | 183,532 | (3,546 | ) | (121,095 | ) | (84,828 | ) | (25,937 | ) | ||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | (6,782 | ) | 13 | (2,688 | ) | — | (9,457 | ) | |||||||||||||||
Cash and cash equivalents at beginning of period | — | 76,158 | 52 | 4,322 | — | 80,532 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 69,376 | $ | 65 | $ | 1,634 | $ | — | $ | 71,075 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Period from January 1, 2012 through | ||||||||||||||||||||||||
February 24, 2012 (Predecessor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (13,638 | ) | $ | 181 | $ | (3,864 | ) | $ | — | $ | (17,321 | ) | |||||||||
Investing activities | ||||||||||||||||||||||||
Purchases of property and equipment | — | (419 | ) | (3 | ) | 422 | — | — | ||||||||||||||||
Investments in subsidiaries | — | 183 | — | — | (183 | ) | — | |||||||||||||||||
Net cash (used in) provided by investing activities | — | (236 | ) | (3 | ) | 422 | (183 | ) | — | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Principal payments on notes payable | — | (116 | ) | — | (500 | ) | — | (616 | ) | |||||||||||||||
Proceeds from reorganization | — | 30,971 | — | — | — | 30,971 | ||||||||||||||||||
Proceeds from issuance of convertible preferred stock | — | 50,000 | — | — | — | 50,000 | ||||||||||||||||||
Proceeds from debtor in possession financing | — | 5,000 | — | — | — | 5,000 | ||||||||||||||||||
Principal payment of debtor in possession financing | — | (5,000 | ) | — | — | — | (5,000 | ) | ||||||||||||||||
Payment of deferred loan costs | — | (2,491 | ) | — | — | — | (2,491 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 1,825 | — | 1,825 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (1,897 | ) | — | (1,897 | ) | ||||||||||||||||
Advances to affiliates | — | — | — | (4 | ) | 4 | — | |||||||||||||||||
Intercompany receivables/payables | — | (2,665 | ) | (173 | ) | 2,659 | 179 | — | ||||||||||||||||
Net cash provided by (used in) financing activities | — | 75,699 | (173 | ) | 2,083 | 183 | 77,792 | |||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 61,825 | 5 | (1,359 | ) | — | 60,471 | |||||||||||||||||
Cash and cash equivalents at beginning of period | — | 14,333 | 47 | 5,681 | — | 20,061 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 76,158 | $ | 52 | $ | 4,322 | $ | — | $ | 80,532 | ||||||||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | |||||||||||||||
In accordance with FASB ASC Topic 820 Fair Value Measurements and Disclosure, (“ASC 820”) the Company is required to disclose the estimated fair value of financial instruments. As of December 31, 2014 and 2013, the Company used the following assumptions to estimate the fair value of each type of financial instrument for which it is practicable to estimate: | ||||||||||||||||
• | Notes Payable—The carrying amount is a reasonable estimate of fair value of the notes payable because market rates are unchanged and/or the outstanding balance is expected to be repaid within one year. | |||||||||||||||
• | Subordinated Amortizing Notes—The carrying amount is a reasonable estimate of fair value of the Subordinated Amortizing Notes as the notes were issued near year end and rates have not changed significantly since issuance. | |||||||||||||||
• | 5 3/4% Senior Notes—The 5 3/4% Senior Notes are traded over the counter and their fair value was based upon published quotes; | |||||||||||||||
• | 8 1/2% Senior Notes—The 8 1/2% Senior Notes are traded over the counter and their fair value was based upon published quotes; | |||||||||||||||
• | 7% Senior Notes—The 7% Senior Notes are traded over the counter and their fair value was based upon published quotes; | |||||||||||||||
The following table excludes cash and cash equivalents, restricted cash, receivables and accounts payable, which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. The estimated fair values of financial instruments are as follows (in thousands): | ||||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Amount | Value | Amount | Value | |||||||||||||
Financial liabilities: | ||||||||||||||||
Notes payable | $ | 39,235 | $ | 39,235 | $ | 38,060 | $ | 38,060 | ||||||||
Subordinated amortizing notes | 20,717 | 20,717 | — | — | ||||||||||||
5 3/4% Senior Notes due 2019 | 150,000 | 149,250 | — | — | ||||||||||||
8 1/2% Senior Notes due 2020 | 430,149 | 462,410 | 431,295 | 466,877 | ||||||||||||
7% Senior Notes due 2022 | 300,000 | 300,750 | — | — | ||||||||||||
ASC 820 establishes a framework for measuring fair value, expands disclosures regarding fair value measurements and defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 requires the Company to maximize the use of observable market inputs, minimize the use of unobservable market inputs and disclose in the form of an outlined hierarchy the details of such fair value measurements. The Company used Level 3 to measure the fair value of its Notes Payable and Subordinated amortizing notes, and Level 2 to measure the fair value of its Senior Notes. ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. The three levels of the hierarchy are as follows: | ||||||||||||||||
• | Level 1—quoted prices for identical assets or liabilities in active markets; | |||||||||||||||
• | Level 2—quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and | |||||||||||||||
• | Level 3—valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. | |||||||||||||||
The following table represents a reconciliation of the beginning and ending balance for the Company’s Level 3 fair value measurements: | ||||||||||||||||
Notes | Subordinated Amortizing Notes | |||||||||||||||
Payable | ||||||||||||||||
(in thousands) | ||||||||||||||||
Fair Value at December 31, 2012 | $ | 13,248 | $ | — | ||||||||||||
Repayments of principal (1) | (65,037 | ) | — | |||||||||||||
Borrowings of principal (2) | 89,849 | — | ||||||||||||||
Fair Value at December 31, 2013 | 38,060 | — | ||||||||||||||
Repayments of principal (1) | (96,464 | ) | — | |||||||||||||
Borrowings of principal (2) | 97,639 | 20,717 | ||||||||||||||
Fair Value at December 31, 2014 | $ | 39,235 | $ | 20,717 | ||||||||||||
-1 | Represents the actual amount of principal repaid | |||||||||||||||
-2 | Represents the actual amount of principal borrowed |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
For the year ended December 31, 2014, December 31, 2013, the period from January 1, 2012 through February 24, 2012, and the period from February 25, 2012 through December 31, 2012, the Company incurred reimbursable on-site labor costs of $19,000, $15,000, $27,000, and $276,000, respectively, for providing customer service to real estate projects developed by entities controlled by William Lyon and William H. Lyon. At December 31, 2014 and December 31, 2013, $3,000 and $13,000, respectively, was due to the Company for reimbursable on-site labor costs, all of which was paid subsequent to year end. | |
In October 2013, the Company acquired certain finished and unfinished lots at a master planned community located in Aurora, Colorado, for a cash purchase price of approximately $20.0 million, from an entity managed by an affiliate of Paulson and Co. Inc. ("Paulson"). The Company participated in a competitive bidding process for the lots and the Company believes that the acquisition was on terms no less favorable than it would have agreed to with unrelated parties. | |
Effective April 1, 2011 upon approval by the Company’s board of directors at that time, the Company and an entity controlled by General William Lyon and William H. Lyon entered into a Human Resources and Payroll Services contract to provide that the affiliate will pay the Company a base monthly fee of $21,335 and a variable monthly fee equal to $23 multiplied by the number of active employees employed by such entity (which initially resulted in a variable monthly fee of approximately $8,000). The contract also provides that the Company will be reimbursed by such affiliate for a pro rata share of any bonuses paid to the Company’s Human Resources staff (other than any bonus paid to the Vice President of Human Resources). The Company believes that the compensation being paid to it for the services provided to the affiliate is at a market rate of compensation, and that as a result of the fees that are paid to the Company under this contract, the overall cost to the Company of its Human Resources department will be reduced. The Company earned fees of $52,000 and $180,000, during the period from January 1, 2012 through February 24, 2012, and the period from February 25, 2012 through December 31, 2012, respectively, related to this agreement. This contract expired on August 31, 2012 and was not renewed. Any future services provided to the affiliate will be on an as needed basis and will be paid for based on an hourly rate. | |
On September 3, 2009, Presley CMR, Inc., a California corporation (“Presley CMR”) and wholly owned subsidiary of California Lyon, entered into an Aircraft Purchase and Sale Agreement (“PSA”) with an affiliate of General William Lyon to sell an aircraft. The PSA provided for an aggregate purchase price for the Aircraft of $8.3 million, (which value was the appraised fair market value of the Aircraft), which consisted of: (i) cash in the amount of $2.1 million to be paid at closing and (ii) a promissory note from the affiliate in the amount of $6.2 million. The note is secured by the Aircraft. As part of the Company’s fresh start accounting, the note was adjusted to its fair value of $5.2 million. The discount on the fresh start adjustment is amortized over the remaining life of the note. The note requires semiannual interest payments to California Lyon of approximately $132,000. The note is due in September 2016. As of December 31, 2014 and 2013, the amortized balance of the note was $5.8 million and $5.6 million, respectively. | |
For the year ended December 31, 2013, period from January 1, 2012 through February 24, 2012, and the period from February 25, 2012 through December 31, 2012, the Company incurred charges of $197,000, $118,000 and $668,000, respectively, related to rent on its corporate office, from a trust of which William H. Lyon is the sole beneficiary. The lease expired in March 2013 and the Company relocated its corporate office upon expiration of the lease. The Company has entered into a lease for the new location with an unrelated third party. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Income Taxes | Income Taxes | |||||||||||||||
Since inception, the Company has operated solely within the United States. | ||||||||||||||||
The following summarizes the (provision) benefit from income taxes (in thousands): | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, | Year Ended December 31, | Period from | Period from | |||||||||||||
February 25 | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2014 | 2013 | 2012 | 2012 | |||||||||||||
Current | ||||||||||||||||
Federal | $ | (13,284 | ) | $ | (12,156 | ) | $ | — | $ | — | ||||||
State | (2,691 | ) | (1,132 | ) | (11 | ) | — | |||||||||
Deferred | ||||||||||||||||
Federal | (4,748 | ) | 74,000 | — | — | |||||||||||
State | (3,074 | ) | 21,590 | — | — | |||||||||||
$ | (23,797 | ) | $ | 82,302 | $ | (11 | ) | $ | — | |||||||
Income taxes differ from the amounts computed by applying the applicable federal statutory rates due to the following (in thousands): | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, | Year Ended December 31, | Period from | Period from | |||||||||||||
February 25 | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2014 | 2013 | 2012 | 2012 | |||||||||||||
(Provision) benefit for federal income taxes at the statutory rate | $ | (27,413 | ) | $ | (18,656 | ) | $ | 3,098 | $ | (79,935 | ) | |||||
Increases/(decreases) in tax resulting from: | ||||||||||||||||
Provision for state income taxes, net of federal income tax benefits | (3,784 | ) | 13,297 | (7 | ) | — | ||||||||||
Change in valuation allowance | 1,629 | 153,526 | (2,195 | ) | (14,991 | ) | ||||||||||
Nondeductible items-reorganization costs | — | — | (709 | ) | 94,925 | |||||||||||
Nondeductible items-other | 2,127 | 513 | (194 | ) | (3 | ) | ||||||||||
Non-controlling interests | 3,465 | 2,265 | — | — | ||||||||||||
Cancellation of indebtedness attribute reduction | (4 | ) | (70,993 | ) | — | — | ||||||||||
Other, net (1) | 183 | 2,350 | (4 | ) | 4 | |||||||||||
$ | (23,797 | ) | $ | 82,302 | $ | (11 | ) | $ | — | |||||||
(1) Consists primarily of amounts relating to recognized built-in losses that will expire unused due to limitations under IRC §382 and return to provision true-ups. | ||||||||||||||||
Temporary differences giving rise to deferred income taxes consist of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Deferred tax assets | ||||||||||||||||
Impairment and other reserves | $ | 65,063 | $ | 79,454 | ||||||||||||
Compensation deductible for tax purposes when paid | 9,130 | 4,588 | ||||||||||||||
Goodwill and other intangibles | 2,582 | 2,176 | ||||||||||||||
AMT credit carryover | 1,384 | 1,384 | ||||||||||||||
Unused recognized built-in loss | 27,645 | 25,914 | ||||||||||||||
Net operating loss | 1,776 | 3,545 | ||||||||||||||
Valuation allowance | (1,626 | ) | (3,959 | ) | ||||||||||||
Other | 1,556 | 1,126 | ||||||||||||||
107,510 | 114,228 | |||||||||||||||
Deferred tax liabilities | ||||||||||||||||
Effect of book/tax differences for joint ventures | (2,974 | ) | (6,077 | ) | ||||||||||||
Effect of book/tax differences for capitalized interest/general and administrative | (13,203 | ) | (9,260 | ) | ||||||||||||
Fixed assets and intangibles | (2,104 | ) | (2,518 | ) | ||||||||||||
Other | (1,190 | ) | (793 | ) | ||||||||||||
(19,471 | ) | (18,648 | ) | |||||||||||||
Total deferred tax assets, net | $ | 88,039 | $ | 95,580 | ||||||||||||
The Company’s effective income tax rate was 30.4%, and (154.5)% for the twelve months ended December 31, 2014 and 2013, respectively. The significant drivers of the effective tax rate are allocation of income to noncontrolling interests, related party loss recapture, domestic production activities deduction, state income taxes, and release of valuation allowance. | ||||||||||||||||
Management assesses its deferred tax assets to determine whether all or any portion of the asset is more likely than not unrealizable under ASC 740. The Company is required to establish a valuation allowance for any portion of the asset that management concludes is more likely than not to be unrealizable. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.The Company's assessment considers all evidence, both positive and negative, including the nature, frequency and severity of any current and cumulative losses, taxable income in carry back years, the scheduled reversal of deferred tax liabilities, tax planning strategies, and projected future taxable income in making this assessment. At December 31, 2014 the Company’s valuation allowance was $1.6 million due to projected excess realized built-in-losses which may expire unused. During the year ended December 31, 2013, the Company recognized a $95.6 million income tax benefit that resulted from the reversal of all but $4.0 million of our deferred tax asset valuation allowance. The Company concluded this reversal was appropriate after determining that it was more likely than not that we would be able to realize the full amount of this income tax benefit as management believes the Company will generate sufficient taxable income to realize these deferred tax assets. | ||||||||||||||||
The Company's analysis demonstrated that even under the stress tested forecasts of future results which considered the potential impact of the negative evidence noted above, the Company would continue to generate sufficient taxable income in future periods to realize the majority of its deferred tax assets. This fact, coupled with other positive evidence described above, significantly outweighed the negative evidence and based on this analysis management concluded, in accordance with ASC 740, that it was more likely than not that the majority of its deferred tax assets as of December 31, 2013 would be realized. At December 31, 2014, the Company had no remaining federal net operating loss carryforwards and $38.1 million remaining state net operating loss carryforwards. State net operating loss carryforwards begin to expire in 2015. In addition, as of December 31, 2014, the Company had unused federal and state built-in losses of $74.5 million and $40.1 million, respectively. The 5 year testing period for built-in losses expires in 2017 and the unused built-in loss carryforwards begin to expire at the end of 2032. The Company had AMT credit carryovers of $1.4 million at December 31, 2014, which had an indefinite life. | ||||||||||||||||
ASC 740 prescribes a recognition threshold and a measurement criterion for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be considered more likely than not to be sustained upon examination by taxing authorities. The Company records interest and penalties related to uncertain tax positions as a component of the provision for income taxes. As of December 31, 2014 and 2013, the Company had no significant uncertain tax positions. | ||||||||||||||||
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal income tax examination for calendar tax years ended 2011 through 2013 and forward. The Company is subject to various state income tax examinations for calendar tax years ended 2010 through 2013 and forward. The Company does not have any tax examinations currently in progress. |
Income_Loss_Per_Common_Share
Income (Loss) Per Common Share | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Income (Loss) Per Common Share | Income (Loss) Per Common Share | ||||||||||||||||
Basic and diluted income (loss) per common share for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 were calculated as follows (in thousands, except number of shares and per share amounts): | |||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Basic weighted average number of shares outstanding | 31,753,110 | 24,736,841 | 12,489,435 | 1,000 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Preferred shares, stock options, and warrants (1) | 1,424,272 | 1,059,356 | — | — | |||||||||||||
Tangible Equity Units | 58,961 | — | — | — | |||||||||||||
Diluted average shares outstanding | 33,236,343 | 25,796,197 | 12,489,435 | 1,000 | |||||||||||||
Net income (loss) available to common stockholders | $ | 44,625 | $ | 127,604 | $ | (11,602 | ) | $ | 228,383 | ||||||||
Basic income (loss) per common share | $ | 1.41 | $ | 5.16 | $ | (0.93 | ) | $ | 228,383 | ||||||||
Dilutive income (loss) per common share | $ | 1.34 | $ | 4.95 | $ | (0.93 | ) | $ | 228,383 | ||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | |||||||||||||||||
Preferred shares | N/A | N/A | 8,242,731 | N/A | |||||||||||||
Vested stock options | N/A | N/A | 384,428 | N/A | |||||||||||||
Unvested stock options | N/A | N/A | 192,214 | N/A | |||||||||||||
Warrants | N/A | N/A | 1,907,551 | N/A | |||||||||||||
-1 | For periods with a net loss, all potentially dilutive shares related to the preferred shares, options to acquire common stock, and warrants were excluded from the diluted loss per common share calculations because the effect of their inclusion would be antidilutive, or would decrease the reported loss per common share. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Equity | Equity |
Common Stock | |
All of our outstanding shares of common stock have been validly issued and fully paid and are non-assessable. The rights of the holders of common stock will be subject to, and may be adversely affected by, the rights of the holders of preferred stock, of which there are no shares issued or outstanding as of December 31, 2014 or 2013. Holders of our common stock have no preference, exchange, sinking fund, redemption or appraisal rights and have no preemptive rights to subscribe for any of our securities, with the exception of holders of our Class B Common Stock, which do have certain preemptive rights. | |
The Company does not intend to declare or pay cash dividends in the foreseeable future. Any determination to pay dividends to holders of our common stock will be at the discretion of our board of directors. The payment of cash dividends is restricted under the terms of certain of the agreements governing our outstanding indebtedness, including the indentures governing our senior notes. | |
In conjunction with the adoption of fresh start accounting, the Company allocated fair market value of $43.1 million to common stock as of February 24, 2012. | |
Warrants | |
The holders of Class B common stock hold warrants to purchase 1,907,551 shares of Class B common stock at an exercise price of $17.08 per share. The expiration date of the Class B Warrants is February 24, 2022. The Warrants were assigned a value of $1.0 million in conjunction with the adoption of fresh start accounting and are recorded in additional paid-in capital. | |
Tangible Equity Units | |
Unless settled earlier at the holder’s option, each purchase contract will automatically settle on December 1, 2017 (the “mandatory settlement date”), and the Company will deliver not more than 5.2247 shares of Class A common stock and not less than 4.4465 shares of Class A common stock, subject to adjustment, based upon the applicable settlement rate and applicable market value of Class A common stock as defined in the purchase contract. The net proceeds from the issuance of the of the TEUs were allocated between the purchase contract and amortizing note based on their relative fair values. As a result, $90.7 million was allocated to additional paid-in capital in connection with the issuance of the TEUs. | |
As of December 31, 2014, the Company has reserved the maximum number of shares issuable under the TEU purchase agreement from it's authorized but unissued shares of Class A common stock. The TEUs also contain a fundamental change provision, whereby holders can elect early settlement in shares or cash at an early settlement rate if the Company undergoes a fundamental change as defined in the TEU agreement. |
Stock_Based_Compensation
Stock Based Compensation | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||
Stock Based Compensation | Stock Based Compensation | |||||||||||||||||||||||||
In 2012, the Company adopted the William Lyon Homes 2012 Equity Incentive Plan (the “Plan”). The Plan was approved by the Board of Directors and the Company’s stockholders, and is administered by the Compensation Committee of the Board. The provisions of the Plan allow for a variety of stock-based compensation awards, including stock options, stock appreciation rights, or SARs, restricted stock awards, restricted stock unit awards, deferred stock awards, deferred stock unit awards, dividend equivalent awards, stock payment awards and performance awards and other stock-based awards, to certain executives, directors, and non-executives of California Lyon. The Company believes that such awards provide a means of compensation to attract and retain qualified employees and better align the interests of our employees with those of our stockholders. Option awards are granted with an exercise price equal to the market price at the date of grant. | ||||||||||||||||||||||||||
Under the plan, 3,636,363 shares of the Company’s Class A common stock have been reserved for issuance. In 2014, 2013 and 2012, the Company granted an aggregate of 392,126 restricted shares, 370,959 restricted shares and 302,944 restricted shares, respectively, of Class A common stock of the Company, and in 2012 the Company granted an aggregate of 576,651 stock options to purchase shares of Class A common stock of the Company, of which 135,197 represent “five-year” options and 441,454 represent “ten-year” options. | ||||||||||||||||||||||||||
The five-year options were originally subject to mandatory exercise upon the earlier of an initial public offering (“IPO”) of the Company, or five years. The five-year options were modified during 2013 to extend the mandatory exercise period to the first open trading window under the Company’s Insider Trading Policy immediately following the release of earnings results for the fiscal year ending December 31, 2013 (and for the subsequent fiscal year for any unvested tranches as of such date). The resulting incremental compensation cost recognized as a result of the modification was negligible. | ||||||||||||||||||||||||||
The five-year options and ten-year options will be incentive stock options to the maximum extent permitted by law. Each of the restricted stock and option awards granted in October 2012 vests as follows: 50% of the shares and options vested on October 1, 2012, the date of grant, with the remaining 50% of the shares and options vesting in three equal installments on each of December 31, 2012, 2013 and 2014, subject to the recipient’s continued employment through the applicable vesting date and accelerated vesting as set forth in the applicable award agreement. In addition, the Company granted 31,091 shares of Restricted Stock in 2012 to its non-employee directors, which were fully vested on the date of grant. During 2013 and 2014, with respect to all but one of the performance based restricted stock awards granted, the performance based restricted stock awards vests as follows: one-third of the shares of performance based restricted stock will vest on March 1 of each of the first, second, and third years following the grant date, subject to the Company’s achievement of a pre-established performance target as of the end of the given fiscal year. The remaining grant did not contain a pre-established performance target, but the earned shares for such award will be determined by the exercise of the discretion of the Compensation Committee of Parent’s Board of Directors following the end of the 2014 fiscal year, which were determined to be at the target level. During 2014, the Company achieved 97% of its performance targets, and all performance targets were met at maximum during 2013. In addition, the Company granted time-based restricted stock awards during 2013 to 2014 to certain of its employees and to its non-employee directors, with the employee grants vesting in equal 50% annual installments over a two-year period from the grant date, other than two grants which vest in full on the second anniversary of the grant date, and with the director grants vesting in equal quarterly installments on June 1, September 1, December 1 and March 1 following the grant date, in each case subject to the individual's continued service to the Company through the applicable vesting date. | ||||||||||||||||||||||||||
The Company uses the fair value method of accounting for stock options granted to employees which requires us to measure the cost of employee services received in exchange for the stock options, based on the grant date fair value of the award. The fair value of the awards is estimated using the Black-Scholes option-pricing model. The resulting cost is recognized on a straight line basis over the period during which an employee is required to provide service in exchange for the award, usually the vesting period. | ||||||||||||||||||||||||||
The fair value of each employee option awarded was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted-average assumptions. | ||||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | ||||||||||||||||||||||||
February 25, 2012 | ||||||||||||||||||||||||||
through December 31, 2012 | ||||||||||||||||||||||||||
Expected dividend yield | N/A | N/A | — | % | ||||||||||||||||||||||
Risk-free interest rate | N/A | N/A | 0.55 | % | ||||||||||||||||||||||
Expected volatility | N/A | N/A | 79 | % | ||||||||||||||||||||||
Expected life (in years) | N/A | N/A | 4.73 | |||||||||||||||||||||||
The Black-Scholes option-pricing model requires inputs such as the expected divident yield, risk-free interest rate, expected term and expected volatility. Further, the forfeiture rate also affects the amount of aggregate compensation. These inputs are subjective and generally require significant judgment. | ||||||||||||||||||||||||||
The risk-free interest rate that we use is based on the United States Treasury yield in effect at the time of grant for zero coupon United States Treasury notes with maturities approximating each grant’s expected life. Given our limited history with employee grants, we use the “simplified” method in estimating the expected term for our employee grants. The “simplified” method is calculated as the average of the time-to-vesting and the contractual life of the options. Our expected volatility was not derived from the historical volatilities of several unrelated public companies within the homebuilding industry, because we had no trading history on our common stock at the time the grants were valued. When making the selections of our peer companies within the homebuilding industry to be used in the volatility calculation, we also considered the stage of development, size and financial leverage of potential comparable companies. We estimate our forfeiture rate based on an analysis of our actual forfeitures, of which we had none, and will continue to evaluate the appropriateness of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover behavior and other factors. | ||||||||||||||||||||||||||
As of December 31, 2014, the Company has 2,096,624 shares available for grant under the Plan. | ||||||||||||||||||||||||||
Summary of Stock Option Activity | ||||||||||||||||||||||||||
Stock option activity under the Plan for the years ended December 31, 2014, December 31, 2013 and during the period from February 25, 2012 through December 31, 2012 was as follows (there is no activity in prior periods as the options were granted in the fourth quarter of 2012): | ||||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 | ||||||||||||||||||||||||||
Options | Weighted Average Exercise Price | Options | Weighted | Options | Weighted | |||||||||||||||||||||
Average | Average | |||||||||||||||||||||||||
Exercise | Exercise | |||||||||||||||||||||||||
Price | Price | |||||||||||||||||||||||||
Options outstanding at beginning of year | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | — | N/A | ||||||||||||||||||
Granted (1) | — | N/A | — | N/A | 576,651 | $ | 8.66 | |||||||||||||||||||
Exercised | (157,413 | ) | 8.66 | — | N/A | — | N/A | |||||||||||||||||||
Canceled | — | N/A | — | N/A | — | N/A | ||||||||||||||||||||
Options outstanding at end of year | 419,238 | $ | 8.66 | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | |||||||||||||||||
Options vested and expected to vest | 419,238 | $ | 8.66 | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | |||||||||||||||||
Options exercisable at end of year (2) | 419,238 | $ | 8.66 | 480,571 | $ | 8.66 | 384,441 | $ | 8.66 | |||||||||||||||||
Price range of options exercised | $ | 8.66 | N/A | N/A | ||||||||||||||||||||||
Price range of options outstanding | $ | 8.66 | $ | 8.66 | $ | 8.66 | ||||||||||||||||||||
-1 | The weighted average grant date fair value of the stock options was $5.28 | |||||||||||||||||||||||||
-2 | The fair value of shares vested during the years ended December 31, 2014 and 2013, and the period from February 25, 2012 through December 31, 2012 was $1.2 million, $1.4 million and $2.0 million, respectively. | |||||||||||||||||||||||||
The following table summarizes information about stock options granted to executives, directors, and non-executives that are outstanding and exercisable at December 31, 2014: | ||||||||||||||||||||||||||
Outstanding and exercisable | ||||||||||||||||||||||||||
Exercise Price | Number of Shares | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value | |||||||||||||||||||||||
$ | 8.66 | 419,238 | 2.2 | $ | 4,867,353 | |||||||||||||||||||||
The following table summarizes information associated with stock options granted to executives, directors, and non-executives that are exercisable at December 31, 2014 and December 31, 2013: | ||||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | |||||||||||||||||||||||||
Number of | Weighted | Weighted | Aggregate | Number of | Weighted | Weighted | Aggregate | |||||||||||||||||||
Shares | Average | Average | Intrinsic | Shares | Average | Average | Intrinsic | |||||||||||||||||||
Exercise | Remaining | Value | Exercise | Remaining | Value | |||||||||||||||||||||
Price | Contractual | Price | Contractual | |||||||||||||||||||||||
Life (in years) | Life (in years) | |||||||||||||||||||||||||
Executives | 397,430 | $ | 8.66 | 450,637 | $ | 8.66 | ||||||||||||||||||||
Directors | — | N/A | — | N/A | ||||||||||||||||||||||
Non-Executives | 21,808 | $ | 8.66 | 29,934 | $ | 8.66 | ||||||||||||||||||||
Total | 419,238 | $ | 8.66 | 2.2 | $ | 4,867,353 | 480,571 | $ | 8.66 | 3.2 | $ | 7,773,255 | ||||||||||||||
Summary of Restricted Shares Activity | ||||||||||||||||||||||||||
During the years ended December 31, 2014, December 31, 2013 and the period from February 25, 2012, through December 31, 2012, the Company had the following activity relating to grants of restricted common stock: | ||||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from February 25, 2012 | ||||||||||||||||||||||||
through December 31, 2012 | ||||||||||||||||||||||||||
Number of Shares | Weighted Average Grant Date Fair Value | Number of | Weighted | Number of | Weighted | |||||||||||||||||||||
Shares | Average Grant | Shares | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | |||||||||||||||||||||||||
Non-vested shares at beginning of year | 99,661 | $ | 11.49 | 109,850 | $ | 8.66 | — | N/A | ||||||||||||||||||
Granted | 79,575 | 27.7 | 79,509 | 14.56 | 302,944 | $ | 8.66 | |||||||||||||||||||
Vested | (99,901 | ) | 13.81 | (89,698 | ) | 10.74 | (193,094 | ) | 8.66 | |||||||||||||||||
Canceled | — | N/A | — | N/A | — | N/A | ||||||||||||||||||||
Non-vested shares at end of year | 79,335 | $ | 24.84 | 99,661 | $ | 11.49 | 109,850 | $ | 8.66 | |||||||||||||||||
During the year ended December 31, 2014 the Company had the following activity relating to grants of performance based restricted common stock: | ||||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | |||||||||||||||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||||||||||||||
Shares | Average Grant | Shares | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | |||||||||||||||||||||||||
Non-vested shares at beginning of year | 291,450 | $ | 14.03 | — | $ | — | ||||||||||||||||||||
Granted | 312,551 | 29.94 | 291,450 | 14.03 | ||||||||||||||||||||||
Vested | (97,155 | ) | 14.03 | — | — | |||||||||||||||||||||
Canceled | — | N/A | — | — | ||||||||||||||||||||||
Non-vested shares at end of year | 506,846 | $ | 23.84 | $ | 291,450 | $ | 14.03 | |||||||||||||||||||
In conjunction with the issuance of the equity grants in for the year ended December 31, 2014, December 31, 2013 and the period from February 25 through December 31, 2012, the Company recorded stock based compensation expense of $6.1 million, $3.8 million and $3.7 million , respectively, which is included in general and administrative expense in the consolidated statement of operations. As of December 31, 2014, $1.9 million of total unrecognized stock based compensation expense is expected to be recognized as an expense by the Company in the future over a weighted average period of 1.0 year. The total value of restricted stock awards which fully vested during the years ended December 31, 2014, December 31, 2013, and the period from February 25, 2012 through December 31, 2012 was $3.8 million, $1.6 million and $1.7 million, respectively. For the year ended December 31, 2014 and 2013, the Company recognized an income tax benefit of $2.6 million and $0.7 million related to stock based compensation, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Commitments and Contingencies | Commitments and Contingencies | |||||||
The Company’s commitments and contingent liabilities include the usual obligations incurred by real estate developers in the normal course of business. In the opinion of management, these matters will not have a material effect on the Company’s consolidated financial position, results of operations or cash flows. | ||||||||
The Company is a defendant in various lawsuits related to its normal business activities. We believe that the accruals we have recorded for probable and reasonably estimable losses with respect to these proceedings are adequate and that, as of December 31, 2014, it was not reasonably possible that an additional material loss had been incurred in an amount in excess of the estimated amounts already recognized on our consolidated financial statements. We evaluate our accruals for litigation and regulatory proceedings, and as appropriate, adjust them to reflect (i) the facts and circumstances known to us at the time, including information regarding negotiations, settlements, rulings and other relevant events and developments; (ii) the advice and analyses of counsel; and (iii) the assumptions and judgment of management. Similar factors and considerations are used in establishing new accruals for proceedings as to which losses have become probable and reasonably estimable at the time an evaluation is made. The outcome of any of these proceedings, including the defense and other litigation-related costs and expenses we may incur, however, is inherently uncertain and could differ significantly from the estimate reflected in a related accrual, if made. Therefore, it is possible that the ultimate outcome of any proceeding, if in excess of a related accrual or if no accrual had been made, could be material to our consolidated financial statements. | ||||||||
We have non-cancelable operating leases primarily associated with our office facilities. Rent expense under cancelable and non-cancelable operating leases totaled $3.1 million, $1.9 million, $2.6 million, and $0.7 million for the year ended December 31, 2014, December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012, respectively, and is included in general and administrative expense in our consolidated statements of operations for the respective periods. The table below shows the future minimum payments under non-cancelable operating leases at December 31, 2014 (in thousands). | ||||||||
Year Ending December 31 | ||||||||
2015 | $ | 2,185 | ||||||
2016 | 1,871 | |||||||
2017 | 1,645 | |||||||
2018 | 1,619 | |||||||
2019 | 1,235 | |||||||
Thereafter | 2,124 | |||||||
Total | $ | 10,679 | ||||||
In some jurisdictions in which the Company develops and constructs property, assessment district bonds are issued by municipalities to finance major infrastructure improvements. As a land owner benefited by these improvements, the Company is responsible for the assessments on its land. When properties are sold, the assessments are either prepaid or the buyers assume the responsibility for the related assessments. Assessment district bonds are recorded as liabilities in the Company’s consolidated balance sheet, if the amounts are fixed and determinable. As of December 31, 2014 and 2013, the Company is not obligated under any assessment district bonds. | ||||||||
As of December 31, 2014, the Company had $0.5 million in deposits as collateral for outstanding irrevocable standby letters of credit to guarantee the Company’s financial obligations under certain contractual arrangements in the normal course of business. The standby letters of credit were secured by cash as reflected as restricted cash on the accompanying consolidated balance sheet. The beneficiary may draw upon these letters of credit in the event of a contractual default by the Company relating to each respective obligation. These letters of credit generally have a stated term of one year and have varying maturities throughout 2015, at which time the Company may be required to renew to coincide with the term of the respective arrangement. | ||||||||
The Company also had outstanding performance and surety bonds of $99.0 million at December 31, 2014 related principally to its obligations for site improvements at various projects. The Company does not believe that draws upon these bonds, if any, will have a material effect on the Company’s financial position, results of operations or cash flows. As of December 31, 2014, the Company had $107.0 million of project commitments relating to the construction of projects. | ||||||||
The Company has provided unsecured environmental indemnities to certain lenders, joint venture partners and land sellers. In each case, the Company has performed due diligence on the potential environmental risks including obtaining an independent environmental review from outside environmental consultants. These indemnities obligate the Company to reimburse the guaranteed parties for damages related to environmental matters. There is no term or damage limitation on these indemnities; however, if an environmental matter arises, the Company could have recourse against other previous owners. | ||||||||
See Note 9 for additional information relating to the Company’s guarantee arrangements. | ||||||||
In addition to the land banking agreements discussed below, the Company has entered into various purchase option agreements with third parties to acquire land. As of December 31, 2014, the Company has made non-refundable deposits of $65.5 million. The Company is under no obligation to purchase the land, but would forfeit remaining deposits if the land were not purchased. The total purchase price under the purchase option agreements is $449.0 million as of December 31, 2014. | ||||||||
Land Banking Arrangements | ||||||||
The Company enters into purchase agreements with various land sellers. As a method of acquiring land in staged takedowns, thereby minimizing the use of funds from the Company’s available cash or other corporate financing sources and limiting the Company’s risk, the Company employs a method from time to time in the ordinary course of business whereby it transfers the Company’s right in such purchase agreements to entities owned by third parties (“land banking arrangements”). These entities use equity contributions and/or incur debt to finance the acquisition and development of the land. The entities grant the Company an option to acquire lots in staged takedowns. In consideration for this option, the Company makes a non-refundable deposit of 15% to 25% of the total purchase price. The Company is under no obligation to purchase the balance of the lots, but would forfeit existing deposits and could be subject to penalties if the lots were not purchased. The Company does not have legal title to these entities or their assets and has not guaranteed their liabilities. These land banking arrangements help the Company manage the financial and market risk associated with land holdings. As discussed above, with exception of the arrangement discussed below, these amounts are included in the total remaining purchase price listed above. | ||||||||
The Company participated in one land banking arrangement, which is not a VIE in accordance with ASC 810, but which is consolidated in accordance with FASB ASC Topic 470, Debt (“ASC 470”). The remaining lots under the above land banking agreement were purchased by the Company during April 2014. No further obligations remain under the agreement. Under the provisions of ASC 470, the Company had determined it was economically compelled, based on certain factors, to purchase the land in the land banking arrangement. The Company had recorded the remaining purchase price of the land of $13.0 million which is included in real estate inventories not owned and liabilities from inventories not owned in the accompanying consolidated balance sheets as of December 31, 2013, and represented the remaining net cash to be paid on the remaining land takedowns. | ||||||||
Summary information with respect to the Company’s land banking arrangements is as follows as of the periods presented (dollars in thousands): | ||||||||
December 31, | December 31, | |||||||
2014 | 2013 | |||||||
Total number of land banking projects | — | 1 | ||||||
Total number of lots | — | 610 | ||||||
Total purchase price | $ | — | $ | 161,465 | ||||
Balance of lots still under option and not purchased: | ||||||||
Number of lots | — | 65 | ||||||
Purchase price | $ | — | $ | 12,960 | ||||
Forfeited deposits if lots are not purchased | $ | — | $ | 9,210 | ||||
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
No events have occurred subsequent to December 31, 2014, that have required recognition or disclosure in the Company’s financial statements. |
Unaudited_Summarized_Quarterly
Unaudited Summarized Quarterly Financial Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Unaudited Summarized Quarterly Financial Information | Unaudited Summarized Quarterly Financial Information | |||||||||||||||
Summarized unaudited quarterly financial information for the years ended December 31, 2014 and 2013 is as follows (in thousands except per share data): | ||||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Home, lots, land, and other sales | $ | 140,299 | $ | 169,868 | $ | 196,305 | $ | 352,479 | ||||||||
Cost of homes, lots, land and other sales | (106,212 | ) | (129,626 | ) | (157,774 | ) | (285,448 | ) | ||||||||
Gross profit | 34,087 | 40,242 | 38,531 | 67,031 | ||||||||||||
Other income, costs and expenses, net | (22,745 | ) | (25,490 | ) | (30,909 | ) | (46,221 | ) | ||||||||
Net income | 11,342 | 14,752 | 7,622 | 20,810 | ||||||||||||
Net income available to common stockholders | $ | 8,697 | $ | 12,285 | $ | 5,638 | $ | 18,005 | ||||||||
Income per common share: | ||||||||||||||||
Basic | $ | 0.28 | $ | 0.39 | $ | 0.18 | $ | 0.54 | ||||||||
Diluted | $ | 0.27 | $ | 0.38 | $ | 0.17 | $ | 0.52 | ||||||||
Three Months Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Home, lots, land, and other sales | $ | 76,434 | $ | 123,896 | $ | 141,352 | $ | 198,320 | ||||||||
Cost of homes, lots, land and other sales | (63,328 | ) | (99,485 | ) | (107,957 | ) | (149,418 | ) | ||||||||
Gross profit | 13,106 | 24,411 | 33,395 | 48,902 | ||||||||||||
Other income, costs and expenses, net | (15,579 | ) | (15,331 | ) | (22,715 | ) | 69,414 | |||||||||
Net (loss) income | (2,473 | ) | 9,080 | 10,680 | 118,316 | |||||||||||
Net (loss) income available to common stockholders | $ | (3,522 | ) | $ | 6,850 | $ | 7,562 | $ | 116,714 | |||||||
(Loss) income per common share: | ||||||||||||||||
Basic | $ | (0.25 | ) | $ | 0.31 | $ | 0.24 | $ | 3.77 | |||||||
Diluted | $ | (0.25 | ) | $ | 0.29 | $ | 0.24 | $ | 3.64 | |||||||
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Operations | Operations |
William Lyon Homes, a Delaware corporation (“Parent” and together with its subsidiaries, the “Company”), are primarily engaged in designing, constructing and selling single family detached and attached homes in California, Arizona, Nevada, Colorado (under the Village Homes brand), Washington and Oregon (together, under the Polygon Northwest Homes brand). | |
Basis of Presentation | Basis of Presentation |
The preparation of the Company’s financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities as of December 31, 2014 and 2013 and revenues and expenses for the years ended December 31, 2014 and December 31, 2013, the period from January 1, 2012 through February 24, 2012, and the period from February 25, 2012 through December 31, 2012. Accordingly, actual results could differ from those estimates. The significant accounting policies using estimates include real estate inventories and cost of sales, impairment of real estate inventories, warranty reserves, loss contingencies, sales and profit recognition, accounting for variable interest entities, valuation of deferred tax assets, and the fair value of assets acquired and liabilities assumed in connection with acquisition accounting. The current economic environment increases the uncertainty inherent in these estimates and assumptions. | |
The consolidated financial statements include the accounts of the Company and all majority-owned and controlled subsidiaries and joint ventures, and certain joint ventures and other entities which have been determined to be variable interest entities in which the Company is considered the primary beneficiary (see Note 4). The accounting policies of the joint ventures are substantially the same as those of the Company. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
Real Estate Inventories | Real Estate Inventories |
Real estate inventories are carried at cost net of impairment losses, if any. Real estate inventories consist primarily of land deposits, land and land under development, homes completed and under construction, and model homes. All direct and indirect land costs, offsite and onsite improvements and applicable interest and other carrying charges are capitalized to real estate projects during periods when the project is under development. Land, offsite costs and all other common costs are allocated to land parcels benefited based upon relative fair values before construction. Onsite construction costs and related carrying charges (principally interest and property taxes) are allocated to the individual homes within a phase based upon the relative sales value of the homes. The Company relieves its accumulated real estate inventories through cost of sales for the estimated cost of homes sold. Selling expenses and other marketing costs are expensed in the period incurred. | |
The Company accounts for its real estate inventories under FASB ASC 360 Property, Plant, & Equipment (“ASC 360”). ASC 360 requires impairment losses to be recorded on real estate inventories when indicators of impairment are present and the undiscounted cash flows estimated to be generated by real estate inventories are less than the carrying amount of such assets. Indicators of impairment include a decrease in demand for housing due to softening market conditions, competitive pricing pressures, which reduce the average sales price of homes including an increase in sales incentives offered to buyers, slowing sales absorption rates, decreases in home values in the markets in which the Company operates, significant decreases in gross margins and a decrease in project cash flows for a particular project. | |
For land, construction in progress, completed inventory, including model homes, and inventories not owned, the Company estimates expected cash flows at the project level by maintaining current budgets using recent historical information and current market assumptions. The Company updates project budgets and cash flows of each real estate project on an as needed basis to determine whether the estimated remaining undiscounted future cash flows of the project are more or less than the carrying amount (net book value) of the asset. If the undiscounted cash flows are more than the net book value of the project, then there is no impairment. If the undiscounted cash flows are less than the net book value of the asset, then the asset is deemed to be impaired and is written-down to its fair value. | |
Fair value represents the amount at which an asset could be bought or sold in a current transaction between willing parties (i.e., other than a forced or liquidation sale). Management determines the estimated fair value of each project by determining the present value of estimated future cash flows at discount rates that are commensurate with the risk of each project and each domain, market or sub-market or may use recent appraisals if they more accurately reflect fair value. The estimation process involved in determining if assets have been impaired and in the determination of fair value is inherently uncertain because it requires estimates of future revenues and costs, as well as future events and conditions. Estimates of revenues and costs are supported by the Company’s budgeting process, and are based on recent sales in backlog, pricing required to get the desired pace of sales, pricing of competitive projects, incentives offered by competitors and current estimates of costs of development and construction or current appraisals. | |
The assumptions and judgments used by the Company in the estimation process to determine the future undiscounted cash flows of a project and its fair value are inherently uncertain and require a substantial degree of judgment. The realization of the Company’s real estate inventories is dependent upon future uncertain events and market conditions. Due to the subjective nature of the estimates and assumptions used in determining the future cash flows of a project, actual results could differ materially from current estimates. | |
Management assesses land deposits for impairment when estimated land values are deemed to be less than the agreed upon contract price. The Company considers changes in market conditions, the timing of land purchases, the ability to renegotiate with land sellers, the terms of the land option contracts in question, the availability and best use of capital, and other factors. The Company records abandoned land deposits and related pre-acquisition costs in cost of sales-lots, land and other in the consolidated statements of operations in the period that it is abandoned. | |
A provision for warranty costs relating to the Company’s limited warranty plans is included in cost of sales and accrued expenses at the time the sale of a home is recorded. The Company generally reserves approximately one to one and one quarter percent of the sales price of its homes, or a set amount per home closed depending on operating segment, against the possibility of future charges relating to its warranty programs and similar potential claims. Factors that affect the Company’s warranty liability include the number of homes under warranty, historical and anticipated rates of warranty claims, and cost per claim. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. | |
Construction Services | Construction Services |
The Company accounts for construction management agreements using the Percentage of Completion Method in accordance with FASB ASC Topic 605 Revenue Recognition (“ASC 605”). Under ASC 605, the Company records revenues and expenses as a contracted project progresses, and based on the percentage of costs incurred to date compared to the total estimated costs of the contract. | |
The Company entered into construction management agreements to build, sell and market homes in certain communities. For such services, the Company will receive fees (generally 3 to 5 percent of the sales price, as defined) and may, under certain circumstances, receive additional compensation if certain financial thresholds are achieved. | |
Financial Instruments | Financial Instruments |
Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash investments, receivables, escrow proceeds receivable, our indebtedness, and deposits. The Company typically places its cash investments in investment grade short-term instruments. Deposits, included in other assets, are due from municipalities or utility companies and are generally collected from such entities through fees assessed to other developers. The Company is an issuer of, or subject to, financial instruments with off-balance sheet risk in the normal course of business which exposes it to credit risks. These financial instruments include letters of credit and obligations in connection with assessment district bonds. These off-balance sheet financial instruments are described in more detail in Note 16. | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Short-term investments with a maturity of three months or less when purchased are considered cash equivalents. The Company’s cash and cash equivalents balance exceeds federally insurable limits as of December 31, 2014 and 2013. The Company monitors the cash balances in its operating accounts; however, these cash balances could be negatively impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets. To date, the Company has experienced no loss or lack of access to cash in its operating accounts. | |
Restricted Cash | Restricted Cash |
Restricted cash consists of deposits made by the Company to a bank account as collateral for the use of letters of credit to guarantee the Company’s financial obligations under certain other contractual arrangements in the normal course of business. | |
Deferred Loan Costs | Deferred Loan Costs |
Deferred loan costs represent debt issuance costs and are amortized to interest expense using the straight line method which approximates the effective interest method. | |
Goodwill | Goodwill |
In accordance with the provisions of ASC 350, Intangibles, Goodwill and Other, goodwill is tested for impairment on an annual basis, or more frequently if events or circumstances indicate that goodwill may be impaired. The impairment test is performed at the reporting unit level, and an impairment loss is recognized to the extent that the carrying amount of goodwill exceeds the fair value. | |
Intangible Assets | Intangible Assets |
Recorded intangible assets primarily relate to brand names of acquired entities, construction management contracts, homes in backlog, and joint venture management fee contracts recorded in conjunction with FASB ASC Topic 852, Reorganizations ("ASC 852"), or FASB ASC Topic 805, Business Combinations ("ASC 805"). All intangible assets with the exception of those relating to brand names were valued based on expected cash flows related to home closings, and the asset is amortized on a per unit basis, as homes under the contracts close. Our brand name intangible assets are deemed to have an indefinite useful life. | |
Income (loss) per common share | Income (loss) per common share |
The Company computes income (loss) per common share in accordance with FASB ASC Topic 260, Earnings per Share, which requires income (loss) per common share for each class of stock to be calculated using the two-class method. The two-class method is an allocation of income (loss) between the holders of common stock and a company’s participating security holders. | |
Basic income (loss) per common share is computed by dividing income or loss available to common stockholders by the weighted average number of shares of common stock outstanding. For purposes of determining diluted income (loss) per common share, basic income (loss) per common share is further adjusted to include the effect of potential dilutive common shares outstanding. | |
Income Taxes | Income Taxes |
Income taxes are accounted for under the provisions of Financial Accounting Standards Board ASC 740, Income Taxes, using an asset and liability approach. Deferred income taxes reflect the net effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and operating loss and tax credit carryforwards measured by applying currently enacted tax laws. A valuation allowance is provided to reduce net deferred tax assets to an amount that is more likely than not to be realized. ASC 740 prescribes a recognition threshold and a measurement criterion for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be considered “more-likely-than-not” to be sustained upon examination by taxing authorities. In addition, the Company has elected to recognize interest and penalties related to uncertain tax positions in the income tax provision. | |
Impact of Recent Accounting Pronouncements | Impact of Recent Accounting Pronouncements |
In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which clarifies existing accounting literature relating to how and when revenue is recognized by an entity. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance. ASU 2014-09 requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. In doing so, an entity will need to exercise a greater degree of judgment and make more estimates than under the current guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. ASU 2014-09 also supersedes some cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts. ASU 2014-09 is effective for public companies for interim and annual reporting periods beginning after December 15, 2016, and is to be applied either retrospectively or using the cumulative effect transition method, with early adoption not permitted. The Company has not yet selected a transition method, and is currently evaluating the impact the adoption of ASU 2014-09 will have on its consolidated financial statements and related disclosures. | |
In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis, which improves targeted areas of the consolidation guidance and reduces the number of consolidation models. The amendments in the ASU are effective for annual and interim periods in fiscal years beginning after December 15, 2015, with early adoption permitted. The Company is currently evaluating the effect the guidance will have on our consolidated financial statements | |
Reclassifications | Reclassifications |
Certain balances on the financial statements and certain amounts presented in the notes have been reclassified in order to conform to current year presentation. |
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Summary of Changes in Warranty Liability | Changes in the Company’s warranty liability for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 are as follows (in thousands): | ||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Warranty liability, beginning of period | $ | 14,935 | $ | 14,317 | $ | 14,000 | $ | 14,314 | |||||||||
Warranty provision during period | 9,601 | 5,641 | 2,877 | 272 | |||||||||||||
Warranty payments during period | (7,409 | ) | (5,676 | ) | (3,216 | ) | (845 | ) | |||||||||
Warranty charges related to construction services projects | 1,028 | 653 | 656 | 114 | |||||||||||||
Fresh start adjustment | — | — | — | 145 | |||||||||||||
Warranty liability, end of period | $ | 18,155 | $ | 14,935 | $ | 14,317 | $ | 14,000 | |||||||||
Summary of Interest Activity | Interest activity for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 are as follows (in thousands): | ||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Interest incurred | $ | 65,560 | $ | 31,875 | $ | 30,526 | $ | 7,145 | |||||||||
Less: Interest capitalized | (65,560 | ) | (29,273 | ) | (21,399 | ) | (4,638 | ) | |||||||||
Interest expense, net of amounts capitalized | $ | — | $ | 2,602 | $ | 9,127 | $ | 2,507 | |||||||||
Cash paid for interest | $ | 46,779 | $ | 29,769 | $ | 26,560 | $ | 8,924 | |||||||||
Acquisition_of_Polygon_Northwe1
Acquisition of Polygon Northwest Homes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Combinations [Abstract] | |||||||||
Schedule of Reconciliation of Consideration Transferred as of Acquisition Date | A reconciliation of the consideration transferred as of the acquisition date is as follows: | ||||||||
Purchase consideration | $ | 552,252 | |||||||
Net proceeds received from Polygon inventory involved in land banking transactions | (59,834 | ) | |||||||
$ | 492,418 | ||||||||
Summary of Preliminary Amounts of Acquired Assets and Liabilities Recorded at Fair Value | The following table summarizes the preliminary amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): | ||||||||
Assets Acquired | |||||||||
Real estate inventories | $ | 441,069 | |||||||
Goodwill | 46,678 | ||||||||
Intangible asset - brand name | 6,700 | ||||||||
Joint venture in mortgage business | 2,000 | ||||||||
Other | 545 | ||||||||
Total Assets | $ | 496,992 | |||||||
Liabilities Assumed | |||||||||
Accounts payable | $ | 603 | |||||||
Accrued expenses | 3,971 | ||||||||
Total liabilities | 4,574 | ||||||||
Net assets acquired | $ | 492,418 | |||||||
Summary of Unaudited Pro Forma Amounts | The following table presents unaudited pro forma amounts for the years ended December 31, 2014 and 2013 as if the Acquisition had been completed as of January 1, 2013 (amounts in thousands, except per share data): | ||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | ||||||||
Operating revenues | $ | 1,048.60 | $ | 864.4 | |||||
Net income available to common stockholders | $ | 53.4 | $ | 141.1 | |||||
Income per share - basic | $ | 1.68 | $ | 5.7 | |||||
Income per share - diluted | $ | 1.61 | $ | 5.47 | |||||
Reorganization_Items_Tables
Reorganization Items (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Reorganizations [Abstract] | ||||||||||||||||
Summary of Reorganization Items | Reorganization items were comprised of the following (in thousands): | |||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
February 25 | January 1 | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Cancellation of debt | $ | — | $ | — | $ | — | $ | 298,831 | ||||||||
Plan implementation and fresh start valuation adjustments | — | — | — | (49,302 | ) | |||||||||||
Professional fees | — | (464 | ) | (2,525 | ) | (7,813 | ) | |||||||||
Write-off of old notes deferred loan costs | — | — | — | (8,258 | ) | |||||||||||
Total reorganization items, net | $ | — | $ | (464 | ) | $ | (2,525 | ) | $ | 233,458 | ||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Summary of Segment Financial Information Relating to Operations | Segment financial information relating to the Company’s operations was as follows (in thousands): | |||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
25-Feb | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Operating revenue: | ||||||||||||||||
California (1) | $ | 536,908 | $ | 295,022 | $ | 271,303 | $ | 18,773 | ||||||||
Arizona | 59,195 | 129,089 | 58,714 | 4,316 | ||||||||||||
Nevada | 121,815 | 78,148 | 37,307 | 2,481 | ||||||||||||
Colorado | 46,460 | 70,276 | 5,436 | — | ||||||||||||
Washington | 65,886 | — | — | — | ||||||||||||
Oregon | 66,415 | — | — | — | ||||||||||||
Total operating revenue | $ | 896,679 | $ | 572,535 | $ | 372,760 | $ | 25,570 | ||||||||
(1) Operating revenue in the California segment includes construction services revenue. | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | |||||||||||||
25-Feb | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2012 | 2012 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
California | $ | 84,379 | $ | 50,052 | $ | 19,524 | $ | (12,936 | ) | |||||||
Arizona | 6,112 | 17,861 | 2,073 | 9,928 | ||||||||||||
Nevada | 9,925 | 9,180 | (1,146 | ) | (1,738 | ) | ||||||||||
Colorado | (271 | ) | 736 | 130 | — | |||||||||||
Washington | 6,483 | — | — | — | ||||||||||||
Oregon | 5,498 | — | — | — | ||||||||||||
Corporate | (33,803 | ) | (24,528 | ) | (27,431 | ) | 233,243 | |||||||||
Income (loss) before (provision) benefit | $ | 78,323 | $ | 53,301 | $ | (6,850 | ) | $ | 228,497 | |||||||
from income taxes | ||||||||||||||||
Schedule of Homebuilding Assets | ||||||||||||||||
Successor | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Total assets: | ||||||||||||||||
California | $ | 572,900 | $ | 419,668 | ||||||||||||
Arizona | 179,529 | 157,892 | ||||||||||||||
Nevada | 135,358 | 85,695 | ||||||||||||||
Colorado | 131,085 | 60,233 | ||||||||||||||
Washington | 281,456 | — | ||||||||||||||
Oregon | 200,761 | — | ||||||||||||||
Corporate (1) | 173,338 | 286,923 | ||||||||||||||
Total assets | $ | 1,674,427 | $ | 1,010,411 | ||||||||||||
-1 | Comprised primarily of cash and cash equivalents, receivables, deferred loan costs, deferred income taxes, and other assets. |
Real_Estate_Inventories_Tables
Real Estate Inventories (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Summary of Real Estate Inventories | Real estate inventories consist of the following (in thousands): | |||||||
Successor | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Real estate inventories owned: | ||||||||
Land deposits | $ | 65,873 | $ | 46,632 | ||||
Land and land under development | 1,057,860 | 458,437 | ||||||
Homes completed and under construction | 225,496 | 144,736 | ||||||
Model homes | 55,410 | 21,985 | ||||||
Total | $ | 1,404,639 | $ | 671,790 | ||||
Real estate inventories not owned: (1) | ||||||||
Other land options contracts — land banking arrangement | $ | — | $ | 12,960 | ||||
-1 | Represents the consolidation of a land banking arrangement which does not obligate the Company to purchase the lots, however, based on certain factors, the Company has determined it is economically compelled to purchase the lots in the land banking arrangement, which has been consolidated. Amounts are net of deposits. |
Goodwill_Tables
Goodwill (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Schedule of Goodwill by Operating Segment | Goodwill by operating segment as of December 31, 2014 and 2013 is as follows (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
California | $ | 6,801 | $ | 6,801 | ||||
Arizona | 5,951 | 5,951 | ||||||
Nevada | 1,457 | 1,457 | ||||||
Washington | 26,485 | — | ||||||
Oregon | 20,193 | — | ||||||
Total goodwill | $ | 60,887 | $ | 14,209 | ||||
Intangibles_Tables
Intangibles (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Schedule of Carrying Value and Accumulated Amortization of Intangible Assets | The carrying value and accumulated amortization of intangible assets at December 31, 2014 and December 31, 2013, by major intangible asset category, is as follows (in thousands): | |||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | |||||||||||||||||||||||
Carrying Value | Accumulated Amortization | Net | Carrying | Accumulated | Net | |||||||||||||||||||
Carrying | Value | Amortization | Carrying | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Construction management contracts | $ | 4,640 | $ | (3,683 | ) | $ | 957 | $ | 4,640 | $ | (2,274 | ) | $ | 2,366 | ||||||||||
Homes in backlog | 4,937 | (4,937 | ) | — | 4,937 | (4,937 | ) | — | ||||||||||||||||
Joint venture management fee contracts | 800 | (800 | ) | — | 800 | (400 | ) | 400 | ||||||||||||||||
Brand Name - Polygon Northwest Homes | $ | 6,700 | $ | — | $ | 6,700 | $ | — | $ | — | $ | — | ||||||||||||
Total intangibles | $ | 17,077 | $ | (9,420 | ) | $ | 7,657 | $ | 10,377 | $ | (7,611 | ) | $ | 2,766 | ||||||||||
Senior_Notes_Secured_and_Subor1
Senior Notes, Secured, and Subordinated Indebtedness (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||||||||||
Schedule of Senior Notes, Secured, and Subordinated Indebtedness | The Company's senior notes, secured, and subordinated indebtedness consists of the following (in thousands): | |||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
Notes payable | ||||||||||||||||||||||||
Construction notes payable | $ | 38,688 | $ | 24,198 | ||||||||||||||||||||
Seller financing | 547 | 13,862 | ||||||||||||||||||||||
Total notes payable | $ | 39,235 | $ | 38,060 | ||||||||||||||||||||
Senior unsecured facility | — | — | ||||||||||||||||||||||
Subordinated amortizing notes | 20,717 | — | ||||||||||||||||||||||
Senior notes | ||||||||||||||||||||||||
5 3/4% Senior Notes due April 15, 2019 | 150,000 | — | ||||||||||||||||||||||
8 1/2% Senior notes due November 15, 2020 | 430,149 | 431,295 | ||||||||||||||||||||||
7% Senior Notes due August 15, 2022 | 300,000 | — | ||||||||||||||||||||||
Total Debt | $ | 940,101 | $ | 469,355 | ||||||||||||||||||||
Schedule of Maturities of Notes Payable, Senior Unsecured Credit Facility, Subordinated Amortizing Notes and Senior Notes | The maturities of the Company's Notes payable, Senior unsecured credit facility, Subordinated amortizing notes, 5 3/4% Senior Notes, 8 1/2% Senior Notes, and 7% Senior Notes are as follows as of December 31, 2014 (in thousands): | |||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2015 | $ | 547 | ||||||||||||||||||||||
2016 | 15,716 | |||||||||||||||||||||||
2017 | 43,689 | |||||||||||||||||||||||
2018 | — | |||||||||||||||||||||||
2019 | 150,000 | |||||||||||||||||||||||
Thereafter | 725,000 | |||||||||||||||||||||||
$ | 934,952 | |||||||||||||||||||||||
The issuance date, total availability under each facility outstanding, maturity date and interest rate are listed in the table below as of December 31, 2014 (in millions): | ||||||||||||||||||||||||
Issuance Date | Facility Size | Outstanding | Maturity | Current Rate | ||||||||||||||||||||
November, 2014 | $ | 24 | $ | 11.9 | November, 2017 | 3.75 | % | -3 | ||||||||||||||||
November, 2014 | 22 | 11.1 | November, 2017 | 3.75 | % | -3 | ||||||||||||||||||
March, 2014 | 26 | 4.3 | October, 2016 | 3.15 | % | -1 | ||||||||||||||||||
December, 2013 | 18.6 | 11.4 | January, 2016 | 4.25 | % | -1 | ||||||||||||||||||
June, 2013 | 28 | — | June, 2016 | 4 | % | -2 | ||||||||||||||||||
$ | 72.6 | $ | 38.7 | |||||||||||||||||||||
(1) Loan bears interest at the Company's option of either LIBOR +3.0% or the prime rate +1.0%. | ||||||||||||||||||||||||
(2) Loan bears interest at the prime rate +0.5%, with a rate floor of 4.0%. | ||||||||||||||||||||||||
Summary of Senior Notes Redemption Prices Percentage | On or after August 15, 2017, California Lyon may redeem all or a portion of the 7.00% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the period beginning on each of the dates indicated below: | |||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
15-Aug-17 | 103.5 | % | ||||||||||||||||||||||
15-Aug-18 | 101.75 | % | ||||||||||||||||||||||
August 15, 2019 and thereafter | 100 | % | ||||||||||||||||||||||
On or after November 15, 2016, California Lyon may redeem all or a portion of the New Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the 12-month period beginning on November 15 of the years indicated below: | ||||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
2016 | 104.25 | % | ||||||||||||||||||||||
2017 | 102.125 | % | ||||||||||||||||||||||
2018 and thereafter | 100 | % | ||||||||||||||||||||||
On or after April 15, 2016, California Lyon may redeem all or a portion of the 5.75% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the principal amount) set forth below plus accrued and unpaid interest to the applicable redemption date, if redeemed during the period beginning on each of the dates indicated below: | ||||||||||||||||||||||||
Year | Percentage | |||||||||||||||||||||||
15-Apr-16 | 104.313 | % | ||||||||||||||||||||||
15-Oct-16 | 102.875 | % | ||||||||||||||||||||||
15-Apr-17 | 101.438 | % | ||||||||||||||||||||||
April 15, 2018 and thereafter | 100 | % | ||||||||||||||||||||||
Consolidating Balance Sheet | CONSOLIDATING BALANCE SHEET | |||||||||||||||||||||||
December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
ASSETS | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 48,462 | $ | 573 | $ | 3,736 | $ | — | $ | 52,771 | ||||||||||||
Restricted cash | — | 504 | — | — | — | 504 | ||||||||||||||||||
Receivables | — | 16,783 | 878 | 3,589 | — | 21,250 | ||||||||||||||||||
Escrow proceeds receivable | — | 613 | 2,302 | — | — | 2,915 | ||||||||||||||||||
Real estate inventories | ||||||||||||||||||||||||
Owned | — | 755,748 | 554,170 | 94,721 | — | 1,404,639 | ||||||||||||||||||
Deferred loan costs | — | 15,988 | — | — | — | 15,988 | ||||||||||||||||||
Goodwill | — | 14,209 | 46,678 | — | — | 60,887 | ||||||||||||||||||
Intangibles | — | 957 | 6,700 | — | — | 7,657 | ||||||||||||||||||
Deferred income taxes, net | — | 88,039 | — | — | — | 88,039 | ||||||||||||||||||
Other assets | — | 17,243 | 2,176 | 358 | — | 19,777 | ||||||||||||||||||
Investments in subsidiaries | 569,915 | (35,961 | ) | (574,129 | ) | — | 40,175 | — | ||||||||||||||||
Intercompany receivables | — | — | 232,895 | — | (232,895 | ) | — | |||||||||||||||||
Total assets | $ | 569,915 | $ | 922,585 | $ | 272,243 | $ | 102,404 | $ | (192,720 | ) | $ | 1,674,427 | |||||||||||
LIABILITIES AND EQUITY | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 28,792 | $ | 19,023 | $ | 3,999 | $ | — | $ | 51,814 | ||||||||||||
Accrued expenses | — | 76,664 | 8,610 | 92 | — | 85,366 | ||||||||||||||||||
Notes payable | — | 384 | 162 | 38,689 | — | 39,235 | ||||||||||||||||||
Subordinated Notes | — | 20,717 | — | — | 20,717 | |||||||||||||||||||
5 3/4% Senior Notes | — | 150,000 | — | — | 150,000 | |||||||||||||||||||
8 1/2% Senior Notes | — | 430,149 | — | — | — | 430,149 | ||||||||||||||||||
7% Senior Notes | — | 300,000 | — | — | 300,000 | |||||||||||||||||||
Intercompany payables | — | 164,541 | — | 68,354 | (232,895 | ) | — | |||||||||||||||||
Total liabilities | — | 1,171,247 | 27,795 | 111,134 | (232,895 | ) | 1,077,281 | |||||||||||||||||
Equity | ||||||||||||||||||||||||
William Lyon Homes stockholders’ equity | 569,915 | (248,662 | ) | 244,448 | (35,961 | ) | 40,175 | 569,915 | ||||||||||||||||
Noncontrolling interests | — | — | — | 27,231 | — | 27,231 | ||||||||||||||||||
Total liabilities and equity | $ | 569,915 | $ | 922,585 | $ | 272,243 | $ | 102,404 | $ | (192,720 | ) | $ | 1,674,427 | |||||||||||
CONSOLIDATING BALANCE SHEET | ||||||||||||||||||||||||
December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
ASSETS | ||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | 166,516 | $ | 28 | $ | 5,128 | $ | — | $ | 171,672 | ||||||||||||
Restricted cash | — | 854 | — | — | — | 854 | ||||||||||||||||||
Receivables | — | 11,429 | 5 | 5,025 | — | 16,459 | ||||||||||||||||||
Escrow proceeds receivable | — | 4,313 | 67 | — | — | 4,380 | ||||||||||||||||||
Real estate inventories | ||||||||||||||||||||||||
Owned | — | 608,965 | 3,761 | 59,064 | — | 671,790 | ||||||||||||||||||
Not owned | — | 12,960 | — | — | — | 12,960 | ||||||||||||||||||
Deferred loan costs | — | 9,575 | — | — | — | 9,575 | ||||||||||||||||||
Goodwill | — | 14,209 | — | — | — | 14,209 | ||||||||||||||||||
Intangibles | — | 2,766 | — | — | — | 2,766 | ||||||||||||||||||
Deferred income taxes, net | — | 95,580 | — | — | — | 95,580 | ||||||||||||||||||
Other assets | — | 9,100 | 723 | 343 | — | 10,166 | ||||||||||||||||||
Investments in subsidiaries | 428,179 | 9,975 | — | — | (438,154 | ) | — | |||||||||||||||||
Intercompany receivables | — | — | 225,056 | (15 | ) | (225,041 | ) | — | ||||||||||||||||
Total assets | $ | 428,179 | $ | 946,242 | $ | 229,640 | $ | 69,545 | $ | (663,195 | ) | $ | 1,010,411 | |||||||||||
LIABILITIES AND EQUITY | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 12,489 | $ | 1,959 | $ | 2,651 | $ | — | $ | 17,099 | ||||||||||||
Accrued expenses | — | 59,375 | 744 | 84 | — | 60,203 | ||||||||||||||||||
Liabilities from inventories not owned | — | 12,960 | — | — | — | 12,960 | ||||||||||||||||||
Notes payable | — | 12,281 | 1,762 | 24,017 | — | 38,060 | ||||||||||||||||||
8 1/2% Senior Notes | — | 431,295 | — | — | — | 431,295 | ||||||||||||||||||
Intercompany payables | — | 214,837 | — | 10,204 | (225,041 | ) | — | |||||||||||||||||
Total liabilities | — | 743,237 | 4,465 | 36,956 | (225,041 | ) | 559,617 | |||||||||||||||||
Equity | ||||||||||||||||||||||||
William Lyon Homes stockholders’ equity | 428,179 | 203,004 | 225,175 | 9,975 | (438,154 | ) | 428,179 | |||||||||||||||||
Noncontrolling interests | — | — | — | 22,615 | — | 22,615 | ||||||||||||||||||
Total liabilities and equity | $ | 428,179 | $ | 946,241 | $ | 229,640 | $ | 69,546 | $ | (663,195 | ) | $ | 1,010,411 | |||||||||||
Consolidating Statement of Operations | CONSOLIDATING STATEMENT OF OPERATIONS | |||||||||||||||||||||||
Year Ended December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 524,990 | $ | 236,245 | $ | 97,716 | $ | — | $ | 858,951 | ||||||||||||
Construction services | — | 37,728 | — | — | — | 37,728 | ||||||||||||||||||
Management fees | — | (2,926 | ) | — | — | 2,926 | — | |||||||||||||||||
— | 559,792 | 236,245 | 97,716 | 2,926 | 896,679 | |||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (400,712 | ) | (196,773 | ) | (78,649 | ) | (2,926 | ) | (679,060 | ) | |||||||||||||
Construction services | — | (30,700 | ) | — | — | — | (30,700 | ) | ||||||||||||||||
Sales and marketing | — | (27,418 | ) | (14,186 | ) | (4,299 | ) | — | (45,903 | ) | ||||||||||||||
General and administrative | — | (47,353 | ) | (7,271 | ) | (2 | ) | — | (54,626 | ) | ||||||||||||||
Transaction expenses | — | (5,832 | ) | — | — | — | (5,832 | ) | ||||||||||||||||
Amortization of intangible assets | — | (1,814 | ) | — | — | — | (1,814 | ) | ||||||||||||||||
Other | — | (3,685 | ) | 1,380 | (14 | ) | — | (2,319 | ) | |||||||||||||||
— | (517,514 | ) | (216,850 | ) | (82,964 | ) | (2,926 | ) | (820,254 | ) | ||||||||||||||
Income from subsidiaries | 44,625 | 11,575 | — | — | (56,200 | ) | — | |||||||||||||||||
Operating income | 44,625 | 53,853 | 19,395 | 14,752 | (56,200 | ) | 76,425 | |||||||||||||||||
Other income (expense), net | — | 2,883 | (23 | ) | (962 | ) | — | 1,898 | ||||||||||||||||
Income before provision for income taxes | 44,625 | 56,736 | 19,372 | 13,790 | (56,200 | ) | 78,323 | |||||||||||||||||
Provision for income taxes | — | (23,797 | ) | — | — | — | (23,797 | ) | ||||||||||||||||
Net income | 44,625 | 32,939 | 19,372 | 13,790 | (56,200 | ) | 54,526 | |||||||||||||||||
Less: Net income attributable to noncontrolling interests | — | — | — | (9,901 | ) | — | (9,901 | ) | ||||||||||||||||
Net income available to common stockholders | $ | 44,625 | $ | 32,939 | $ | 19,372 | $ | 3,889 | $ | (56,200 | ) | $ | 44,625 | |||||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Year Ended December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 310,919 | $ | 180,673 | $ | 48,410 | $ | — | $ | 540,002 | ||||||||||||
Construction services | — | 32,533 | — | — | — | 32,533 | ||||||||||||||||||
Management fees | — | 1,351 | — | — | (1,351 | ) | — | |||||||||||||||||
— | 344,803 | 180,673 | 48,410 | (1,351 | ) | 572,535 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (236,165 | ) | (150,450 | ) | (34,924 | ) | 1,351 | (420,188 | ) | ||||||||||||||
Construction services | — | (25,598 | ) | — | — | — | (25,598 | ) | ||||||||||||||||
Sales and marketing | — | (15,615 | ) | (8,908 | ) | (1,579 | ) | — | (26,102 | ) | ||||||||||||||
General and administrative | — | (37,031 | ) | (3,720 | ) | (19 | ) | — | (40,770 | ) | ||||||||||||||
Amortization of intangible assets | — | (1,854 | ) | — | — | — | (1,854 | ) | ||||||||||||||||
Other | — | (2,163 | ) | (3 | ) | — | — | (2,166 | ) | |||||||||||||||
— | (318,426 | ) | (163,081 | ) | (36,522 | ) | 1,351 | (516,678 | ) | |||||||||||||||
Income from subsidiaries | 129,132 | 21,889 | — | — | (151,021 | ) | — | |||||||||||||||||
Operating income | 129,132 | 48,266 | 17,592 | 11,888 | (151,021 | ) | 55,857 | |||||||||||||||||
Interest expense, net of amounts capitalized | — | (2,476 | ) | (126 | ) | — | — | (2,602 | ) | |||||||||||||||
Other income (expense), net | — | 1,745 | (147 | ) | (1,088 | ) | — | 510 | ||||||||||||||||
Income before reorganization items and benefit (provision) for income taxes | 129,132 | 47,535 | 17,319 | 10,800 | (151,021 | ) | 53,765 | |||||||||||||||||
Reorganization items, net | — | (464 | ) | — | — | — | (464 | ) | ||||||||||||||||
Income before benefit (provision) for income taxes | 129,132 | 47,071 | 17,319 | 10,800 | (151,021 | ) | 53,301 | |||||||||||||||||
Benefit (provision) for income taxes | — | 82,315 | (13 | ) | — | — | 82,302 | |||||||||||||||||
Net income | 129,132 | 129,386 | 17,306 | 10,800 | (151,021 | ) | 135,603 | |||||||||||||||||
Less: Net income attributable to noncontrolling interests | — | — | — | (6,471 | ) | — | (6,471 | ) | ||||||||||||||||
Net income attributable to William Lyon Homes | 129,132 | 129,386 | 17,306 | 4,329 | (151,021 | ) | 129,132 | |||||||||||||||||
Preferred stock dividends | (1,528 | ) | — | — | — | — | (1,528 | ) | ||||||||||||||||
Net income available to common stockholders | $ | 127,604 | $ | 129,386 | $ | 17,306 | $ | 4,329 | $ | (151,021 | ) | $ | 127,604 | |||||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Sales | $ | — | $ | 198,108 | $ | 47,989 | $ | 102,838 | $ | — | $ | 348,935 | ||||||||||||
Construction services | — | 23,825 | — | — | — | 23,825 | ||||||||||||||||||
Management fees | — | 534 | — | — | (534 | ) | — | |||||||||||||||||
— | 222,467 | 47,989 | 102,838 | (534 | ) | 372,760 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales | — | (163,083 | ) | (41,516 | ) | (93,924 | ) | 534 | (297,989 | ) | ||||||||||||||
Construction services | — | (21,416 | ) | — | — | — | (21,416 | ) | ||||||||||||||||
Sales and marketing | — | (10,705 | ) | (2,617 | ) | (606 | ) | — | (13,928 | ) | ||||||||||||||
General and administrative | — | (25,872 | ) | (221 | ) | (2 | ) | — | (26,095 | ) | ||||||||||||||
Amortization of intangible assets | — | (5,757 | ) | — | — | — | (5,757 | ) | ||||||||||||||||
Other | — | (3,027 | ) | (2 | ) | 120 | — | (2,909 | ) | |||||||||||||||
— | (229,860 | ) | (44,356 | ) | (94,412 | ) | 534 | (368,094 | ) | |||||||||||||||
(Loss) income from subsidiaries | (8,859 | ) | 11,681 | — | — | (2,822 | ) | — | ||||||||||||||||
Operating (loss) income | (8,859 | ) | 4,288 | 3,633 | 8,426 | (2,822 | ) | 4,666 | ||||||||||||||||
Loss on extinguishment of debt | — | (1,392 | ) | — | — | — | (1,392 | ) | ||||||||||||||||
Interest expense, net of amounts capitalized | — | (9,227 | ) | — | 100 | — | (9,127 | ) | ||||||||||||||||
Other income (expense), net | — | 618 | (61 | ) | 971 | — | 1,528 | |||||||||||||||||
(Loss) income before reorganization items and provision for income taxes | (8,859 | ) | (5,713 | ) | 3,572 | 9,497 | (2,822 | ) | (4,325 | ) | ||||||||||||||
Reorganization items, net | — | (3,073 | ) | 1 | 547 | — | (2,525 | ) | ||||||||||||||||
(Loss) income before provision for income taxes | (8,859 | ) | (8,786 | ) | 3,573 | 10,044 | (2,822 | ) | (6,850 | ) | ||||||||||||||
Provision for income taxes | — | (11 | ) | — | — | — | (11 | ) | ||||||||||||||||
Net (loss) income | (8,859 | ) | (8,797 | ) | 3,573 | 10,044 | (2,822 | ) | (6,861 | ) | ||||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | — | (1,998 | ) | — | (1,998 | ) | ||||||||||||||||
Net (loss) income attributable to William Lyon Homes | (8,859 | ) | (8,797 | ) | 3,573 | 8,046 | (2,822 | ) | (8,859 | ) | ||||||||||||||
Preferred stock dividends | (2,743 | ) | — | — | — | — | (2,743 | ) | ||||||||||||||||
Net (loss) income available to common stockholders | $ | (11,602 | ) | $ | (8,797 | ) | $ | 3,573 | $ | 8,046 | $ | (2,822 | ) | $ | (11,602 | ) | ||||||||
CONSOLIDATING STATEMENT OF OPERATIONS | ||||||||||||||||||||||||
Period from January 1, 2012 through | ||||||||||||||||||||||||
February 24, 2012 (Predecessor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating revenue | ||||||||||||||||||||||||
Home sales | $ | — | $ | 10,024 | $ | 4,316 | $ | 2,347 | $ | — | $ | 16,687 | ||||||||||||
Construction services | — | 8,883 | — | — | — | 8,883 | ||||||||||||||||||
Management fees | — | 110 | — | — | (110 | ) | — | |||||||||||||||||
— | 19,017 | 4,316 | 2,347 | (110 | ) | 25,570 | ||||||||||||||||||
Operating costs | ||||||||||||||||||||||||
Cost of sales — homes | — | (8,819 | ) | (3,820 | ) | (2,069 | ) | 110 | (14,598 | ) | ||||||||||||||
Construction services | — | (8,223 | ) | — | — | — | (8,223 | ) | ||||||||||||||||
Sales and marketing | — | (1,496 | ) | (260 | ) | (188 | ) | — | (1,944 | ) | ||||||||||||||
General and administrative | — | (3,246 | ) | (56 | ) | — | — | (3,302 | ) | |||||||||||||||
Other | — | (16 | ) | — | (171 | ) | — | (187 | ) | |||||||||||||||
— | (21,800 | ) | (4,136 | ) | (2,428 | ) | 110 | (28,254 | ) | |||||||||||||||
Income from subsidiaries | 228,383 | 11,536 | — | — | (239,919 | ) | — | |||||||||||||||||
Operating income (loss) | 228,383 | 8,753 | 180 | (81 | ) | (239,919 | ) | (2,684 | ) | |||||||||||||||
Interest expense, net of amounts capitalized | — | (2,407 | ) | — | (100 | ) | — | (2,507 | ) | |||||||||||||||
Other income (expense), net | — | 266 | (25 | ) | (11 | ) | — | 230 | ||||||||||||||||
Income (loss) before reorganization items and provision for income taxes | 228,383 | 6,612 | 155 | (192 | ) | (239,919 | ) | (4,961 | ) | |||||||||||||||
Reorganization items | — | 221,796 | (1 | ) | 11,663 | — | 233,458 | |||||||||||||||||
Income before provision for income taxes | 228,383 | 228,408 | 154 | 11,471 | (239,919 | ) | 228,497 | |||||||||||||||||
Provision for income taxes | — | — | — | — | — | — | ||||||||||||||||||
Net income | 228,383 | 228,408 | 154 | 11,471 | (239,919 | ) | 228,497 | |||||||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | — | (114 | ) | — | (114 | ) | ||||||||||||||||
Net income attributable to William Lyon Homes | $ | 228,383 | $ | 228,408 | $ | 154 | $ | 11,357 | $ | (239,919 | ) | $ | 228,383 | |||||||||||
Consolidating Statement of Cash Flows | CONSOLIDATING STATEMENT OF CASH FLOWS | |||||||||||||||||||||||
Year Ended December 31, 2014 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | (97,110 | ) | $ | 369,750 | $ | (510,806 | ) | $ | (19,104 | ) | $ | 97,110 | $ | (160,160 | ) | ||||||||
Investing activities | ||||||||||||||||||||||||
Investment in joint ventures | — | — | (500 | ) | — | — | (500 | ) | ||||||||||||||||
Distributions from unconsolidated joint ventures | — | — | 353 | — | — | 353 | ||||||||||||||||||
Cash paid for acquisitions, net | — | (439,040 | ) | (53,378 | ) | — | — | (492,418 | ) | |||||||||||||||
Purchases of property and equipment | — | (1,826 | ) | (267 | ) | 15 | — | (2,078 | ) | |||||||||||||||
Investments in subsidiaries | — | 57,515 | 574,125 | — | (631,640 | ) | — | |||||||||||||||||
Net cash (used in) provided by investing activities | — | (383,351 | ) | 520,333 | 15 | (631,640 | ) | (494,643 | ) | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | — | — | 95,227 | — | 95,227 | ||||||||||||||||||
Principal payments on notes payable | — | (11,898 | ) | (4,012 | ) | (80,555 | ) | — | (96,465 | ) | ||||||||||||||
Proceeds from issuance of 5 3/4% Senior Notes | — | 150,000 | — | — | — | 150,000 | ||||||||||||||||||
Proceeds from issurance of 7 % Senior Notes | — | 300,000 | — | — | — | 300,000 | ||||||||||||||||||
Proceeds from issuance of bridge loan | — | 120,000 | — | — | — | 120,000 | ||||||||||||||||||
Payments on bridge loan | — | (120,000 | ) | — | — | — | (120,000 | ) | ||||||||||||||||
Proceeds from borrowings on Revolver | — | 20,000 | — | — | — | 20,000 | ||||||||||||||||||
Payments on Revolver | — | (20,000 | ) | — | — | — | (20,000 | ) | ||||||||||||||||
Issuance of TEUs - Purchase Contracts, net of offering costs | — | 94,284 | — | — | — | 94,284 | ||||||||||||||||||
Offering costs related to issuance of TEUs | — | (3,830 | ) | — | — | — | (3,830 | ) | ||||||||||||||||
Issuance of TEUs - Subordinated amortizing notes | — | 20,717 | — | — | — | 20,717 | ||||||||||||||||||
Proceeds from stock options exercised | — | 285 | — | — | — | 285 | ||||||||||||||||||
Offering costs related to issuance of common stock | — | (105 | ) | — | — | — | (105 | ) | ||||||||||||||||
Purchase of common stock | — | (1,774 | ) | — | — | — | (1,774 | ) | ||||||||||||||||
Excess income tax benefit from stock based awards | — | 1,866 | — | — | — | 1,866 | ||||||||||||||||||
Payments of deferred loan costs | (19,018 | ) | — | — | (19,018 | ) | ||||||||||||||||||
Noncontrolling interest contributions | — | — | — | 22,041 | — | 22,041 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (27,326 | ) | — | (27,326 | ) | ||||||||||||||||
Advances to affiliates | — | — | (99 | ) | (49,825 | ) | 49,924 | — | ||||||||||||||||
Intercompany receivables/payables | 97,110 | (634,980 | ) | (4,871 | ) | 58,135 | 484,606 | — | ||||||||||||||||
Net cash provided (used in) by financing activities | 97,110 | (104,453 | ) | (8,982 | ) | 17,697 | 534,530 | 535,902 | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | (118,054 | ) | 545 | (1,392 | ) | — | (118,901 | ) | |||||||||||||||
Cash and cash equivalents at beginning of period | — | 166,516 | 28 | 5,128 | — | 171,672 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 48,462 | $ | 573 | $ | 3,736 | $ | — | $ | 52,771 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Year Ended December 31, 2013 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (164,848 | ) | $ | 15,759 | $ | (25,445 | ) | $ | — | $ | (174,534 | ) | |||||||||
Investing activities | ||||||||||||||||||||||||
Purchases of property and equipment | — | (3,651 | ) | (104 | ) | 1 | — | (3,754 | ) | |||||||||||||||
Investments in subsidiaries | — | 35,574 | — | — | (35,574 | ) | — | |||||||||||||||||
Net cash provided by (used in) investing activities | — | 31,923 | (104 | ) | 1 | (35,574 | ) | (3,754 | ) | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | 18,969 | 1,762 | 52,879 | — | 73,610 | ||||||||||||||||||
Principal payments on notes payable | — | (30,735 | ) | — | (34,302 | ) | — | (65,037 | ) | |||||||||||||||
Proceeds from issurance of 8 1/2% Senior Notes | — | 106,500 | — | — | — | 106,500 | ||||||||||||||||||
Proceeds from issuance of common stock | — | 179,438 | — | — | — | 179,438 | ||||||||||||||||||
Offering costs related to issuance of common stock | — | (15,753 | ) | — | — | — | (15,753 | ) | ||||||||||||||||
Payment of deferred loan costs | — | (4,060 | ) | — | — | — | (4,060 | ) | ||||||||||||||||
Payment of preferred stock dividends | — | (2,550 | ) | — | — | — | (2,550 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 37,184 | — | 37,184 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (30,447 | ) | — | (30,447 | ) | ||||||||||||||||
Advances to affiliates | — | — | 362 | (17,914 | ) | 17,552 | — | |||||||||||||||||
Intercompany receivables/payables | — | (21,744 | ) | (17,816 | ) | 21,538 | 18,022 | — | ||||||||||||||||
Net cash provided (used in) by financing activities | — | 230,065 | (15,692 | ) | 28,938 | 35,574 | 278,885 | |||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 97,140 | (37 | ) | 3,494 | — | 100,597 | |||||||||||||||||
Cash and cash equivalents at beginning of period | — | 69,376 | 65 | 1,634 | — | 71,075 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 166,516 | $ | 28 | $ | 5,128 | $ | — | $ | 171,672 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 (Successor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (72,014 | ) | $ | 3,579 | $ | 118,428 | $ | — | $ | 49,993 | |||||||||||
Investing activities | ||||||||||||||||||||||||
Cash paid for acquisitions, net | — | (33,201 | ) | — | — | — | (33,201 | ) | ||||||||||||||||
Purchases of property and equipment | — | (271 | ) | (20 | ) | (21 | ) | — | (312 | ) | ||||||||||||||
Investments in subsidiaries | — | (84,828 | ) | — | — | 84,828 | — | |||||||||||||||||
Net cash used in investing activities | — | (118,300 | ) | (20 | ) | (21 | ) | 84,828 | (33,513 | ) | ||||||||||||||
Financing activities | ||||||||||||||||||||||||
Proceeds from borrowings on notes payable | — | 7,809 | — | 5,439 | — | 13,248 | ||||||||||||||||||
Principal payments on notes payable | — | (3,994 | ) | — | (69,682 | ) | — | (73,676 | ) | |||||||||||||||
Proceeds from issurance of 8 1/2% Senior Notes | — | 325,000 | — | — | — | 325,000 | ||||||||||||||||||
Principal payments on Senior Secured Term Loan | — | (235,000 | ) | — | — | — | (235,000 | ) | ||||||||||||||||
Principal payments on Senior Subordinated Secured Notes | — | (75,916 | ) | — | — | — | (75,916 | ) | ||||||||||||||||
Proceeds from issuance of convertible preferred stock | — | 14,000 | — | — | — | 14,000 | ||||||||||||||||||
Proceeds from issuance of common stock | — | 16,000 | — | — | — | 16,000 | ||||||||||||||||||
Payment of deferred loan costs | — | (7,181 | ) | — | — | — | (7,181 | ) | ||||||||||||||||
Payment of preferred stock dividends | — | (1,721 | ) | — | — | — | (1,721 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 15,313 | — | 15,313 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (16,004 | ) | — | (16,004 | ) | ||||||||||||||||
Advances to affiliates | — | — | 3 | 78,817 | (78,820 | ) | — | |||||||||||||||||
Intercompany receivables/payables | — | 144,535 | (3,549 | ) | (134,978 | ) | (6,008 | ) | — | |||||||||||||||
Net cash provided (used in) by financing activities | — | 183,532 | (3,546 | ) | (121,095 | ) | (84,828 | ) | (25,937 | ) | ||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | (6,782 | ) | 13 | (2,688 | ) | — | (9,457 | ) | |||||||||||||||
Cash and cash equivalents at beginning of period | — | 76,158 | 52 | 4,322 | — | 80,532 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 69,376 | $ | 65 | $ | 1,634 | $ | — | $ | 71,075 | ||||||||||||
CONSOLIDATING STATEMENT OF CASH FLOWS | ||||||||||||||||||||||||
Period from January 1, 2012 through | ||||||||||||||||||||||||
February 24, 2012 (Predecessor) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Unconsolidated | ||||||||||||||||||||||||
Delaware | California | Guarantor | Non-Guarantor | Eliminating | Consolidated | |||||||||||||||||||
Lyon | Lyon | Subsidiaries | Subsidiaries | Entries | Company | |||||||||||||||||||
Operating activities | ||||||||||||||||||||||||
Net cash (used in) provided by operating activities | $ | — | $ | (13,638 | ) | $ | 181 | $ | (3,864 | ) | $ | — | $ | (17,321 | ) | |||||||||
Investing activities | ||||||||||||||||||||||||
Purchases of property and equipment | — | (419 | ) | (3 | ) | 422 | — | — | ||||||||||||||||
Investments in subsidiaries | — | 183 | — | — | (183 | ) | — | |||||||||||||||||
Net cash (used in) provided by investing activities | — | (236 | ) | (3 | ) | 422 | (183 | ) | — | |||||||||||||||
Financing activities | ||||||||||||||||||||||||
Principal payments on notes payable | — | (116 | ) | — | (500 | ) | — | (616 | ) | |||||||||||||||
Proceeds from reorganization | — | 30,971 | — | — | — | 30,971 | ||||||||||||||||||
Proceeds from issuance of convertible preferred stock | — | 50,000 | — | — | — | 50,000 | ||||||||||||||||||
Proceeds from debtor in possession financing | — | 5,000 | — | — | — | 5,000 | ||||||||||||||||||
Principal payment of debtor in possession financing | — | (5,000 | ) | — | — | — | (5,000 | ) | ||||||||||||||||
Payment of deferred loan costs | — | (2,491 | ) | — | — | — | (2,491 | ) | ||||||||||||||||
Noncontrolling interest contributions | — | — | — | 1,825 | — | 1,825 | ||||||||||||||||||
Noncontrolling interest distributions | — | — | — | (1,897 | ) | — | (1,897 | ) | ||||||||||||||||
Advances to affiliates | — | — | — | (4 | ) | 4 | — | |||||||||||||||||
Intercompany receivables/payables | — | (2,665 | ) | (173 | ) | 2,659 | 179 | — | ||||||||||||||||
Net cash provided by (used in) financing activities | — | 75,699 | (173 | ) | 2,083 | 183 | 77,792 | |||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 61,825 | 5 | (1,359 | ) | — | 60,471 | |||||||||||||||||
Cash and cash equivalents at beginning of period | — | 14,333 | 47 | 5,681 | — | 20,061 | ||||||||||||||||||
Cash and cash equivalents at end of period | $ | — | $ | 76,158 | $ | 52 | $ | 4,322 | $ | — | $ | 80,532 | ||||||||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Schedule of Estimated Fair Values of Financial Instruments | The estimated fair values of financial instruments are as follows (in thousands): | |||||||||||||||
31-Dec-14 | 31-Dec-13 | |||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||||
Amount | Value | Amount | Value | |||||||||||||
Financial liabilities: | ||||||||||||||||
Notes payable | $ | 39,235 | $ | 39,235 | $ | 38,060 | $ | 38,060 | ||||||||
Subordinated amortizing notes | 20,717 | 20,717 | — | — | ||||||||||||
5 3/4% Senior Notes due 2019 | 150,000 | 149,250 | — | — | ||||||||||||
8 1/2% Senior Notes due 2020 | 430,149 | 462,410 | 431,295 | 466,877 | ||||||||||||
7% Senior Notes due 2022 | 300,000 | 300,750 | — | — | ||||||||||||
Schedule of Reconciliation of Beginning and Ending Balance of Level 3 Fair Value Measurements | The following table represents a reconciliation of the beginning and ending balance for the Company’s Level 3 fair value measurements: | |||||||||||||||
Notes | Subordinated Amortizing Notes | |||||||||||||||
Payable | ||||||||||||||||
(in thousands) | ||||||||||||||||
Fair Value at December 31, 2012 | $ | 13,248 | $ | — | ||||||||||||
Repayments of principal (1) | (65,037 | ) | — | |||||||||||||
Borrowings of principal (2) | 89,849 | — | ||||||||||||||
Fair Value at December 31, 2013 | 38,060 | — | ||||||||||||||
Repayments of principal (1) | (96,464 | ) | — | |||||||||||||
Borrowings of principal (2) | 97,639 | 20,717 | ||||||||||||||
Fair Value at December 31, 2014 | $ | 39,235 | $ | 20,717 | ||||||||||||
-1 | Represents the actual amount of principal repaid | |||||||||||||||
-2 | Represents the actual amount of principal borrowed |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Summary of (Provision) Benefit from Income Taxes | The following summarizes the (provision) benefit from income taxes (in thousands): | |||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, | Year Ended December 31, | Period from | Period from | |||||||||||||
February 25 | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2014 | 2013 | 2012 | 2012 | |||||||||||||
Current | ||||||||||||||||
Federal | $ | (13,284 | ) | $ | (12,156 | ) | $ | — | $ | — | ||||||
State | (2,691 | ) | (1,132 | ) | (11 | ) | — | |||||||||
Deferred | ||||||||||||||||
Federal | (4,748 | ) | 74,000 | — | — | |||||||||||
State | (3,074 | ) | 21,590 | — | — | |||||||||||
$ | (23,797 | ) | $ | 82,302 | $ | (11 | ) | $ | — | |||||||
Schedule of Difference in Income Taxes from Amounts Computed by Applying Federal Statutory Rates | Income taxes differ from the amounts computed by applying the applicable federal statutory rates due to the following (in thousands): | |||||||||||||||
Successor | Predecessor | |||||||||||||||
Year Ended December 31, | Year Ended December 31, | Period from | Period from | |||||||||||||
February 25 | 1-Jan | |||||||||||||||
through | through | |||||||||||||||
December 31, | February 24, | |||||||||||||||
2014 | 2013 | 2012 | 2012 | |||||||||||||
(Provision) benefit for federal income taxes at the statutory rate | $ | (27,413 | ) | $ | (18,656 | ) | $ | 3,098 | $ | (79,935 | ) | |||||
Increases/(decreases) in tax resulting from: | ||||||||||||||||
Provision for state income taxes, net of federal income tax benefits | (3,784 | ) | 13,297 | (7 | ) | — | ||||||||||
Change in valuation allowance | 1,629 | 153,526 | (2,195 | ) | (14,991 | ) | ||||||||||
Nondeductible items-reorganization costs | — | — | (709 | ) | 94,925 | |||||||||||
Nondeductible items-other | 2,127 | 513 | (194 | ) | (3 | ) | ||||||||||
Non-controlling interests | 3,465 | 2,265 | — | — | ||||||||||||
Cancellation of indebtedness attribute reduction | (4 | ) | (70,993 | ) | — | — | ||||||||||
Other, net (1) | 183 | 2,350 | (4 | ) | 4 | |||||||||||
$ | (23,797 | ) | $ | 82,302 | $ | (11 | ) | $ | — | |||||||
(1) Consists primarily of amounts relating to recognized built-in losses that will expire unused due to limitations under IRC §382 and return to provision true-ups. | ||||||||||||||||
Summary of Temporary Differences Giving Rise to Deferred Income Taxes | Temporary differences giving rise to deferred income taxes consist of the following (in thousands): | |||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Deferred tax assets | ||||||||||||||||
Impairment and other reserves | $ | 65,063 | $ | 79,454 | ||||||||||||
Compensation deductible for tax purposes when paid | 9,130 | 4,588 | ||||||||||||||
Goodwill and other intangibles | 2,582 | 2,176 | ||||||||||||||
AMT credit carryover | 1,384 | 1,384 | ||||||||||||||
Unused recognized built-in loss | 27,645 | 25,914 | ||||||||||||||
Net operating loss | 1,776 | 3,545 | ||||||||||||||
Valuation allowance | (1,626 | ) | (3,959 | ) | ||||||||||||
Other | 1,556 | 1,126 | ||||||||||||||
107,510 | 114,228 | |||||||||||||||
Deferred tax liabilities | ||||||||||||||||
Effect of book/tax differences for joint ventures | (2,974 | ) | (6,077 | ) | ||||||||||||
Effect of book/tax differences for capitalized interest/general and administrative | (13,203 | ) | (9,260 | ) | ||||||||||||
Fixed assets and intangibles | (2,104 | ) | (2,518 | ) | ||||||||||||
Other | (1,190 | ) | (793 | ) | ||||||||||||
(19,471 | ) | (18,648 | ) | |||||||||||||
Total deferred tax assets, net | $ | 88,039 | $ | 95,580 | ||||||||||||
Income_Loss_Per_Common_Share_T
Income (Loss) Per Common Share (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Summary of Basic and Diluted (Loss) Income Per Common Share | Basic and diluted income (loss) per common share for the year ended December 31, 2014, the year ended December 31, 2013, the period from February 25, 2012 through December 31, 2012, and the period from January 1, 2012 through February 24, 2012 were calculated as follows (in thousands, except number of shares and per share amounts): | ||||||||||||||||
Successor | Predecessor | ||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | Period from | ||||||||||||||
February 25 | January 1 | ||||||||||||||||
through | through | ||||||||||||||||
December 31, | February 24, | ||||||||||||||||
2012 | 2012 | ||||||||||||||||
Basic weighted average number of shares outstanding | 31,753,110 | 24,736,841 | 12,489,435 | 1,000 | |||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Preferred shares, stock options, and warrants (1) | 1,424,272 | 1,059,356 | — | — | |||||||||||||
Tangible Equity Units | 58,961 | — | — | — | |||||||||||||
Diluted average shares outstanding | 33,236,343 | 25,796,197 | 12,489,435 | 1,000 | |||||||||||||
Net income (loss) available to common stockholders | $ | 44,625 | $ | 127,604 | $ | (11,602 | ) | $ | 228,383 | ||||||||
Basic income (loss) per common share | $ | 1.41 | $ | 5.16 | $ | (0.93 | ) | $ | 228,383 | ||||||||
Dilutive income (loss) per common share | $ | 1.34 | $ | 4.95 | $ | (0.93 | ) | $ | 228,383 | ||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | |||||||||||||||||
Preferred shares | N/A | N/A | 8,242,731 | N/A | |||||||||||||
Vested stock options | N/A | N/A | 384,428 | N/A | |||||||||||||
Unvested stock options | N/A | N/A | 192,214 | N/A | |||||||||||||
Warrants | N/A | N/A | 1,907,551 | N/A | |||||||||||||
-1 | For periods with a net loss, all potentially dilutive shares related to the preferred shares, options to acquire common stock, and warrants were excluded from the diluted loss per common share calculations because the effect of their inclusion would be antidilutive, or would decrease the reported loss per common share. |
Stock_Based_Compensation_Table
Stock Based Compensation (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||||||||
Summary of Weighted-Average Assumptions for Fair Value of Employee Options Granted | The fair value of each employee option awarded was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted-average assumptions. | |||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from | ||||||||||||||||||||||||
February 25, 2012 | ||||||||||||||||||||||||||
through December 31, 2012 | ||||||||||||||||||||||||||
Expected dividend yield | N/A | N/A | — | % | ||||||||||||||||||||||
Risk-free interest rate | N/A | N/A | 0.55 | % | ||||||||||||||||||||||
Expected volatility | N/A | N/A | 79 | % | ||||||||||||||||||||||
Expected life (in years) | N/A | N/A | 4.73 | |||||||||||||||||||||||
Summary of Stock Option Activity | Stock option activity under the Plan for the years ended December 31, 2014, December 31, 2013 and during the period from February 25, 2012 through December 31, 2012 was as follows (there is no activity in prior periods as the options were granted in the fourth quarter of 2012): | |||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from February 25, 2012 through | ||||||||||||||||||||||||
December 31, 2012 | ||||||||||||||||||||||||||
Options | Weighted Average Exercise Price | Options | Weighted | Options | Weighted | |||||||||||||||||||||
Average | Average | |||||||||||||||||||||||||
Exercise | Exercise | |||||||||||||||||||||||||
Price | Price | |||||||||||||||||||||||||
Options outstanding at beginning of year | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | — | N/A | ||||||||||||||||||
Granted (1) | — | N/A | — | N/A | 576,651 | $ | 8.66 | |||||||||||||||||||
Exercised | (157,413 | ) | 8.66 | — | N/A | — | N/A | |||||||||||||||||||
Canceled | — | N/A | — | N/A | — | N/A | ||||||||||||||||||||
Options outstanding at end of year | 419,238 | $ | 8.66 | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | |||||||||||||||||
Options vested and expected to vest | 419,238 | $ | 8.66 | 576,651 | $ | 8.66 | 576,651 | $ | 8.66 | |||||||||||||||||
Options exercisable at end of year (2) | 419,238 | $ | 8.66 | 480,571 | $ | 8.66 | 384,441 | $ | 8.66 | |||||||||||||||||
Price range of options exercised | $ | 8.66 | N/A | N/A | ||||||||||||||||||||||
Price range of options outstanding | $ | 8.66 | $ | 8.66 | $ | 8.66 | ||||||||||||||||||||
-1 | The weighted average grant date fair value of the stock options was $5.28 | |||||||||||||||||||||||||
-2 | The fair value of shares vested during the years ended December 31, 2014 and 2013, and the period from February 25, 2012 through December 31, 2012 was $1.2 million, $1.4 million and $2.0 million, respectively. | |||||||||||||||||||||||||
Summary of Stock Options Outstanding and Exercisable | The following table summarizes information about stock options granted to executives, directors, and non-executives that are outstanding and exercisable at December 31, 2014: | |||||||||||||||||||||||||
Outstanding and exercisable | ||||||||||||||||||||||||||
Exercise Price | Number of Shares | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value | |||||||||||||||||||||||
$ | 8.66 | 419,238 | 2.2 | $ | 4,867,353 | |||||||||||||||||||||
Summary of Stock Options Granted that are Exercisable | The following table summarizes information associated with stock options granted to executives, directors, and non-executives that are exercisable at December 31, 2014 and December 31, 2013: | |||||||||||||||||||||||||
As of December 31, 2014 | As of December 31, 2013 | |||||||||||||||||||||||||
Number of | Weighted | Weighted | Aggregate | Number of | Weighted | Weighted | Aggregate | |||||||||||||||||||
Shares | Average | Average | Intrinsic | Shares | Average | Average | Intrinsic | |||||||||||||||||||
Exercise | Remaining | Value | Exercise | Remaining | Value | |||||||||||||||||||||
Price | Contractual | Price | Contractual | |||||||||||||||||||||||
Life (in years) | Life (in years) | |||||||||||||||||||||||||
Executives | 397,430 | $ | 8.66 | 450,637 | $ | 8.66 | ||||||||||||||||||||
Directors | — | N/A | — | N/A | ||||||||||||||||||||||
Non-Executives | 21,808 | $ | 8.66 | 29,934 | $ | 8.66 | ||||||||||||||||||||
Total | 419,238 | $ | 8.66 | 2.2 | $ | 4,867,353 | 480,571 | $ | 8.66 | 3.2 | $ | 7,773,255 | ||||||||||||||
Restricted Stock [Member] | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||||||||
Summary of Restricted Shares Activity | During the years ended December 31, 2014, December 31, 2013 and the period from February 25, 2012, through December 31, 2012, the Company had the following activity relating to grants of restricted common stock: | |||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | Period from February 25, 2012 | ||||||||||||||||||||||||
through December 31, 2012 | ||||||||||||||||||||||||||
Number of Shares | Weighted Average Grant Date Fair Value | Number of | Weighted | Number of | Weighted | |||||||||||||||||||||
Shares | Average Grant | Shares | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | |||||||||||||||||||||||||
Non-vested shares at beginning of year | 99,661 | $ | 11.49 | 109,850 | $ | 8.66 | — | N/A | ||||||||||||||||||
Granted | 79,575 | 27.7 | 79,509 | 14.56 | 302,944 | $ | 8.66 | |||||||||||||||||||
Vested | (99,901 | ) | 13.81 | (89,698 | ) | 10.74 | (193,094 | ) | 8.66 | |||||||||||||||||
Canceled | — | N/A | — | N/A | — | N/A | ||||||||||||||||||||
Non-vested shares at end of year | 79,335 | $ | 24.84 | 99,661 | $ | 11.49 | 109,850 | $ | 8.66 | |||||||||||||||||
Performance Based Restricted Stock [Member] | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||||||||
Summary of Restricted Shares Activity | During the year ended December 31, 2014 the Company had the following activity relating to grants of performance based restricted common stock: | |||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | |||||||||||||||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||||||||||||||
Shares | Average Grant | Shares | Average Grant | |||||||||||||||||||||||
Date Fair Value | Date Fair Value | |||||||||||||||||||||||||
Non-vested shares at beginning of year | 291,450 | $ | 14.03 | — | $ | — | ||||||||||||||||||||
Granted | 312,551 | 29.94 | 291,450 | 14.03 | ||||||||||||||||||||||
Vested | (97,155 | ) | 14.03 | — | — | |||||||||||||||||||||
Canceled | — | N/A | — | — | ||||||||||||||||||||||
Non-vested shares at end of year | 506,846 | $ | 23.84 | $ | 291,450 | $ | 14.03 | |||||||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Schedule of Future Minimum Payments Under Non-Cancelable Operating Leases | The table below shows the future minimum payments under non-cancelable operating leases at December 31, 2014 (in thousands). | |||||||
Year Ending December 31 | ||||||||
2015 | $ | 2,185 | ||||||
2016 | 1,871 | |||||||
2017 | 1,645 | |||||||
2018 | 1,619 | |||||||
2019 | 1,235 | |||||||
Thereafter | 2,124 | |||||||
Total | $ | 10,679 | ||||||
Summary of Company's Land Banking Arrangements | Summary information with respect to the Company’s land banking arrangements is as follows as of the periods presented (dollars in thousands): | |||||||
December 31, | December 31, | |||||||
2014 | 2013 | |||||||
Total number of land banking projects | — | 1 | ||||||
Total number of lots | — | 610 | ||||||
Total purchase price | $ | — | $ | 161,465 | ||||
Balance of lots still under option and not purchased: | ||||||||
Number of lots | — | 65 | ||||||
Purchase price | $ | — | $ | 12,960 | ||||
Forfeited deposits if lots are not purchased | $ | — | $ | 9,210 | ||||
Unaudited_Summarized_Quarterly1
Unaudited Summarized Quarterly Financial Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Summarized Unaudited Quarterly Financial Information | Summarized unaudited quarterly financial information for the years ended December 31, 2014 and 2013 is as follows (in thousands except per share data): | |||||||||||||||
Three Months Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Home, lots, land, and other sales | $ | 140,299 | $ | 169,868 | $ | 196,305 | $ | 352,479 | ||||||||
Cost of homes, lots, land and other sales | (106,212 | ) | (129,626 | ) | (157,774 | ) | (285,448 | ) | ||||||||
Gross profit | 34,087 | 40,242 | 38,531 | 67,031 | ||||||||||||
Other income, costs and expenses, net | (22,745 | ) | (25,490 | ) | (30,909 | ) | (46,221 | ) | ||||||||
Net income | 11,342 | 14,752 | 7,622 | 20,810 | ||||||||||||
Net income available to common stockholders | $ | 8,697 | $ | 12,285 | $ | 5,638 | $ | 18,005 | ||||||||
Income per common share: | ||||||||||||||||
Basic | $ | 0.28 | $ | 0.39 | $ | 0.18 | $ | 0.54 | ||||||||
Diluted | $ | 0.27 | $ | 0.38 | $ | 0.17 | $ | 0.52 | ||||||||
Three Months Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Home, lots, land, and other sales | $ | 76,434 | $ | 123,896 | $ | 141,352 | $ | 198,320 | ||||||||
Cost of homes, lots, land and other sales | (63,328 | ) | (99,485 | ) | (107,957 | ) | (149,418 | ) | ||||||||
Gross profit | 13,106 | 24,411 | 33,395 | 48,902 | ||||||||||||
Other income, costs and expenses, net | (15,579 | ) | (15,331 | ) | (22,715 | ) | 69,414 | |||||||||
Net (loss) income | (2,473 | ) | 9,080 | 10,680 | 118,316 | |||||||||||
Net (loss) income available to common stockholders | $ | (3,522 | ) | $ | 6,850 | $ | 7,562 | $ | 116,714 | |||||||
(Loss) income per common share: | ||||||||||||||||
Basic | $ | (0.25 | ) | $ | 0.31 | $ | 0.24 | $ | 3.77 | |||||||
Diluted | $ | (0.25 | ) | $ | 0.29 | $ | 0.24 | $ | 3.64 | |||||||
Basis_of_Presentation_and_Sign3
Basis of Presentation and Significant Accounting Policies - Narrative (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
21-May-13 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Class of Stock [Line Items] | ||||
Proceeds from issuance of common stock, net | $163,700,000 | |||
Additional construction fee compensation | $3,900,000 | $4,200,000 | $0 | |
Minimum [Member] | ||||
Class of Stock [Line Items] | ||||
Percentage of home sale price reserved | 1.00% | |||
Percentage of revenue generated by contractual services | 3.00% | |||
Maximum [Member] | ||||
Class of Stock [Line Items] | ||||
Percentage of home sale price reserved | 1.25% | |||
Percentage of revenue generated by contractual services | 5.00% | |||
Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Issuance of common stock (in shares) | 10,005,000 | |||
Common stock public offering price (in USD per share) | $25 | |||
Reverse stock split | 1-for-8.25 reverse stock split | |||
Reverse stock split ratio | 0.1212 | |||
Common stock, shares outstanding (in shares) | 27,146,036 | 27,622,283 | 27,216,813 | |
Common Class B [Member] | ||||
Class of Stock [Line Items] | ||||
Reverse stock split | 1-for-8.25 reverse stock split | |||
Reverse stock split ratio | 0.1212 | |||
Common stock, shares outstanding (in shares) | 3,813,884 | 3,813,884 | 3,813,884 | |
Warrant [Member] | ||||
Class of Stock [Line Items] | ||||
Investment warrants expiration date | 24-Feb-22 | |||
Warrant [Member] | Minimum [Member] | ||||
Class of Stock [Line Items] | ||||
Class of warrant extended term period | 5 years | |||
Warrant [Member] | Maximum [Member] | ||||
Class of Stock [Line Items] | ||||
Class of warrant extended term period | 10 years | |||
Company [Member] | Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Issuance of common stock (in shares) | 7,177,500 | |||
Selling Stockholders [Member] | Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Issuance of common stock (in shares) | 2,827,500 |
Basis_of_Presentation_and_Sign4
Basis of Presentation and Significant Accounting Policies - Summary of Changes in Warranty Liability (Details) (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 |
Successor [Member] | ||||
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Warranty liability, beginning of period | $14,000 | $14,935 | $14,317 | |
Warranty provision during period | 2,877 | 9,601 | 5,641 | |
Warranty payments during period | -3,216 | -7,409 | -5,676 | |
Warranty charges related to construction services projects | 656 | 1,028 | 653 | |
Fresh start adjustment | 0 | 0 | 0 | |
Warranty liability, end of period | 14,317 | 18,155 | 14,935 | |
Predecessor [Member] | ||||
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Warranty liability, beginning of period | 14,314 | |||
Warranty provision during period | 272 | |||
Warranty payments during period | -845 | |||
Warranty charges related to construction services projects | 114 | |||
Fresh start adjustment | 145 | |||
Warranty liability, end of period | $14,000 |
Basis_of_Presentation_and_Sign5
Basis of Presentation and Significant Accounting Policies - Summary of Interest Activity (Details) (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 |
Successor [Member] | ||||
Schedule of Interest Expenses [Line Items] | ||||
Interest incurred | $30,526 | $65,560 | $31,875 | |
Less: Interest capitalized | -21,399 | -65,560 | -29,273 | |
Interest expense, net of amounts capitalized | 9,127 | 0 | 2,602 | |
Cash paid for interest | 26,560 | 46,779 | 29,769 | |
Predecessor [Member] | ||||
Schedule of Interest Expenses [Line Items] | ||||
Interest incurred | 7,145 | |||
Less: Interest capitalized | -4,638 | |||
Interest expense, net of amounts capitalized | 2,507 | |||
Cash paid for interest | $8,924 |
Acquisition_of_Polygon_Northwe2
Acquisition of Polygon Northwest Homes - Narrative (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 5 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 12, 2014 | Aug. 11, 2014 | Dec. 31, 2014 | |
segment | segment | segment | |||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of operating segments as a result of acquired business | 1 | 5 | |||||||||||
Total operating revenue | $352,479,000 | $196,305,000 | $169,868,000 | $140,299,000 | $198,320,000 | $141,352,000 | $123,896,000 | $76,434,000 | |||||
Goodwill | 60,887,000 | 14,209,000 | 60,887,000 | 14,209,000 | 60,887,000 | ||||||||
Polygon Northwest Homes [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash purchase price | 520,000,000 | ||||||||||||
Working capital adjustments | 28,000,000 | ||||||||||||
Additional consideration, partly subject to final adjustment | 4,300,000 | ||||||||||||
Number of operating segments as a result of acquired business | 6 | 2 | |||||||||||
Goodwill | 46,678,000 | ||||||||||||
7% Senior Notes Due 2022 [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | 7.00% | 7.00% | ||||||||
7% Senior Notes Due 2022 [Member] | Senior Notes [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Aggregate principal amount | 300,000,000 | 300,000,000 | 300,000,000 | 300,000,000 | |||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | 7.00% | |||||||||
Proceeds from land banking arrangements | 100,000,000 | ||||||||||||
Senior Unsecured Facility [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Senior note | 120,000,000 | ||||||||||||
Polygon Northwest Homes [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Total operating revenue | 132,300,000 | ||||||||||||
Income (loss) before (provision) benefit for income taxes | 12,000,000 | ||||||||||||
General and Administrative Expense [Member] | Polygon Northwest Homes [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Acquisition related costs | $5,800,000 | $5,800,000 | $5,800,000 |
Acquisition_of_Polygon_Northwe3
Acquisition of Polygon Northwest Homes - Schedule of Reconciliation of Consideration Transferred as of Acquisition Date (Details) (Polygon Northwest Homes [Member], USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Aug. 12, 2014 |
Polygon Northwest Homes [Member] | |
Business Acquisition [Line Items] | |
Purchase consideration | $552,252 |
Net proceeds received from Polygon inventory involved in land banking transactions | -59,834 |
Total consideration transferred | $492,418 |
Acquisition_of_Polygon_Northwe4
Acquisition of Polygon Northwest Homes - Summary of Preliminary Amounts of Acquired Assets and Liabilities Recorded at Fair Value (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 12, 2014 |
In Thousands, unless otherwise specified | |||
Assets Acquired | |||
Goodwill | $60,887 | $14,209 | |
Polygon Northwest Homes [Member] | |||
Assets Acquired | |||
Real estate inventories | 441,069 | ||
Goodwill | 46,678 | ||
Intangible asset - brand name | 6,700 | ||
Joint venture in mortgage business | 2,000 | ||
Other | 545 | ||
Total Assets | 496,992 | ||
Liabilities Assumed | |||
Accounts payable | 603 | ||
Accrued expenses | 3,971 | ||
Total liabilities | 4,574 | ||
Net assets acquired | $492,418 |
Acquisition_of_Polygon_Northwe5
Acquisition of Polygon Northwest Homes - Summary of Unaudited Pro Forma Amounts (Details) (Polygon Northwest Homes [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Polygon Northwest Homes [Member] | ||
Business Acquisition [Line Items] | ||
Operating revenues | $1,048,600 | $864,400 |
Net income available to common stockholders | $53,400 | $141,100 |
Income per share - basic (in USD per share) | $1.68 | $5.70 |
Income per share - diluted (in USD per share) | $1.61 | $5.47 |
Reorganization_Items_Summary_o
Reorganization Items - Summary of Reorganization Items (Details) (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 |
Successor [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Cancellation of debt | $0 | $0 | $0 | |
Plan implementation and fresh start valuation adjustments | 0 | 0 | 0 | |
Professional fees | -2,525 | 0 | -464 | |
Write-off of old notes deferred loan costs | 0 | 0 | 0 | |
Total reorganization items, net | -2,525 | 0 | -464 | |
Predecessor [Member] | ||||
Fresh-Start Adjustment [Line Items] | ||||
Cancellation of debt | 298,831 | |||
Plan implementation and fresh start valuation adjustments | -49,302 | |||
Professional fees | -7,813 | |||
Write-off of old notes deferred loan costs | -8,258 | |||
Total reorganization items, net | $233,458 |
Variable_Interest_Entities_and1
Variable Interest Entities and Noncontrolling Interests - Narrative (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
joint_venture | joint_venture | |
Noncontrolling Interest [Line Items] | ||
Number of joint ventures | 6 | 3 |
Percentage of profits and cash flows receivable from joint ventures | 50.00% | |
Number of joint ventures formed | 3 | 2 |
Consolidated variable interest entities, assets | $88.10 | $66.40 |
Consolidated variable interest entities, liabilities | 45 | 27.1 |
Cash [Member] | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | 3.3 | 4.7 |
Real Estate [Member] | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | $81.30 | $56.80 |
Segment_Information_Narrative_
Segment Information - Narrative (Details) | 12 Months Ended | 0 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Aug. 12, 2014 | |
segment | segment | segment | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | 1 | 5 | |
Polygon Northwest Homes [Member] | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | 6 | 2 |
Segment_Information_Summary_of
Segment Information - Summary of Segment Financial Information Relating to Operations (Details) (USD $) | 3 Months Ended | 10 Months Ended | 12 Months Ended | 2 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 | ||||
Operating revenue: | ||||||||||||||||
Total operating revenue | $352,479 | $196,305 | $169,868 | $140,299 | $198,320 | $141,352 | $123,896 | $76,434 | ||||||||
Successor [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 372,760 | 896,679 | 572,535 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | -6,850 | 78,323 | 53,301 | |||||||||||||
Successor [Member] | California [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 271,303 | [1] | 536,908 | [1] | 295,022 | [1] | ||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 19,524 | 84,379 | 50,052 | |||||||||||||
Successor [Member] | Arizona [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 58,714 | 59,195 | 129,089 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 2,073 | 6,112 | 17,861 | |||||||||||||
Successor [Member] | Nevada [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 37,307 | 121,815 | 78,148 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | -1,146 | 9,925 | 9,180 | |||||||||||||
Successor [Member] | Colorado [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 5,436 | 46,460 | 70,276 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 130 | -271 | 736 | |||||||||||||
Successor [Member] | Washington [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 0 | 65,886 | 0 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 0 | 6,483 | 0 | |||||||||||||
Successor [Member] | Oregon [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 0 | 66,415 | 0 | |||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 0 | 5,498 | 0 | |||||||||||||
Successor [Member] | Corporate [Member] | ||||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | -27,431 | -33,803 | -24,528 | |||||||||||||
Predecessor [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 25,570 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 228,497 | |||||||||||||||
Predecessor [Member] | California [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 18,773 | [1] | ||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | -12,936 | |||||||||||||||
Predecessor [Member] | Arizona [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 4,316 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 9,928 | |||||||||||||||
Predecessor [Member] | Nevada [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 2,481 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | -1,738 | |||||||||||||||
Predecessor [Member] | Colorado [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 0 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 0 | |||||||||||||||
Predecessor [Member] | Washington [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 0 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 0 | |||||||||||||||
Predecessor [Member] | Oregon [Member] | ||||||||||||||||
Operating revenue: | ||||||||||||||||
Total operating revenue | 0 | |||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | 0 | |||||||||||||||
Predecessor [Member] | Corporate [Member] | ||||||||||||||||
Income (loss) before (provision) benefit for income taxes: | ||||||||||||||||
Income (loss) before (provision) benefit from income taxes | $233,243 | |||||||||||||||
[1] | Operating revenue in the California segment includes construction services revenue. |
Segment_Information_Schedule_o
Segment Information - Schedule of Homebuilding Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Total assets: | ||||
Total assets | $1,674,427 | $1,010,411 | ||
Successor [Member] | ||||
Total assets: | ||||
Total assets | 1,674,427 | 1,010,411 | ||
Successor [Member] | California [Member] | ||||
Total assets: | ||||
Total assets | 572,900 | 419,668 | ||
Successor [Member] | Arizona [Member] | ||||
Total assets: | ||||
Total assets | 179,529 | 157,892 | ||
Successor [Member] | Nevada [Member] | ||||
Total assets: | ||||
Total assets | 135,358 | 85,695 | ||
Successor [Member] | Colorado [Member] | ||||
Total assets: | ||||
Total assets | 131,085 | 60,233 | ||
Successor [Member] | Washington [Member] | ||||
Total assets: | ||||
Total assets | 281,456 | 0 | ||
Successor [Member] | Oregon [Member] | ||||
Total assets: | ||||
Total assets | 200,761 | 0 | ||
Successor [Member] | Corporate [Member] | ||||
Total assets: | ||||
Total assets | $173,338 | [1] | $286,923 | [1] |
[1] | Comprised primarily of cash and cash equivalents, receivables, deferred loan costs, deferred income taxes, and other assets. |
Real_Estate_Inventories_Summar
Real Estate Inventories - Summary of Real Estate Inventories (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Real estate inventories owned: | ||||
Total | $1,404,639 | $671,790 | ||
Real estate inventories not owned: | ||||
Other land options contracts — land banking arrangement | 0 | 12,960 | ||
Successor [Member] | ||||
Real estate inventories owned: | ||||
Land deposits | 65,873 | 46,632 | ||
Land and land under development | 1,057,860 | 458,437 | ||
Homes completed and under construction | 225,496 | 144,736 | ||
Model homes | 55,410 | 21,985 | ||
Total | 1,404,639 | 671,790 | ||
Real estate inventories not owned: | ||||
Other land options contracts — land banking arrangement | $0 | [1] | $12,960 | [1] |
[1] | Represents the consolidation of a land banking arrangement which does not obligate the Company to purchase the lots, however, based on certain factors, the Company has determined it is economically compelled to purchase the lots in the land banking arrangement, which has been consolidated. Amounts are net of deposits. |
Real_Estate_Inventories_Narrat
Real Estate Inventories - Narrative (Details) (USD $) | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Inventory Disclosure [Abstract] | |||
Impairment loss on real estate assets | $0 | $0 | $0 |
Goodwill_Narrative_Details
Goodwill - Narrative (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 12, 2014 |
Goodwill [Line Items] | |||
Goodwill | $60,887,000 | $14,209,000 | |
Excess of enterprice value from emergence from bankruptcy over fair value of net tangible and identifiable intangible assets | 14,200,000 | 14,200,000 | |
Polygon Northwest Homes [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $46,678,000 |
Goodwill_Schedule_of_Goodwill_
Goodwill - Schedule of Goodwill by Operating Segment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill [Line Items] | ||
Total goodwill | $60,887 | $14,209 |
California [Member] | ||
Goodwill [Line Items] | ||
Total goodwill | 6,801 | 6,801 |
Arizona [Member] | ||
Goodwill [Line Items] | ||
Total goodwill | 5,951 | 5,951 |
Nevada [Member] | ||
Goodwill [Line Items] | ||
Total goodwill | 1,457 | 1,457 |
Washington [Member] | ||
Goodwill [Line Items] | ||
Total goodwill | 26,485 | 0 |
Oregon [Member] | ||
Goodwill [Line Items] | ||
Total goodwill | $20,193 | $0 |
Intangibles_Schedule_of_Carryi
Intangibles - Schedule of Carrying Value and Accumulated Amortization of Intangible Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | $17,077 | $10,377 |
Accumulated Amortization | -9,420 | -7,611 |
Net Carrying Amount | 7,657 | 2,766 |
Construction Management Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 4,640 | 4,640 |
Accumulated Amortization | -3,683 | -2,274 |
Net Carrying Amount | 957 | 2,366 |
Homes in Backlog [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 4,937 | 4,937 |
Accumulated Amortization | -4,937 | -4,937 |
Net Carrying Amount | 0 | 0 |
Joint Venture Management Fee Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 800 | 800 |
Accumulated Amortization | -800 | -400 |
Net Carrying Amount | 0 | 400 |
Brand Name [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 6,700 | 0 |
Accumulated Amortization | 0 | 0 |
Net Carrying Amount | $6,700 | $0 |
Intangibles_Narrative_Details
Intangibles - Narrative (Details) (USD $) | 2 Months Ended | 10 Months Ended | 12 Months Ended | |||
Feb. 24, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 12, 2014 | Dec. 07, 2012 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Amortization expense related to intangible assets | $0 | $5,800,000 | $1,800,000 | $1,900,000 | ||
Estimated fair value of intangible assets | 9,500,000 | |||||
Future intangible assets amortization expense | 1,000,000 | |||||
Weighted average remaining useful life of intangible assets (in months) | 6 months | |||||
Polygon Northwest Homes [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated fair value of intangible assets | 6,700,000 | |||||
Village Homes [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated fair value of intangible assets | $900,000 |
Senior_Notes_Secured_and_Subor2
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Senior Notes, Secured, and Subordinated Indebtedness (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Notes payable: | ||
Total notes payable | $39,235 | $38,060 |
Total Debt | 940,101 | 469,355 |
Senior Unsecured Facility [Member] | ||
Notes payable: | ||
Total Debt | 0 | 0 |
Senior Subordinated Secured Notes Due 2017 [Member] | ||
Notes payable: | ||
Total Debt | 20,717 | 0 |
5 3/4% Senior Notes Due 2019 [Member] | ||
Notes payable: | ||
Total Debt | 150,000 | 0 |
8 1/2% Senior Notes Due 2020 [Member] | ||
Notes payable: | ||
Total Debt | 430,149 | 431,295 |
7% Senior Notes Due 2022 [Member] | ||
Notes payable: | ||
Total Debt | 300,000 | 0 |
Construction Notes Payable [Member] | ||
Notes payable: | ||
Total notes payable | 38,688 | 24,198 |
Seller Financing [Member] | ||
Notes payable: | ||
Total notes payable | $547 | $13,862 |
Senior_Notes_Secured_and_Subor3
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Senior Notes, Secured, and Subordinated Indebtedness (Parenthetical) (Details) | 0 Months Ended | 12 Months Ended | ||||
Sep. 03, 2009 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Nov. 08, 2012 | Aug. 11, 2014 | |
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | 30-Sep-16 | |||||
5 3/4% Senior Notes Due 2019 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 5.75% | 5.75% | ||||
8 1/2% Senior Notes Due 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 8.50% | 8.50% | ||||
7% Senior Notes Due 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||
Senior Notes [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 5.75% | 5.75% | ||||
Debt instrument, maturity date | 15-Apr-19 | |||||
Senior Notes [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 8.50% | 8.50% | ||||
Debt instrument, maturity date | 15-Nov-20 | |||||
Senior Notes [Member] | 7% Senior Notes Due 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||
Debt instrument, maturity date | 15-Aug-22 |
Senior_Notes_Secured_and_Subor4
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Maturities of Notes Payable, Senior Unsecured Credit Facility, Subordinated Amortizing Notes and Senior Notes (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
2015 | $547,000 | ||
2016 | 15,716,000 | ||
2017 | 43,689,000 | ||
2018 | 0 | ||
2019 | 150,000,000 | ||
Thereafter | 725,000,000 | ||
Total Debt | 934,952,000 | ||
Notes payable | 39,235,000 | 38,060,000 | |
Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 72,600,000 | ||
Outstanding | 38,700,000 | ||
November 2014 Construction Notes Payable Due 2017 [Member] | Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 24,000,000 | [1] | |
Outstanding | 11,900,000 | [1] | |
Current Rate | 3.75% | [1] | |
November 2014 Construction Notes Payable Due 2017 [Member] | Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 22,000,000 | [1] | |
Outstanding | 11,100,000 | [1] | |
Current Rate | 3.75% | [1] | |
March 2014 Construction Notes Payable Due 2016 [Member] | Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 26,000,000 | [2] | |
Outstanding | 4,300,000 | [2] | |
Current Rate | 3.15% | [2] | |
December 2013 Construction Notes Payable Due 2016 [Member] | Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 18,600,000 | [2] | |
Outstanding | 11,400,000 | [2] | |
Current Rate | 4.25% | [2] | |
June 2013 Construction Notes Payable Due 2016 [Member] | Construction Notes Payable Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Notes payable | 28,000,000 | [3] | |
Outstanding | $0 | [3] | |
Current Rate | 4.00% | [3] | |
[1] | Loan bears interest at the prime rate +0.5% | ||
[2] | Loan bears interest at the Company's option of either LIBOR +3.0% or the prime rate +1.0%. | ||
[3] | Loan bears interest at the prime rate +0.5%, with a rate floor of 4.0%. |
Senior_Notes_Secured_and_Subor5
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Maturities of Notes Payable, Senior Unsecured Credit Facility, Subordinated Amortizing Notes and Senior Notes (Footnote) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
November 2014 Construction Notes Payable [Member] | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.50% |
March 2014 and December 2013 Construction Notes Payable [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.00% |
March 2014 and December 2013 Construction Notes Payable [Member] | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
June 2013 Construction Notes Payable [Member] | |
Debt Instrument [Line Items] | |
Interest rate floor | 4.00% |
June 2013 Construction Notes Payable [Member] | Prime Rate [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.50% |
Senior_Notes_Secured_and_Subor6
Senior Notes, Secured, and Subordinated Indebtedness - Narrative (Details) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Sep. 03, 2009 | Aug. 12, 2014 | Jul. 03, 2014 | Jul. 02, 2014 | Aug. 07, 2013 | Sep. 30, 2014 | Dec. 31, 2014 | Mar. 31, 2014 | Oct. 24, 2013 | Nov. 08, 2012 | Aug. 11, 2014 | Nov. 21, 2014 | Dec. 31, 2013 | Dec. 03, 2014 | |
land_acquisition | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, maturity date | 30-Sep-16 | |||||||||||||
Total notes payable | $39,235,000 | $38,060,000 | ||||||||||||
Long-term debt, gross | 940,101,000 | 469,355,000 | ||||||||||||
Senior Unsecured Facility [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Senior note | 120,000,000 | |||||||||||||
Variable rate basis | Eurodollar rate | |||||||||||||
Basis spread on variable rate | 1.00% | |||||||||||||
Margin increase | 0.50% | |||||||||||||
Maturity period | 1 year | |||||||||||||
Long-term debt, gross | 0 | 0 | ||||||||||||
Senior Subordinated Secured Notes Due 2017 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 5.50% | |||||||||||||
Initial principal amount of each amortizing note | 18.01 | |||||||||||||
Quarterly installment on each amortizing note | 1.625 | |||||||||||||
First installment payment per amortizing note | 1.8056 | |||||||||||||
Long-term debt, gross | 20,717,000 | 0 | ||||||||||||
5 3/4% Senior Notes Due 2019 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 5.75% | 5.75% | ||||||||||||
Long-term debt, gross | 150,000,000 | 0 | ||||||||||||
8 1/2% Senior Notes Due 2020 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 8.50% | 8.50% | ||||||||||||
Long-term debt, gross | 430,149,000 | 431,295,000 | ||||||||||||
7% Senior Notes Due 2022 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||||||||||
Long-term debt, gross | 300,000,000 | 0 | ||||||||||||
Revolving Credit Facility [Member] | Revolving Credit Facility Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Maximum borrowing capacity | 100,000,000 | |||||||||||||
Debt instrument, maturity date | 5-Aug-16 | |||||||||||||
Additional capacity under accordion feature | 125,000,000 | |||||||||||||
Sublimit for letters of credit | 50,000,000 | 50,000,000 | ||||||||||||
Maximum leverage ratio | 75.00% | 60.00% | ||||||||||||
Commitment fee | 0.50% | |||||||||||||
Letters of credit outstanding, amount | 4,000,000 | |||||||||||||
Seller Financing [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total notes payable | 547,000 | 13,862,000 | ||||||||||||
Number of land acquisitions | 2 | |||||||||||||
First Note Payable [Member] | Seller Financing [Member] | Seller Financing Notes Payable Maturing May 2015 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, maturity date | 15-May-15 | |||||||||||||
Total notes payable | 400,000 | |||||||||||||
Debt instrument interest rate | 7.00% | |||||||||||||
Second Note Payable [Member] | Seller Financing [Member] | Seller Financing Notes Payable Maturing January 2015 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total notes payable | 100,000 | |||||||||||||
Debt instrument interest rate | 4.00% | |||||||||||||
Senior Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt premium | 5,149 | |||||||||||||
Senior Notes [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, maturity date | 15-Apr-19 | |||||||||||||
Debt instrument interest rate | 5.75% | 5.75% | ||||||||||||
Principal amount | 150,000,000 | 150,000,000 | ||||||||||||
Percentage of issuance price on face value | 100.00% | |||||||||||||
Senior Notes [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, maturity date | 15-Nov-20 | |||||||||||||
Debt instrument interest rate | 8.50% | 8.50% | ||||||||||||
Senior note | 425,000,000 | 425,000,000 | ||||||||||||
Principal amount | 425,000,000 | 100,000,000 | 325,000,000 | |||||||||||
Percentage of issuance price on face value | 106.50% | 100.00% | ||||||||||||
Percentage of redemption price of principal amount | 100.00% | |||||||||||||
Proceeds from issuance of debt | 104,700,000 | |||||||||||||
Interest at an annual rate | 8.50% | |||||||||||||
First requisite repayment date | 15-May-13 | |||||||||||||
Debt instrument redemption date | 15-Nov-16 | |||||||||||||
Senior Notes [Member] | 7% Senior Notes Due 2022 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, maturity date | 15-Aug-22 | |||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | ||||||||||||
Principal amount | 300,000,000 | 300,000,000 | ||||||||||||
Percentage of issuance price on face value | 100.00% | |||||||||||||
Senior Notes [Member] | Secured Senior Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 10.25% | |||||||||||||
Principal amount | 235,000,000 | |||||||||||||
Senior Notes [Member] | Senior Subordinated Notes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument interest rate | 12.00% | |||||||||||||
Principal amount | 76,000,000 | |||||||||||||
Senior Notes [Member] | Project Debt [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Principal amount | $11,000,000 | |||||||||||||
Minimum [Member] | Senior Notes [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 30 days | |||||||||||||
Minimum [Member] | Senior Notes [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 30 days | |||||||||||||
Minimum [Member] | Senior Notes [Member] | 7% Senior Notes Due 2022 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 30 days | |||||||||||||
Maximum [Member] | Senior Notes [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 60 days | |||||||||||||
Maximum [Member] | Senior Notes [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 60 days | |||||||||||||
Maximum [Member] | Senior Notes [Member] | 7% Senior Notes Due 2022 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Notice period for redemption of notes (in days) | 60 days | |||||||||||||
California Lyon [Member] | Senior Notes [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of redemption price of principal amount | 100.00% | |||||||||||||
Maximum redemption percentage of aggregate principal amount | 35.00% | |||||||||||||
Percent redemption price | 105.75% | |||||||||||||
California Lyon [Member] | Senior Notes [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of redemption price of principal amount | 108.50% | |||||||||||||
Maximum redemption percentage of aggregate principal amount | 35.00% | |||||||||||||
California Lyon [Member] | Senior Notes [Member] | 7% Senior Notes Due 2022 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of redemption price of principal amount | 100.00% | |||||||||||||
Maximum redemption percentage of aggregate principal amount | 35.00% | |||||||||||||
Percent redemption price | 107.00% | |||||||||||||
William Lyon Homes [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Ownership rate | 100.00% | |||||||||||||
Tangible Equity Units [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Number of tangible equity units issued (in units) | 1,000,000 | 150,000 | ||||||||||||
Stated rate | 6.50% | |||||||||||||
Price per unit (in USD per unit) | $100 | |||||||||||||
Conversion premium | 17.50% |
Senior_Notes_Secured_and_Subor7
Senior Notes, Secured, and Subordinated Indebtedness - Summary of Senior Notes Redemption Prices Percentage (Details) (Senior Notes [Member]) | 12 Months Ended |
Dec. 31, 2014 | |
8 1/2% Senior Notes Due 2020 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
April 2016 [Member] | 5 3/4% Senior Notes Due 2019 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 104.31% |
October 2016 [Member] | 5 3/4% Senior Notes Due 2019 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 102.88% |
April 2017 [Member] | 5 3/4% Senior Notes Due 2019 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 101.44% |
April 2018 and Thereafter [Member] | 5 3/4% Senior Notes Due 2019 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
November 2016 [Member] | 8 1/2% Senior Notes Due 2020 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 104.25% |
November 2017 [Member] | 8 1/2% Senior Notes Due 2020 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 102.13% |
November 2018 and Thereafter [Member] | 8 1/2% Senior Notes Due 2020 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
August 2017 [Member] | 7% Senior Notes Due 2022 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 103.50% |
August 2018 [Member] | 7% Senior Notes Due 2022 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 101.75% |
August 2019 and Thereafter [Member] | 7% Senior Notes Due 2022 [Member] | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
Senior_Notes_Secured_and_Subor8
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Balance Sheet (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 24, 2012 | ||
In Thousands, unless otherwise specified | ||||||
ASSETS | ||||||
Cash and cash equivalents | $52,771 | $171,672 | ||||
Restricted cash | 504 | 854 | ||||
Receivables | 21,250 | 16,459 | ||||
Escrow proceeds receivable | 2,915 | 4,380 | ||||
Real estate inventories | ||||||
Owned | 1,404,639 | 671,790 | ||||
Not owned | 0 | 12,960 | ||||
Deferred loan costs | 15,988 | 9,575 | ||||
Goodwill | 60,887 | 14,209 | ||||
Deferred income taxes, net | 88,039 | 95,580 | ||||
Other assets, net | 19,777 | 10,166 | ||||
Total assets | 1,674,427 | 1,010,411 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 51,814 | 17,099 | ||||
Accrued expenses | 85,366 | 60,203 | ||||
Liabilities from inventories not owned | 0 | 12,960 | ||||
Notes payable | 39,235 | 38,060 | ||||
Long-term debt, gross | 940,101 | 469,355 | ||||
Intercompany payables | 0 | |||||
Total liabilities | 1,077,281 | 559,617 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | 569,915 | 428,179 | ||||
Noncontrolling interests | 27,231 | 22,615 | ||||
Total liabilities and equity | 1,674,427 | 1,010,411 | ||||
Senior Subordinated Secured Notes Due 2017 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 20,717 | 0 | ||||
5 3/4% Senior Notes Due 2019 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 150,000 | 0 | ||||
8 1/2% Senior Notes Due 2020 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 430,149 | 431,295 | ||||
7% Senior Notes Due 2022 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 300,000 | 0 | ||||
Successor [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 52,771 | 171,672 | 71,075 | 80,532 | ||
Restricted cash | 504 | 854 | ||||
Receivables | 21,250 | 16,459 | ||||
Escrow proceeds receivable | 2,915 | 4,380 | ||||
Real estate inventories | ||||||
Owned | 1,404,639 | 671,790 | ||||
Not owned | 0 | [1] | 12,960 | [1] | ||
Deferred loan costs | 15,988 | 9,575 | ||||
Goodwill | 60,887 | 14,209 | ||||
Intangibles | 7,657 | 2,766 | ||||
Deferred income taxes, net | 88,039 | 95,580 | ||||
Other assets, net | 19,777 | 10,166 | ||||
Investments in subsidiaries | 0 | 0 | ||||
Intercompany receivables | 0 | 0 | ||||
Total assets | 1,674,427 | 1,010,411 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 51,814 | 17,099 | ||||
Accrued expenses | 85,366 | 60,203 | ||||
Liabilities from inventories not owned | 12,960 | |||||
Notes payable | 39,235 | 38,060 | ||||
Intercompany payables | 0 | |||||
Total liabilities | 1,077,281 | 559,617 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | 569,915 | 428,179 | ||||
Noncontrolling interests | 27,231 | 22,615 | ||||
Total liabilities and equity | 1,674,427 | 1,010,411 | ||||
Successor [Member] | Delaware Lyon [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Restricted cash | 0 | 0 | ||||
Receivables | 0 | 0 | ||||
Escrow proceeds receivable | 0 | 0 | ||||
Real estate inventories | ||||||
Owned | 0 | 0 | ||||
Not owned | 0 | |||||
Deferred loan costs | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Intangibles | 0 | 0 | ||||
Deferred income taxes, net | 0 | 0 | ||||
Other assets, net | 0 | 0 | ||||
Investments in subsidiaries | 569,915 | 428,179 | ||||
Intercompany receivables | 0 | 0 | ||||
Total assets | 569,915 | 428,179 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 0 | 0 | ||||
Accrued expenses | 0 | 0 | ||||
Liabilities from inventories not owned | 0 | |||||
Notes payable | 0 | 0 | ||||
Intercompany payables | 0 | 0 | ||||
Total liabilities | 0 | 0 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | 569,915 | 428,179 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 569,915 | 428,179 | ||||
Successor [Member] | California Lyon [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 48,462 | 166,516 | 69,376 | 76,158 | ||
Restricted cash | 504 | 854 | ||||
Receivables | 16,783 | 11,429 | ||||
Escrow proceeds receivable | 613 | 4,313 | ||||
Real estate inventories | ||||||
Owned | 755,748 | 608,965 | ||||
Not owned | 12,960 | |||||
Deferred loan costs | 15,988 | 9,575 | ||||
Goodwill | 14,209 | 14,209 | ||||
Intangibles | 957 | 2,766 | ||||
Deferred income taxes, net | 88,039 | 95,580 | ||||
Other assets, net | 17,243 | 9,100 | ||||
Investments in subsidiaries | -35,961 | 9,975 | ||||
Intercompany receivables | 0 | 0 | ||||
Total assets | 922,585 | 946,242 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 28,792 | 12,489 | ||||
Accrued expenses | 76,664 | 59,375 | ||||
Liabilities from inventories not owned | 12,960 | |||||
Notes payable | 384 | 12,281 | ||||
Intercompany payables | 164,541 | 214,837 | ||||
Total liabilities | 1,171,247 | 743,237 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | -248,662 | 203,004 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 922,585 | 946,241 | ||||
Successor [Member] | Guarantor Subsidiaries [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 573 | 28 | 65 | 52 | ||
Restricted cash | 0 | 0 | ||||
Receivables | 878 | 5 | ||||
Escrow proceeds receivable | 2,302 | 67 | ||||
Real estate inventories | ||||||
Owned | 554,170 | 3,761 | ||||
Not owned | 0 | |||||
Deferred loan costs | 0 | 0 | ||||
Goodwill | 46,678 | 0 | ||||
Intangibles | 6,700 | 0 | ||||
Deferred income taxes, net | 0 | 0 | ||||
Other assets, net | 2,176 | 723 | ||||
Investments in subsidiaries | -574,129 | 0 | ||||
Intercompany receivables | 232,895 | 225,056 | ||||
Total assets | 272,243 | 229,640 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 19,023 | 1,959 | ||||
Accrued expenses | 8,610 | 744 | ||||
Liabilities from inventories not owned | 0 | |||||
Notes payable | 162 | 1,762 | ||||
Intercompany payables | 0 | 0 | ||||
Total liabilities | 27,795 | 4,465 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | 244,448 | 225,175 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | 272,243 | 229,640 | ||||
Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 3,736 | 5,128 | 1,634 | 4,322 | ||
Restricted cash | 0 | 0 | ||||
Receivables | 3,589 | 5,025 | ||||
Escrow proceeds receivable | 0 | 0 | ||||
Real estate inventories | ||||||
Owned | 94,721 | 59,064 | ||||
Deferred loan costs | 0 | |||||
Goodwill | 0 | |||||
Intangibles | 0 | |||||
Deferred income taxes, net | 0 | 0 | ||||
Other assets, net | 358 | 343 | ||||
Investments in subsidiaries | 0 | 0 | ||||
Intercompany receivables | 0 | -15 | ||||
Total assets | 102,404 | 69,545 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 3,999 | 2,651 | ||||
Accrued expenses | 92 | 84 | ||||
Liabilities from inventories not owned | 0 | |||||
Notes payable | 38,689 | 24,017 | ||||
Intercompany payables | 68,354 | 10,204 | ||||
Total liabilities | 111,134 | 36,956 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | -35,961 | 9,975 | ||||
Noncontrolling interests | 27,231 | 22,615 | ||||
Total liabilities and equity | 102,404 | 69,546 | ||||
Successor [Member] | Eliminating Entries [Member] | ||||||
ASSETS | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Restricted cash | 0 | 0 | ||||
Receivables | 0 | 0 | ||||
Escrow proceeds receivable | 0 | 0 | ||||
Real estate inventories | ||||||
Owned | 0 | 0 | ||||
Not owned | 0 | |||||
Deferred loan costs | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Intangibles | 0 | 0 | ||||
Deferred income taxes, net | 0 | 0 | ||||
Other assets, net | 0 | 0 | ||||
Investments in subsidiaries | 40,175 | -438,154 | ||||
Intercompany receivables | -232,895 | -225,041 | ||||
Total assets | -192,720 | -663,195 | ||||
LIABILITIES AND EQUITY | ||||||
Accounts payable | 0 | 0 | ||||
Accrued expenses | 0 | 0 | ||||
Liabilities from inventories not owned | 0 | |||||
Notes payable | 0 | 0 | ||||
Intercompany payables | -232,895 | -225,041 | ||||
Total liabilities | -232,895 | -225,041 | ||||
Equity | ||||||
William Lyon Homes stockholders’ equity | 40,175 | -438,154 | ||||
Noncontrolling interests | 0 | 0 | ||||
Total liabilities and equity | -192,720 | -663,195 | ||||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 20,717 | |||||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | Delaware Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | California Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 20,717 | |||||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | Senior Subordinated Secured Notes Due 2017 [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 150,000 | |||||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | Delaware Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | California Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 150,000 | |||||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 5 3/4% Senior Notes Due 2019 [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 430,149 | 431,295 | ||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | Delaware Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | 0 | ||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | California Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 430,149 | 431,295 | ||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | 0 | ||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | 0 | ||||
Successor [Member] | 8 1/2% Senior Notes Due 2020 [Member] | Eliminating Entries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | 0 | ||||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 300,000 | |||||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | Delaware Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | California Lyon [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 300,000 | |||||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | 0 | |||||
Successor [Member] | 7% Senior Notes Due 2022 [Member] | Non-Guarantor Subsidiaries [Member] | ||||||
LIABILITIES AND EQUITY | ||||||
Long-term debt, gross | $0 | |||||
[1] | Represents the consolidation of a land banking arrangement which does not obligate the Company to purchase the lots, however, based on certain factors, the Company has determined it is economically compelled to purchase the lots in the land banking arrangement, which has been consolidated. Amounts are net of deposits. |
Senior_Notes_Secured_and_Subor9
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Statement of Operations (Details) (USD $) | 2 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||
Feb. 24, 2012 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating revenue | ||||||||||||
Management fees | $0 | |||||||||||
Operating revenue | 352,479,000 | 196,305,000 | 169,868,000 | 140,299,000 | 198,320,000 | 141,352,000 | 123,896,000 | 76,434,000 | ||||
Operating costs | ||||||||||||
Amortization of intangible assets | 0 | -5,800,000 | -1,800,000 | -1,900,000 | ||||||||
Net (loss) income | 20,810,000 | 7,622,000 | 14,752,000 | 11,342,000 | 118,316,000 | 10,680,000 | 9,080,000 | -2,473,000 | ||||
Successor [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 348,935,000 | 858,951,000 | 540,002,000 | |||||||||
Construction services | 23,825,000 | 37,728,000 | 32,533,000 | |||||||||
Management fees | 0 | 0 | ||||||||||
Operating revenue | 372,760,000 | 896,679,000 | 572,535,000 | |||||||||
Operating costs | ||||||||||||
Cost of sales | -297,989,000 | -679,060,000 | -420,188,000 | |||||||||
Construction services | -21,416,000 | -30,700,000 | -25,598,000 | |||||||||
Sales and marketing | -13,928,000 | -45,903,000 | -26,102,000 | |||||||||
General and administrative | -26,095,000 | -54,626,000 | -40,770,000 | |||||||||
Transaction expenses | 0 | -5,832,000 | 0 | |||||||||
Amortization of intangible assets | -5,757,000 | -1,814,000 | -1,854,000 | |||||||||
Other | -2,909,000 | -2,319,000 | -2,166,000 | |||||||||
Operating costs | -368,094,000 | -820,254,000 | -516,678,000 | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income (loss) | 4,666,000 | 76,425,000 | 55,857,000 | |||||||||
Loss on extinguishment of debt | -1,392,000 | 0 | 0 | |||||||||
Interest expense, net of amounts capitalized | -9,127,000 | 0 | -2,602,000 | |||||||||
Other income (expense), net | 1,528,000 | 1,898,000 | 510,000 | |||||||||
(Loss) income before reorganization items and provision for income taxes | -4,325,000 | 78,323,000 | 53,765,000 | |||||||||
Reorganization items, net | -2,525,000 | 0 | -464,000 | |||||||||
(Loss) income before provision for income taxes | -6,850,000 | 78,323,000 | 53,301,000 | |||||||||
Benefit (provision) for income taxes | -11,000 | -23,797,000 | 82,302,000 | |||||||||
Net (loss) income | -6,861,000 | 54,526,000 | 135,603,000 | |||||||||
Less: Net income attributable to noncontrolling interests | -1,998,000 | -9,901,000 | -6,471,000 | |||||||||
Net income attributable to William Lyon Homes | -8,859,000 | 44,625,000 | 129,132,000 | |||||||||
Preferred stock dividends | -2,743,000 | 0 | -1,528,000 | |||||||||
Net income available to common stockholders | -11,602,000 | 44,625,000 | 127,604,000 | |||||||||
Successor [Member] | Delaware Lyon [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 0 | 0 | 0 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | 0 | 0 | 0 | |||||||||
Operating costs | ||||||||||||
Cost of sales | 0 | 0 | 0 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | 0 | 0 | 0 | |||||||||
General and administrative | 0 | 0 | 0 | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | 0 | |||||||||
Other | 0 | 0 | 0 | |||||||||
Operating costs | 0 | 0 | 0 | |||||||||
(Loss) income from subsidiaries | -8,859,000 | 44,625,000 | 129,132,000 | |||||||||
Operating income (loss) | -8,859,000 | 44,625,000 | 129,132,000 | |||||||||
Loss on extinguishment of debt | 0 | |||||||||||
Interest expense, net of amounts capitalized | 0 | 0 | ||||||||||
Other income (expense), net | 0 | 0 | 0 | |||||||||
(Loss) income before reorganization items and provision for income taxes | -8,859,000 | 129,132,000 | ||||||||||
Reorganization items, net | 0 | 0 | ||||||||||
(Loss) income before provision for income taxes | -8,859,000 | 44,625,000 | 129,132,000 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net (loss) income | -8,859,000 | 44,625,000 | 129,132,000 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income attributable to William Lyon Homes | -8,859,000 | 129,132,000 | ||||||||||
Preferred stock dividends | -2,743,000 | -1,528,000 | ||||||||||
Net income available to common stockholders | -11,602,000 | 44,625,000 | 127,604,000 | |||||||||
Successor [Member] | California Lyon [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 198,108,000 | 524,990,000 | 310,919,000 | |||||||||
Construction services | 23,825,000 | 37,728,000 | 32,533,000 | |||||||||
Management fees | 534,000 | -2,926,000 | 1,351,000 | |||||||||
Operating revenue | 222,467,000 | 559,792,000 | 344,803,000 | |||||||||
Operating costs | ||||||||||||
Cost of sales | -163,083,000 | -400,712,000 | -236,165,000 | |||||||||
Construction services | -21,416,000 | -30,700,000 | -25,598,000 | |||||||||
Sales and marketing | -10,705,000 | -27,418,000 | -15,615,000 | |||||||||
General and administrative | -25,872,000 | -47,353,000 | -37,031,000 | |||||||||
Transaction expenses | -5,832,000 | |||||||||||
Amortization of intangible assets | -5,757,000 | -1,814,000 | -1,854,000 | |||||||||
Other | -3,027,000 | -3,685,000 | -2,163,000 | |||||||||
Operating costs | -229,860,000 | -517,514,000 | -318,426,000 | |||||||||
(Loss) income from subsidiaries | 11,681,000 | 11,575,000 | 21,889,000 | |||||||||
Operating income (loss) | 4,288,000 | 53,853,000 | 48,266,000 | |||||||||
Loss on extinguishment of debt | -1,392,000 | |||||||||||
Interest expense, net of amounts capitalized | -9,227,000 | -2,476,000 | ||||||||||
Other income (expense), net | 618,000 | 2,883,000 | 1,745,000 | |||||||||
(Loss) income before reorganization items and provision for income taxes | -5,713,000 | 47,535,000 | ||||||||||
Reorganization items, net | -3,073,000 | -464,000 | ||||||||||
(Loss) income before provision for income taxes | -8,786,000 | 56,736,000 | 47,071,000 | |||||||||
Benefit (provision) for income taxes | -11,000 | -23,797,000 | 82,315,000 | |||||||||
Net (loss) income | -8,797,000 | 32,939,000 | 129,386,000 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income attributable to William Lyon Homes | -8,797,000 | 129,386,000 | ||||||||||
Preferred stock dividends | 0 | 0 | ||||||||||
Net income available to common stockholders | -8,797,000 | 32,939,000 | 129,386,000 | |||||||||
Successor [Member] | Guarantor Subsidiaries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 47,989,000 | 236,245,000 | 180,673,000 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | 47,989,000 | 236,245,000 | 180,673,000 | |||||||||
Operating costs | ||||||||||||
Cost of sales | -41,516,000 | -196,773,000 | -150,450,000 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | -2,617,000 | -14,186,000 | -8,908,000 | |||||||||
General and administrative | -221,000 | -7,271,000 | -3,720,000 | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | 0 | |||||||||
Other | -2,000 | 1,380,000 | -3,000 | |||||||||
Operating costs | -44,356,000 | -216,850,000 | -163,081,000 | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income (loss) | 3,633,000 | 19,395,000 | 17,592,000 | |||||||||
Loss on extinguishment of debt | 0 | |||||||||||
Interest expense, net of amounts capitalized | 0 | -126,000 | ||||||||||
Other income (expense), net | -61,000 | -23,000 | -147,000 | |||||||||
(Loss) income before reorganization items and provision for income taxes | 3,572,000 | 17,319,000 | ||||||||||
Reorganization items, net | 1,000 | 0 | ||||||||||
(Loss) income before provision for income taxes | 3,573,000 | 19,372,000 | 17,319,000 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | -13,000 | |||||||||
Net (loss) income | 3,573,000 | 19,372,000 | 17,306,000 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income attributable to William Lyon Homes | 3,573,000 | 17,306,000 | ||||||||||
Preferred stock dividends | 0 | 0 | ||||||||||
Net income available to common stockholders | 3,573,000 | 19,372,000 | 17,306,000 | |||||||||
Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 102,838,000 | 97,716,000 | 48,410,000 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | 102,838,000 | 97,716,000 | 48,410,000 | |||||||||
Operating costs | ||||||||||||
Cost of sales | -93,924,000 | -78,649,000 | -34,924,000 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | -606,000 | -4,299,000 | -1,579,000 | |||||||||
General and administrative | -2,000 | -2,000 | -19,000 | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | 0 | |||||||||
Other | 120,000 | -14,000 | 0 | |||||||||
Operating costs | -94,412,000 | -82,964,000 | -36,522,000 | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income (loss) | 8,426,000 | 14,752,000 | 11,888,000 | |||||||||
Loss on extinguishment of debt | 0 | |||||||||||
Interest expense, net of amounts capitalized | 100,000 | 0 | ||||||||||
Other income (expense), net | 971,000 | -962,000 | -1,088,000 | |||||||||
(Loss) income before reorganization items and provision for income taxes | 9,497,000 | 10,800,000 | ||||||||||
Reorganization items, net | 547,000 | 0 | ||||||||||
(Loss) income before provision for income taxes | 10,044,000 | 13,790,000 | 10,800,000 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net (loss) income | 10,044,000 | 13,790,000 | 10,800,000 | |||||||||
Less: Net income attributable to noncontrolling interests | -1,998,000 | -9,901,000 | -6,471,000 | |||||||||
Net income attributable to William Lyon Homes | 8,046,000 | 4,329,000 | ||||||||||
Preferred stock dividends | 0 | 0 | ||||||||||
Net income available to common stockholders | 8,046,000 | 3,889,000 | 4,329,000 | |||||||||
Successor [Member] | Eliminating Entries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 0 | 0 | 0 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | -534,000 | 2,926,000 | -1,351,000 | |||||||||
Operating revenue | -534,000 | 2,926,000 | -1,351,000 | |||||||||
Operating costs | ||||||||||||
Cost of sales | 534,000 | -2,926,000 | 1,351,000 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | 0 | 0 | 0 | |||||||||
General and administrative | 0 | 0 | 0 | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | 0 | |||||||||
Other | 0 | 0 | 0 | |||||||||
Operating costs | 534,000 | -2,926,000 | 1,351,000 | |||||||||
(Loss) income from subsidiaries | -2,822,000 | -56,200,000 | -151,021,000 | |||||||||
Operating income (loss) | -2,822,000 | -56,200,000 | -151,021,000 | |||||||||
Loss on extinguishment of debt | 0 | |||||||||||
Interest expense, net of amounts capitalized | 0 | 0 | ||||||||||
Other income (expense), net | 0 | 0 | 0 | |||||||||
(Loss) income before reorganization items and provision for income taxes | -2,822,000 | -151,021,000 | ||||||||||
Reorganization items, net | 0 | 0 | ||||||||||
(Loss) income before provision for income taxes | -2,822,000 | -56,200,000 | -151,021,000 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net (loss) income | -2,822,000 | -56,200,000 | -151,021,000 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income attributable to William Lyon Homes | -2,822,000 | -151,021,000 | ||||||||||
Preferred stock dividends | 0 | 0 | ||||||||||
Net income available to common stockholders | -2,822,000 | -56,200,000 | -151,021,000 | |||||||||
Predecessor [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 16,687,000 | |||||||||||
Construction services | 8,883,000 | |||||||||||
Management fees | 0 | |||||||||||
Operating revenue | 25,570,000 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | -14,598,000 | |||||||||||
Construction services | -8,223,000 | |||||||||||
Sales and marketing | -1,944,000 | |||||||||||
General and administrative | -3,302,000 | |||||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | |||||||||||
Other | -187,000 | |||||||||||
Operating costs | -28,254,000 | |||||||||||
(Loss) income from subsidiaries | 0 | |||||||||||
Operating income (loss) | -2,684,000 | |||||||||||
Loss on extinguishment of debt | 0 | |||||||||||
Interest expense, net of amounts capitalized | -2,507,000 | |||||||||||
Other income (expense), net | 230,000 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | -4,961,000 | |||||||||||
Reorganization items, net | 233,458,000 | |||||||||||
(Loss) income before provision for income taxes | 228,497,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | 228,497,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | -114,000 | |||||||||||
Net income attributable to William Lyon Homes | 228,383,000 | |||||||||||
Preferred stock dividends | 0 | |||||||||||
Predecessor [Member] | Delaware Lyon [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 0 | |||||||||||
Construction services | 0 | |||||||||||
Management fees | 0 | |||||||||||
Operating revenue | 0 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | 0 | |||||||||||
Construction services | 0 | |||||||||||
Sales and marketing | 0 | |||||||||||
General and administrative | 0 | |||||||||||
Other | 0 | |||||||||||
Operating costs | 0 | |||||||||||
(Loss) income from subsidiaries | 228,383,000 | |||||||||||
Operating income (loss) | 228,383,000 | |||||||||||
Interest expense, net of amounts capitalized | 0 | |||||||||||
Other income (expense), net | 0 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | 228,383,000 | |||||||||||
Reorganization items, net | 0 | |||||||||||
(Loss) income before provision for income taxes | 228,383,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | 228,383,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | 0 | |||||||||||
Net income attributable to William Lyon Homes | 228,383,000 | |||||||||||
Predecessor [Member] | California Lyon [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 10,024,000 | |||||||||||
Construction services | 8,883,000 | |||||||||||
Management fees | 110,000 | |||||||||||
Operating revenue | 19,017,000 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | -8,819,000 | |||||||||||
Construction services | -8,223,000 | |||||||||||
Sales and marketing | -1,496,000 | |||||||||||
General and administrative | -3,246,000 | |||||||||||
Other | -16,000 | |||||||||||
Operating costs | -21,800,000 | |||||||||||
(Loss) income from subsidiaries | 11,536,000 | |||||||||||
Operating income (loss) | 8,753,000 | |||||||||||
Interest expense, net of amounts capitalized | -2,407,000 | |||||||||||
Other income (expense), net | 266,000 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | 6,612,000 | |||||||||||
Reorganization items, net | 221,796,000 | |||||||||||
(Loss) income before provision for income taxes | 228,408,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | 228,408,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | 0 | |||||||||||
Net income attributable to William Lyon Homes | 228,408,000 | |||||||||||
Predecessor [Member] | Guarantor Subsidiaries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 4,316,000 | |||||||||||
Construction services | 0 | |||||||||||
Management fees | 0 | |||||||||||
Operating revenue | 4,316,000 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | -3,820,000 | |||||||||||
Construction services | 0 | |||||||||||
Sales and marketing | -260,000 | |||||||||||
General and administrative | -56,000 | |||||||||||
Other | 0 | |||||||||||
Operating costs | -4,136,000 | |||||||||||
(Loss) income from subsidiaries | 0 | |||||||||||
Operating income (loss) | 180,000 | |||||||||||
Interest expense, net of amounts capitalized | 0 | |||||||||||
Other income (expense), net | -25,000 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | 155,000 | |||||||||||
Reorganization items, net | -1,000 | |||||||||||
(Loss) income before provision for income taxes | 154,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | 154,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | 0 | |||||||||||
Net income attributable to William Lyon Homes | 154,000 | |||||||||||
Predecessor [Member] | Non-Guarantor Subsidiaries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 2,347,000 | |||||||||||
Construction services | 0 | |||||||||||
Management fees | 0 | |||||||||||
Operating revenue | 2,347,000 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | -2,069,000 | |||||||||||
Construction services | 0 | |||||||||||
Sales and marketing | -188,000 | |||||||||||
General and administrative | 0 | |||||||||||
Other | -171,000 | |||||||||||
Operating costs | -2,428,000 | |||||||||||
(Loss) income from subsidiaries | 0 | |||||||||||
Operating income (loss) | -81,000 | |||||||||||
Interest expense, net of amounts capitalized | -100,000 | |||||||||||
Other income (expense), net | -11,000 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | -192,000 | |||||||||||
Reorganization items, net | 11,663,000 | |||||||||||
(Loss) income before provision for income taxes | 11,471,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | 11,471,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | -114,000 | |||||||||||
Net income attributable to William Lyon Homes | 11,357,000 | |||||||||||
Predecessor [Member] | Eliminating Entries [Member] | ||||||||||||
Operating revenue | ||||||||||||
Sales | 0 | |||||||||||
Construction services | 0 | |||||||||||
Management fees | -110,000 | |||||||||||
Operating revenue | -110,000 | |||||||||||
Operating costs | ||||||||||||
Cost of sales | 110,000 | |||||||||||
Construction services | 0 | |||||||||||
Sales and marketing | 0 | |||||||||||
General and administrative | 0 | |||||||||||
Other | 0 | |||||||||||
Operating costs | 110,000 | |||||||||||
(Loss) income from subsidiaries | -239,919,000 | |||||||||||
Operating income (loss) | -239,919,000 | |||||||||||
Interest expense, net of amounts capitalized | 0 | |||||||||||
Other income (expense), net | 0 | |||||||||||
(Loss) income before reorganization items and provision for income taxes | -239,919,000 | |||||||||||
Reorganization items, net | 0 | |||||||||||
(Loss) income before provision for income taxes | -239,919,000 | |||||||||||
Benefit (provision) for income taxes | 0 | |||||||||||
Net (loss) income | -239,919,000 | |||||||||||
Less: Net income attributable to noncontrolling interests | 0 | |||||||||||
Net income attributable to William Lyon Homes | ($239,919,000) |
Recovered_Sheet1
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Statement of Cash Flows (Details) (USD $) | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Feb. 24, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
Financing activities | ||||
Cash and cash equivalents — end of period | $52,771 | $171,672 | ||
Predecessor [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | -17,321 | |||
Investing activities | ||||
Investment in joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | 0 | |||
Purchases of property and equipment | 0 | |||
Investments in subsidiaries | 0 | |||
Net cash (used in) provided by investing activities | 0 | |||
Financing activities | ||||
Proceeds from borrowings on notes payable | 0 | |||
Principal payments on notes payable | -616 | |||
Proceeds from issuance of common stock | 0 | |||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Subordinated amortizing notes | 0 | |||
Proceeds from stock options exercised | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from reorganization | 30,971 | |||
Proceeds from issuance of convertible preferred stock | 50,000 | |||
Offering costs related to issuance of common stock | 0 | |||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Proceeds from debtor in possession financing | 5,000 | |||
Principal payment of debtor in possession financing | -5,000 | |||
Payment of deferred loan costs | -2,491 | |||
Payment of preferred stock dividends | 0 | |||
Noncontrolling interest contributions | 1,825 | |||
Noncontrolling interest distributions | -1,897 | |||
Advances to affiliates | 0 | |||
Intercompany receivables/payables | 0 | |||
Net cash provided by (used in) financing activities | 77,792 | |||
Net increase (decrease) in cash and cash equivalents | 60,471 | |||
Cash and cash equivalents — beginning of period | 20,061 | |||
Cash and cash equivalents — end of period | 80,532 | |||
Predecessor [Member] | Delaware Lyon [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 0 | |||
Investing activities | ||||
Purchases of property and equipment | 0 | |||
Investments in subsidiaries | 0 | |||
Net cash (used in) provided by investing activities | 0 | |||
Financing activities | ||||
Principal payments on notes payable | 0 | |||
Proceeds from reorganization | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Proceeds from debtor in possession financing | 0 | |||
Principal payment of debtor in possession financing | 0 | |||
Payment of deferred loan costs | 0 | |||
Noncontrolling interest contributions | 0 | |||
Noncontrolling interest distributions | 0 | |||
Advances to affiliates | 0 | |||
Intercompany receivables/payables | 0 | |||
Net cash provided by (used in) financing activities | 0 | |||
Net increase (decrease) in cash and cash equivalents | 0 | |||
Cash and cash equivalents — beginning of period | 0 | |||
Cash and cash equivalents — end of period | 0 | |||
Predecessor [Member] | California Lyon [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | -13,638 | |||
Investing activities | ||||
Purchases of property and equipment | -419 | |||
Investments in subsidiaries | 183 | |||
Net cash (used in) provided by investing activities | -236 | |||
Financing activities | ||||
Principal payments on notes payable | -116 | |||
Proceeds from reorganization | 30,971 | |||
Proceeds from issuance of convertible preferred stock | 50,000 | |||
Proceeds from debtor in possession financing | 5,000 | |||
Principal payment of debtor in possession financing | -5,000 | |||
Payment of deferred loan costs | -2,491 | |||
Noncontrolling interest contributions | 0 | |||
Noncontrolling interest distributions | 0 | |||
Advances to affiliates | 0 | |||
Intercompany receivables/payables | -2,665 | |||
Net cash provided by (used in) financing activities | 75,699 | |||
Net increase (decrease) in cash and cash equivalents | 61,825 | |||
Cash and cash equivalents — beginning of period | 14,333 | |||
Cash and cash equivalents — end of period | 76,158 | |||
Predecessor [Member] | Guarantor Subsidiaries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 181 | |||
Investing activities | ||||
Purchases of property and equipment | -3 | |||
Investments in subsidiaries | 0 | |||
Net cash (used in) provided by investing activities | -3 | |||
Financing activities | ||||
Principal payments on notes payable | 0 | |||
Proceeds from reorganization | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Proceeds from debtor in possession financing | 0 | |||
Principal payment of debtor in possession financing | 0 | |||
Payment of deferred loan costs | 0 | |||
Noncontrolling interest contributions | 0 | |||
Noncontrolling interest distributions | 0 | |||
Advances to affiliates | 0 | |||
Intercompany receivables/payables | -173 | |||
Net cash provided by (used in) financing activities | -173 | |||
Net increase (decrease) in cash and cash equivalents | 5 | |||
Cash and cash equivalents — beginning of period | 47 | |||
Cash and cash equivalents — end of period | 52 | |||
Predecessor [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | -3,864 | |||
Investing activities | ||||
Purchases of property and equipment | 422 | |||
Investments in subsidiaries | 0 | |||
Net cash (used in) provided by investing activities | 422 | |||
Financing activities | ||||
Principal payments on notes payable | -500 | |||
Proceeds from reorganization | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Proceeds from debtor in possession financing | 0 | |||
Principal payment of debtor in possession financing | 0 | |||
Payment of deferred loan costs | 0 | |||
Noncontrolling interest contributions | 1,825 | |||
Noncontrolling interest distributions | -1,897 | |||
Advances to affiliates | -4 | |||
Intercompany receivables/payables | 2,659 | |||
Net cash provided by (used in) financing activities | 2,083 | |||
Net increase (decrease) in cash and cash equivalents | -1,359 | |||
Cash and cash equivalents — beginning of period | 5,681 | |||
Cash and cash equivalents — end of period | 4,322 | |||
Predecessor [Member] | Eliminating Entries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 0 | |||
Investing activities | ||||
Purchases of property and equipment | 0 | |||
Investments in subsidiaries | -183 | |||
Net cash (used in) provided by investing activities | -183 | |||
Financing activities | ||||
Principal payments on notes payable | 0 | |||
Proceeds from reorganization | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Proceeds from debtor in possession financing | 0 | |||
Principal payment of debtor in possession financing | 0 | |||
Payment of deferred loan costs | 0 | |||
Noncontrolling interest contributions | 0 | |||
Noncontrolling interest distributions | 0 | |||
Advances to affiliates | 4 | |||
Intercompany receivables/payables | 179 | |||
Net cash provided by (used in) financing activities | 183 | |||
Net increase (decrease) in cash and cash equivalents | 0 | |||
Cash and cash equivalents — beginning of period | 0 | |||
Cash and cash equivalents — end of period | 0 | |||
Successor [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 49,993 | -160,160 | -174,534 | |
Investing activities | ||||
Investment in joint ventures | 0 | -500 | 0 | |
Distributions from unconsolidated joint ventures | 0 | 353 | 0 | |
Cash paid for acquisitions, net | -33,201 | -492,418 | 0 | |
Purchases of property and equipment | -312 | -2,078 | -3,754 | |
Investments in subsidiaries | 0 | 0 | 0 | |
Net cash (used in) provided by investing activities | -33,513 | -494,643 | -3,754 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 13,248 | 95,227 | 73,610 | |
Principal payments on notes payable | -73,676 | -96,465 | -65,037 | |
Proceeds from issuance of common stock | 16,000 | 0 | 179,438 | |
Proceeds from issuance of bridge loan | 0 | 120,000 | 0 | |
Payments on bridge loan | 0 | -120,000 | 0 | |
Proceeds from borrowings on revolver | 0 | 20,000 | 0 | |
Payments on revolver | 0 | -20,000 | 0 | |
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | 94,284 | 0 | |
Offering costs related to TEUs | 0 | -3,830 | 0 | |
Issuance of TEUs - Subordinated amortizing notes | 0 | 20,717 | 0 | |
Proceeds from stock options exercised | 0 | 285 | 0 | |
Principal payments on Senior Secured Term Loan | -235,000 | 0 | 0 | |
Principal payments on Senior Subordinated Secured Notes | -75,916 | 0 | 0 | |
Proceeds from reorganization | 0 | 0 | 0 | |
Proceeds from issuance of convertible preferred stock | 14,000 | 0 | 0 | |
Offering costs related to issuance of common stock | 0 | -105 | -15,753 | |
Purchase of common stock | 0 | -1,774 | 0 | |
Excess income tax benefit from stock based awards | 0 | 1,866 | 0 | |
Proceeds from debtor in possession financing | 0 | 0 | 0 | |
Principal payment of debtor in possession financing | 0 | 0 | ||
Payment of deferred loan costs | -7,181 | -19,018 | -4,060 | |
Payment of preferred stock dividends | -1,721 | 0 | -2,550 | |
Noncontrolling interest contributions | 15,313 | 22,041 | 37,184 | |
Noncontrolling interest distributions | -16,004 | -27,326 | -30,447 | |
Advances to affiliates | 0 | 0 | 0 | |
Intercompany receivables/payables | 0 | 0 | 0 | |
Net cash provided by (used in) financing activities | -25,937 | 535,902 | 278,885 | |
Net increase (decrease) in cash and cash equivalents | -9,457 | -118,901 | 100,597 | |
Cash and cash equivalents — beginning of period | 80,532 | 171,672 | 71,075 | |
Cash and cash equivalents — end of period | 71,075 | 52,771 | 171,672 | |
Successor [Member] | Delaware Lyon [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 0 | -97,110 | 0 | |
Investing activities | ||||
Investment in joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | 0 | 0 | ||
Purchases of property and equipment | 0 | 0 | 0 | |
Investments in subsidiaries | 0 | 0 | 0 | |
Net cash (used in) provided by investing activities | 0 | 0 | 0 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 0 | 0 | 0 | |
Principal payments on notes payable | 0 | 0 | 0 | |
Proceeds from issuance of common stock | 0 | 0 | ||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Subordinated amortizing notes | 0 | |||
Proceeds from stock options exercised | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Offering costs related to issuance of common stock | 0 | 0 | ||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Payment of deferred loan costs | 0 | 0 | ||
Payment of preferred stock dividends | 0 | 0 | ||
Noncontrolling interest contributions | 0 | 0 | 0 | |
Noncontrolling interest distributions | 0 | 0 | 0 | |
Advances to affiliates | 0 | 0 | 0 | |
Intercompany receivables/payables | 0 | 97,110 | 0 | |
Net cash provided by (used in) financing activities | 0 | 97,110 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents — beginning of period | 0 | 0 | 0 | |
Cash and cash equivalents — end of period | 0 | 0 | 0 | |
Successor [Member] | California Lyon [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | -72,014 | 369,750 | -164,848 | |
Investing activities | ||||
Investment in joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | -33,201 | -439,040 | ||
Purchases of property and equipment | -271 | -1,826 | -3,651 | |
Investments in subsidiaries | -84,828 | 57,515 | 35,574 | |
Net cash (used in) provided by investing activities | -118,300 | -383,351 | 31,923 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 7,809 | 0 | 18,969 | |
Principal payments on notes payable | -3,994 | -11,898 | -30,735 | |
Proceeds from issuance of common stock | 16,000 | 179,438 | ||
Proceeds from issuance of bridge loan | 120,000 | |||
Payments on bridge loan | -120,000 | |||
Proceeds from borrowings on revolver | 20,000 | |||
Payments on revolver | -20,000 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 94,284 | |||
Offering costs related to TEUs | -3,830 | |||
Issuance of TEUs - Subordinated amortizing notes | 20,717 | |||
Proceeds from stock options exercised | 285 | |||
Principal payments on Senior Secured Term Loan | -235,000 | |||
Principal payments on Senior Subordinated Secured Notes | -75,916 | |||
Proceeds from issuance of convertible preferred stock | 14,000 | |||
Offering costs related to issuance of common stock | -105 | -15,753 | ||
Purchase of common stock | -1,774 | |||
Excess income tax benefit from stock based awards | 1,866 | |||
Payment of deferred loan costs | -7,181 | -19,018 | -4,060 | |
Payment of preferred stock dividends | -1,721 | -2,550 | ||
Noncontrolling interest contributions | 0 | 0 | 0 | |
Noncontrolling interest distributions | 0 | 0 | 0 | |
Advances to affiliates | 0 | 0 | 0 | |
Intercompany receivables/payables | 144,535 | -634,980 | -21,744 | |
Net cash provided by (used in) financing activities | 183,532 | -104,453 | 230,065 | |
Net increase (decrease) in cash and cash equivalents | -6,782 | -118,054 | 97,140 | |
Cash and cash equivalents — beginning of period | 76,158 | 166,516 | 69,376 | |
Cash and cash equivalents — end of period | 69,376 | 48,462 | 166,516 | |
Successor [Member] | Guarantor Subsidiaries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 3,579 | -510,806 | 15,759 | |
Investing activities | ||||
Investment in joint ventures | -500 | |||
Distributions from unconsolidated joint ventures | 353 | |||
Cash paid for acquisitions, net | 0 | -53,378 | ||
Purchases of property and equipment | -20 | -267 | -104 | |
Investments in subsidiaries | 0 | 574,125 | 0 | |
Net cash (used in) provided by investing activities | -20 | 520,333 | -104 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 0 | 0 | 1,762 | |
Principal payments on notes payable | 0 | -4,012 | 0 | |
Proceeds from issuance of common stock | 0 | 0 | ||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Subordinated amortizing notes | 0 | |||
Proceeds from stock options exercised | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Offering costs related to issuance of common stock | 0 | 0 | ||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Payment of deferred loan costs | 0 | 0 | ||
Payment of preferred stock dividends | 0 | 0 | ||
Noncontrolling interest contributions | 0 | 0 | 0 | |
Noncontrolling interest distributions | 0 | 0 | 0 | |
Advances to affiliates | 3 | -99 | 362 | |
Intercompany receivables/payables | -3,549 | -4,871 | -17,816 | |
Net cash provided by (used in) financing activities | -3,546 | -8,982 | -15,692 | |
Net increase (decrease) in cash and cash equivalents | 13 | 545 | -37 | |
Cash and cash equivalents — beginning of period | 52 | 28 | 65 | |
Cash and cash equivalents — end of period | 65 | 573 | 28 | |
Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 118,428 | -19,104 | -25,445 | |
Investing activities | ||||
Investment in joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | 0 | 0 | ||
Purchases of property and equipment | -21 | 15 | 1 | |
Investments in subsidiaries | 0 | 0 | 0 | |
Net cash (used in) provided by investing activities | -21 | 15 | 1 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 5,439 | 95,227 | 52,879 | |
Principal payments on notes payable | -69,682 | -80,555 | -34,302 | |
Proceeds from issuance of common stock | 0 | 0 | ||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Subordinated amortizing notes | 0 | |||
Proceeds from stock options exercised | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Offering costs related to issuance of common stock | 0 | 0 | ||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Payment of deferred loan costs | 0 | 0 | 0 | |
Payment of preferred stock dividends | 0 | 0 | ||
Noncontrolling interest contributions | 15,313 | 22,041 | 37,184 | |
Noncontrolling interest distributions | -16,004 | -27,326 | -30,447 | |
Advances to affiliates | 78,817 | -49,825 | -17,914 | |
Intercompany receivables/payables | -134,978 | 58,135 | 21,538 | |
Net cash provided by (used in) financing activities | -121,095 | 17,697 | 28,938 | |
Net increase (decrease) in cash and cash equivalents | -2,688 | -1,392 | 3,494 | |
Cash and cash equivalents — beginning of period | 4,322 | 5,128 | 1,634 | |
Cash and cash equivalents — end of period | 1,634 | 3,736 | 5,128 | |
Successor [Member] | Eliminating Entries [Member] | ||||
Operating activities | ||||
Net cash (used in) provided by operating activities | 0 | 97,110 | 0 | |
Investing activities | ||||
Investment in joint ventures | 0 | |||
Distributions from unconsolidated joint ventures | 0 | |||
Cash paid for acquisitions, net | 0 | 0 | ||
Purchases of property and equipment | 0 | 0 | 0 | |
Investments in subsidiaries | 84,828 | -631,640 | -35,574 | |
Net cash (used in) provided by investing activities | 84,828 | -631,640 | -35,574 | |
Financing activities | ||||
Proceeds from borrowings on notes payable | 0 | 0 | 0 | |
Principal payments on notes payable | 0 | 0 | 0 | |
Proceeds from issuance of common stock | 0 | 0 | ||
Proceeds from issuance of bridge loan | 0 | |||
Payments on bridge loan | 0 | |||
Proceeds from borrowings on revolver | 0 | |||
Payments on revolver | 0 | |||
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | |||
Offering costs related to TEUs | 0 | |||
Issuance of TEUs - Subordinated amortizing notes | 0 | |||
Proceeds from stock options exercised | 0 | |||
Principal payments on Senior Secured Term Loan | 0 | |||
Principal payments on Senior Subordinated Secured Notes | 0 | |||
Proceeds from issuance of convertible preferred stock | 0 | |||
Offering costs related to issuance of common stock | 0 | 0 | ||
Purchase of common stock | 0 | |||
Excess income tax benefit from stock based awards | 0 | |||
Payment of deferred loan costs | 0 | 0 | 0 | |
Payment of preferred stock dividends | 0 | 0 | ||
Noncontrolling interest contributions | 0 | 0 | 0 | |
Noncontrolling interest distributions | 0 | 0 | 0 | |
Advances to affiliates | -78,820 | 49,924 | 17,552 | |
Intercompany receivables/payables | -6,008 | 484,606 | 18,022 | |
Net cash provided by (used in) financing activities | -84,828 | 534,530 | 35,574 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents — beginning of period | 0 | 0 | 0 | |
Cash and cash equivalents — end of period | 0 | 0 | 0 | |
8 1/2% Senior Notes Due 2020 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 325,000 | 0 | 106,500 | |
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | Delaware Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 0 | ||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | California Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 325,000 | 106,500 | ||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 0 | ||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 0 | ||
8 1/2% Senior Notes Due 2020 [Member] | Successor [Member] | Eliminating Entries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 0 | ||
5 3/4% Senior Notes Due 2019 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 150,000 | 0 | |
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | Delaware Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | California Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 150,000 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
5 3/4% Senior Notes Due 2019 [Member] | Successor [Member] | Eliminating Entries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Predecessor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | 300,000 | 0 | |
7% Senior Notes Due 2022 [Member] | Successor [Member] | Delaware Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | California Lyon [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 300,000 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | Non-Guarantor Subsidiaries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | 0 | |||
7% Senior Notes Due 2022 [Member] | Successor [Member] | Eliminating Entries [Member] | ||||
Financing activities | ||||
Proceeds from issuance of Senior Notes | $0 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments - Schedule of Estimated Fair Values of Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Financial liabilities: | ||
Notes payable | $39,235 | $38,060 |
Notes payable, fair value | 39,235 | 38,060 |
Long-term debt, gross | 940,101 | 469,355 |
Senior Subordinated Secured Notes Due 2017 [Member] | ||
Financial liabilities: | ||
Long-term debt, gross | 20,717 | 0 |
Long-term debt, fair value | 20,717 | 0 |
5 3/4% Senior Notes Due 2019 [Member] | ||
Financial liabilities: | ||
Long-term debt, gross | 150,000 | 0 |
Long-term debt, fair value | 149,250 | 0 |
8 1/2% Senior Notes Due 2020 [Member] | ||
Financial liabilities: | ||
Long-term debt, gross | 430,149 | 431,295 |
Long-term debt, fair value | 462,410 | 466,877 |
7% Senior Notes Due 2022 [Member] | ||
Financial liabilities: | ||
Long-term debt, gross | 300,000 | 0 |
Long-term debt, fair value | $300,750 | $0 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments - Schedule of Reconciliation of Beginning and Ending Balance of Level 3 Fair Value Measurements (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | ||
Note Payable [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair Value, beginning balance | $38,060 | $13,248 | ||
Repayments of principal | -96,464 | [1] | -65,037 | [1] |
Borrowings of principal | 97,639 | [2] | 89,849 | [2] |
Fair Value, ending balance | 39,235 | 38,060 | ||
Senior Subordinated Secured Notes Due 2017 [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Fair Value, beginning balance | 0 | 0 | ||
Repayments of principal | 0 | [1] | 0 | [1] |
Borrowings of principal | 20,717 | [2] | 0 | [2] |
Fair Value, ending balance | $20,717 | $0 | ||
[1] | (1)Represents the actual amount of principal repaid | |||
[2] | (2)Represents the actual amount of principal borrowed |
Related_Party_Transactions_Nar
Related Party Transactions - Narrative (Details) (USD $) | 0 Months Ended | 2 Months Ended | 10 Months Ended | 12 Months Ended | 1 Months Ended | ||
Apr. 01, 2011 | Sep. 03, 2009 | Feb. 24, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | |
Related Party Transaction [Line Items] | |||||||
Reimbursable on-site labor costs | $27,000 | $276,000 | $19,000 | $15,000 | |||
Reimbursable on-site labor costs due | 3,000 | 13,000 | |||||
Base monthly fee | 21,335 | ||||||
Variable monthly fee multiplier | 23 | ||||||
Variable monthly fee multiplied by number of active employees total | 8,000 | ||||||
Fees related to human resource and payroll service contract | 52,000 | 180,000 | |||||
Contract expiry date | 31-Aug-12 | ||||||
Aggregate purchase price of aircraft | 8,300,000 | ||||||
Cash paid on sale of aircraft | 2,100,000 | ||||||
Promissory note from the affiliate | 6,200,000 | ||||||
Adjusted fair value | 5,200,000 | ||||||
Semiannual interest payments receivable | 132,000 | ||||||
Note maturity date | 30-Sep-16 | ||||||
Unamortized balance of note | 5,800,000 | 5,600,000 | |||||
Charges related to the rent expense | 118,000 | 668,000 | 197,000 | ||||
Current lease expiry date | 31-Mar-13 | ||||||
Affiliated Entity [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Cash purchase price of certain lots at a master planned community | $20,000,000 |
Income_Taxes_Summary_of_Provis
Income Taxes - Summary of (Provision) Benefit from Income Taxes (Details) (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 |
Successor [Member] | ||||
Current | ||||
Federal | $0 | ($13,284) | ($12,156) | |
State | -11 | -2,691 | -1,132 | |
Deferred | ||||
Federal | 0 | -4,748 | 74,000 | |
State | 0 | -3,074 | 21,590 | |
(Provision) benefit from income taxes | -11 | -23,797 | 82,302 | |
Predecessor [Member] | ||||
Current | ||||
Federal | 0 | |||
State | 0 | |||
Deferred | ||||
Federal | 0 | |||
State | 0 | |||
(Provision) benefit from income taxes | $0 |
Income_Taxes_Schedule_of_Diffe
Income Taxes - Schedule of Difference in Income Taxes from Amounts Computed by Applying Federal Statutory Rates (Details) (USD $) | 10 Months Ended | 12 Months Ended | 2 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 | ||||
Successor [Member] | ||||||||
Deferred Income Tax Assets and Liabilities [Line Items] | ||||||||
(Provision) benefit for federal income taxes at the statutory rate | $3,098 | ($27,413) | ($18,656) | |||||
Increases/(decreases) in tax resulting from: | ||||||||
Provision for state income taxes, net of federal income tax benefits | -7 | -3,784 | 13,297 | |||||
Change in valuation allowance | -2,195 | 1,629 | 153,526 | |||||
Nondeductible items-reorganization costs | -709 | 0 | 0 | |||||
Nondeductible items-other | -194 | 2,127 | 513 | |||||
Non-controlling interests | 0 | 3,465 | 2,265 | |||||
Cancellation of indebtedness attribute reduction | 0 | -4 | -70,993 | |||||
Other, net | -4 | [1] | 183 | [1] | 2,350 | [1] | ||
(Provision) benefit from income taxes | -11 | -23,797 | 82,302 | |||||
Predecessor [Member] | ||||||||
Deferred Income Tax Assets and Liabilities [Line Items] | ||||||||
(Provision) benefit for federal income taxes at the statutory rate | -79,935 | |||||||
Increases/(decreases) in tax resulting from: | ||||||||
Provision for state income taxes, net of federal income tax benefits | 0 | |||||||
Change in valuation allowance | -14,991 | |||||||
Nondeductible items-reorganization costs | 94,925 | |||||||
Nondeductible items-other | -3 | |||||||
Non-controlling interests | 0 | |||||||
Cancellation of indebtedness attribute reduction | 0 | |||||||
Other, net | 4 | [1] | ||||||
(Provision) benefit from income taxes | $0 | |||||||
[1] | Consists primarily of amounts relating to recognized built-in losses that will expire unused due to limitations under IRC §382 and return to provision true-ups. |
Income_Taxes_Summary_of_Tempor
Income Taxes - Summary of Temporary Differences Giving Rise to Deferred Income Taxes (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Impairment and other reserves | $65,063 | $79,454 |
Compensation deductible for tax purposes when paid | 9,130 | 4,588 |
Goodwill and other intangibles | 2,582 | 2,176 |
AMT credit carryover | 1,384 | 1,384 |
Unused recognized built-in loss | 27,645 | 25,914 |
Net operating loss | 1,776 | 3,545 |
Valuation allowance | -1,626 | -3,959 |
Other | 1,556 | 1,126 |
Deferred tax assets | 107,510 | 114,228 |
Deferred tax liabilities | ||
Effect of book/tax differences for joint ventures | -2,974 | -6,077 |
Effect of book/tax differences for capitalized interest/general and administrative | -13,203 | -9,260 |
Fixed assets and intangibles | -2,104 | -2,518 |
Other | -1,190 | -793 |
Deferred tax liabilities | -19,471 | -18,648 |
Total deferred tax assets, net | $88,039 | $95,580 |
Income_Taxes_Narrative_Details
Income Taxes - Narrative (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Line Items] | ||
Effective income tax rate | 30.40% | -154.50% |
Valuation allowance | $1,626,000 | $3,959,000 |
Income tax benefit | 95,600,000 | |
AMT credit carryover | 1,384,000 | 1,384,000 |
Federal [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 0 | |
Unused built-in losses | 74,500,000 | |
State [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 38,100,000 | |
Unused built-in losses | $40,100,000 |
Income_Loss_Per_Common_Share_S
Income (Loss) Per Common Share - Summary of Basic and Diluted (Loss) Income Per Common Share (Details) (USD $) | 3 Months Ended | 10 Months Ended | 12 Months Ended | 2 Months Ended | ||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 | ||||
Effect of dilutive securities: | ||||||||||||||||
Net income (loss) available to common stockholders | $18,005 | $5,638 | $12,285 | $8,697 | $116,714 | $7,562 | $6,850 | ($3,522) | ||||||||
Basic income (loss) per common share (in USD per share) | $0.54 | $0.18 | $0.39 | $0.28 | $3.77 | $0.24 | $0.31 | ($0.25) | ||||||||
Diluted income (loss) per common share (in USD per share) | $0.52 | $0.17 | $0.38 | $0.27 | $3.64 | $0.24 | $0.29 | ($0.25) | ||||||||
Successor [Member] | ||||||||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||||||||||||||
Basic weighted average number of shares outstanding (in shares) | 12,489,435 | 31,753,110 | 24,736,841 | |||||||||||||
Effect of dilutive securities: | ||||||||||||||||
Dilutive securities (in shares) | 0 | [1] | 1,424,272 | [1] | 1,059,356 | [1] | ||||||||||
Diluted average shares outstanding (in shares) | 12,489,435 | 33,236,343 | 25,796,197 | |||||||||||||
Net income (loss) available to common stockholders | -11,602 | 44,625 | 127,604 | |||||||||||||
Basic income (loss) per common share (in USD per share) | ($0.93) | $1.41 | $5.16 | |||||||||||||
Diluted income (loss) per common share (in USD per share) | ($0.93) | $1.34 | $4.95 | |||||||||||||
Successor [Member] | Preferred Stock [Member] | ||||||||||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | ||||||||||||||||
Potentially antidilutive securities note included in the calculation of diluted loss per common share | 8,242,731 | |||||||||||||||
Successor [Member] | Vested Stock Options [Member] | ||||||||||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | ||||||||||||||||
Potentially antidilutive securities note included in the calculation of diluted loss per common share | 384,428 | |||||||||||||||
Successor [Member] | Unvested Stock Options [Member] | ||||||||||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | ||||||||||||||||
Potentially antidilutive securities note included in the calculation of diluted loss per common share | 192,214 | |||||||||||||||
Successor [Member] | Warrants [Member] | ||||||||||||||||
Potentially antidilutive securities not included in the calculation of diluted loss per common share (weighted average): | ||||||||||||||||
Potentially antidilutive securities note included in the calculation of diluted loss per common share | 1,907,551 | |||||||||||||||
Predecessor [Member] | ||||||||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||||||||||||||
Basic weighted average number of shares outstanding (in shares) | 1,000 | |||||||||||||||
Effect of dilutive securities: | ||||||||||||||||
Dilutive securities (in shares) | 0 | [1] | ||||||||||||||
Diluted average shares outstanding (in shares) | 1,000 | |||||||||||||||
Net income (loss) available to common stockholders | $228,383 | |||||||||||||||
Basic income (loss) per common share (in USD per share) | $228,383 | |||||||||||||||
Diluted income (loss) per common share (in USD per share) | $228,383 | |||||||||||||||
Tangible Equity Units [Member] | Successor [Member] | ||||||||||||||||
Effect of dilutive securities: | ||||||||||||||||
Dilutive securities (in shares) | 0 | 58,961 | 0 | |||||||||||||
Tangible Equity Units [Member] | Predecessor [Member] | ||||||||||||||||
Effect of dilutive securities: | ||||||||||||||||
Dilutive securities (in shares) | 0 | |||||||||||||||
[1] | For periods with a net loss, all potentially dilutive shares related to the preferred shares, options to acquire common stock, and warrants were excluded from the diluted loss per common share calculations because the effect of their inclusion would be antidilutive, or would decrease the reported loss per common share. |
Equity_Narrative_Details
Equity - Narrative (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Feb. 24, 2012 | |
Class of Stock [Line Items] | ||
Market value of common stock | $43,100,000 | |
Warrants expiration date | February 24, 2022 | |
Common Class A [Member] | Maximum [Member] | ||
Class of Stock [Line Items] | ||
Number of equity units | 5.2247 | |
Common Class A [Member] | Minimum [Member] | ||
Class of Stock [Line Items] | ||
Number of equity units | 4.4465 | |
Common Class B [Member] | ||
Class of Stock [Line Items] | ||
Common stock, shares issued to purchase warrants (in shares) | 1,907,551 | |
Warrants to purchase common stock price per share (in USD per share) | 17.08 | |
Warrants [Member] | ||
Class of Stock [Line Items] | ||
Adoption of fresh start accounting | 1,000,000 | |
Additional Paid-in Capital [Member] | ||
Class of Stock [Line Items] | ||
Issuance of TEUs net of offering costs | 90,700,000 |
Stock_Based_Compensation_Narra
Stock Based Compensation - Narrative (Details) (USD $) | 1 Months Ended | 10 Months Ended | 12 Months Ended | ||
Oct. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted shares granted (in shares) | 31,091 | ||||
Vesting percentage of restricted stock and option awards on date of grant | 50.00% | ||||
Remaining vesting percentage in three equal installments | 50.00% | ||||
Years to vest | 2 years | ||||
Performance target, percent achieved | 97.00% | ||||
Vesting percentage of performance based restricted stock awards | 50.00% | ||||
Shares available for grant (in shares) | 2,096,624 | ||||
Stock based compensation expense | $3,700,000 | $6,100,000 | $3,800,000 | ||
Total unrecognized stock based compensation expense | 1,900,000 | ||||
Unrecognized stock based compensation expense, weighted average recognition period | 1 year 0 months 0 days | ||||
Total value of restricted stock awards vested | 1,700,000 | 3,800,000 | 1,600,000 | ||
Recognized tax benefit | $2,600,000 | $700,000 | |||
Common Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for issuance (in shares) | 3,636,363 | 3,636,363 | |||
Restricted shares granted (in shares) | 392,126 | 370,959 | 302,944 | ||
Stock options granted | 576,651 | ||||
Performance Based Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted shares granted (in shares) | 312,551 | 291,450 | |||
Vesting percentage of performance based restricted stock awards | 33.33% | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Years to vest | 3 years | ||||
Five-Year Stock Options [Member] | Common Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted | 135,197 | ||||
Option period | 5 years | ||||
Three-Year Stock Options [Member] | Common Class A [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted | 441,454 | ||||
Option period | 10 years |
Stock_Based_Compensation_Summa
Stock Based Compensation - Summary of Weighted-Average Assumptions for Fair Value of Employee Options Granted (Details) | 10 Months Ended |
Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Expected dividend yield | 0.00% |
Risk-free interest rate | 0.55% |
Expected volatility | 79.00% |
Expected life (in years) | 4 years 8 months 23 days |
Stock_Based_Compensation_Summa1
Stock Based Compensation - Summary of Stock Option Activity (Details) (USD $) | 10 Months Ended | 12 Months Ended | ||||
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||||
Options outstanding at beginning of year (in shares) | 0 | 576,651 | 576,651 | |||
Granted (in shares) | 576,651 | [1] | 0 | [1] | 0 | [1] |
Exercised (in shares) | 0 | -157,413 | 0 | |||
Canceled (in shares) | 0 | 0 | 0 | |||
Options outstanding at end of year (in shares) | 576,651 | 419,238 | 576,651 | |||
Options vested and expected to vest (in shares) | 576,651 | 419,238 | 576,651 | |||
Options exercisable at end of year (in shares) | 384,441 | [2] | 419,238 | [2] | 480,571 | [2] |
Price range of options exercised (in USD per share) | $8.66 | |||||
Price range of options outstanding (in USD per share) | $8.66 | $8.66 | $8.66 | |||
Weighted Average Exercise Price, Options outstanding at beginning of year (in USD per share) | $8.66 | $8.66 | ||||
Weighted Average Exercise Price, Granted (in USD per share) | $8.66 | [1] | ||||
Weighted Average Exercise Price, Exercised (in USD per share) | $8.66 | |||||
Weighted Average Exercise Price, Options outstanding at end of year (in USD per share) | $8.66 | $8.66 | $8.66 | |||
Weighted Average Exercise Price, Options vested and expected to vest (in USD per share) | $8.66 | $8.66 | $8.66 | |||
Weighted Average Exercise Price, Options exercisable at end of year (in USD per share) | $8.66 | [2] | $8.66 | [2] | $8.66 | [2] |
[1] | The weighted average grant date fair value of the stock options was $5.28 | |||||
[2] | The fair value of shares vested during the years ended December 31, 2014 and 2013, and the period from February 25, 2012 through December 31, 2012 was $1.2 million, $1.4 million and $2.0 million, respectively. |
Stock_Based_Compensation_Summa2
Stock Based Compensation - Summary of Stock Option Activity (Footnote) (Details) (USD $) | 10 Months Ended | 12 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Weighted average grant date fair value of stock options (in USD per share) | $5.28 | ||
Fair value of shares vested | $2 | $1.20 | $1.40 |
Stock_Based_Compensation_Summa3
Stock Based Compensation - Summary of Stock Options Outstanding and Exercisable (Details) (USD $) | 10 Months Ended | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 24, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Exercise Price (in USD per share) | $8.66 | $8.66 | $8.66 | |
Number of Shares (in shares) | 576,651 | 419,238 | 576,651 | 0 |
Weighted Average Remaining Contractual Term (in years) | 2 years 2 months 12 days | |||
Aggregate Intrinsic Value | $4,867,353 |
Stock_Based_Compensation_Summa4
Stock Based Compensation - Summary of Stock Options Granted that are Exercisable (Details) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares (in shares) | 419,238 | [1] | 480,571 | [1] | 384,441 | [1] |
Weighted Average Exercise Price (in USD per share) | $8.66 | [1] | $8.66 | [1] | $8.66 | [1] |
Weighted Average Remaining Contractual Life (in years) | 2 years 2 months 12 days | 3 years 2 months 12 days | ||||
Aggregate Intrinsic Value | $4,867,353 | $7,773,255 | ||||
Executives [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares (in shares) | 397,430 | 450,637 | ||||
Weighted Average Exercise Price (in USD per share) | $8.66 | $8.66 | ||||
Aggregate Intrinsic Value | ||||||
Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares (in shares) | 0 | 0 | ||||
Aggregate Intrinsic Value | ||||||
Non-Executives [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares (in shares) | 21,808 | 29,934 | ||||
Weighted Average Exercise Price (in USD per share) | $8.66 | $8.66 | ||||
Aggregate Intrinsic Value | ||||||
[1] | The fair value of shares vested during the years ended December 31, 2014 and 2013, and the period from February 25, 2012 through December 31, 2012 was $1.2 million, $1.4 million and $2.0 million, respectively. |
Stock_Based_Compensation_Summa5
Stock Based Compensation - Summary of Restricted Shares Activity (Details) (USD $) | 12 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted (in shares) | 31,091 | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Non-vested shares at beginning of year (in shares) | 0 | 99,661 | 109,850 | |
Granted (in shares) | 302,944 | 79,575 | 79,509 | |
Vested (in shares) | -193,094 | -99,901 | -89,698 | |
Canceled (in shares) | 0 | 0 | 0 | |
Non-vested shares at end of year (in shares) | 109,850 | 109,850 | 79,335 | 99,661 |
Weighted Average Grant Date Fair Value, Non-vested shares at beginning of year (in USD per share) | $11.49 | $8.66 | ||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | $8.66 | $27.70 | $14.56 | |
Weighted Average Grant Date Fair Value, Vested (in USD per share) | $8.66 | $13.81 | $10.74 | |
Weighted Average Grant Date Fair Value, Non-vested shares at end of year (in USD per share) | 8.66 | $8.66 | $24.84 | $11.49 |
Performance Based Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Non-vested shares at beginning of year (in shares) | 291,450 | 0 | ||
Granted (in shares) | 312,551 | 291,450 | ||
Vested (in shares) | -97,155 | 0 | ||
Canceled (in shares) | 0 | 0 | ||
Non-vested shares at end of year (in shares) | 506,846 | 291,450 | ||
Weighted Average Grant Date Fair Value, Non-vested shares at beginning of year (in USD per share) | $14.03 | $0 | ||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | $29.94 | $14.03 | ||
Weighted Average Grant Date Fair Value, Vested (in USD per share) | $14.03 | $0 | ||
Weighted Average Grant Date Fair Value, Non-vested shares at end of year (in USD per share) | $23.84 | $14.03 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Narrative (Details) (USD $) | 2 Months Ended | 10 Months Ended | 12 Months Ended | |
Feb. 24, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Project | Project | |||
Loss Contingencies [Line Items] | ||||
Rent expense under cancelable and non-cancelable operating leases | $700,000 | $2,600,000 | $3,100,000 | $1,900,000 |
Deposits held as collateral for outstanding irrevocable standby letters of credit | 504,000 | 854,000 | ||
Outstanding performance and surety bonds | 99,000,000 | |||
Non-refundable deposits | 65,500,000 | |||
Remaining purchase price of land | 449,000,000 | |||
Number of land banking projects | 0 | 1 | ||
Purchase price of land | 0 | 161,465,000 | ||
Minimum [Member] | ||||
Loss Contingencies [Line Items] | ||||
Non-refundable deposit, percent | 15.00% | |||
Maximum [Member] | ||||
Loss Contingencies [Line Items] | ||||
Non-refundable deposit, percent | 25.00% | |||
Project Construction Commitment [Member] | ||||
Loss Contingencies [Line Items] | ||||
Construction project commitments | 107,000,000 | |||
Letter of Credit [Member] | ||||
Loss Contingencies [Line Items] | ||||
Term of letter of credit (in months) | 1 year | |||
Real Estate Not Owned [Member] | ||||
Loss Contingencies [Line Items] | ||||
Purchase price of land | $13,000,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Payments Under Non-Cancelable Operating Leases (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $2,185 |
2016 | 1,871 |
2017 | 1,645 |
2018 | 1,619 |
2019 | 1,235 |
Thereafter | 2,124 |
Total | $10,679 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Summary of Company's Land Banking Arrangements (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | Project | Project |
lot | lot | |
Noncontrolling Interest [Line Items] | ||
Total number of land banking projects | 0 | 1 |
Total number of lots | 0 | 610 |
Total purchase price | $0 | $161,465 |
Balance of Lots Still Under Option and Not Purchased [Member] | ||
Noncontrolling Interest [Line Items] | ||
Total number of lots | 0 | 65 |
Total purchase price | 0 | 12,960 |
Forfeited deposits if lots are not purchased | $0 | $9,210 |
Unaudited_Summarized_Quarterly2
Unaudited Summarized Quarterly Financial Information - Summarized Unaudited Quarterly Financial Information (Details) (USD $) | 3 Months Ended | |||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 |
Quarterly Financial Information Disclosure [Abstract] | ||||||||
Home, lots, land, and other sales | $352,479 | $196,305 | $169,868 | $140,299 | $198,320 | $141,352 | $123,896 | $76,434 |
Cost of homes, lots, land and other sales | -285,448 | -157,774 | -129,626 | -106,212 | -149,418 | -107,957 | -99,485 | -63,328 |
Gross profit | 67,031 | 38,531 | 40,242 | 34,087 | 48,902 | 33,395 | 24,411 | 13,106 |
Other income, costs and expenses, net | -46,221 | -30,909 | -25,490 | -22,745 | 69,414 | -22,715 | -15,331 | -15,579 |
Net income (loss) | 20,810 | 7,622 | 14,752 | 11,342 | 118,316 | 10,680 | 9,080 | -2,473 |
Net (loss) income available to common stockholders | $18,005 | $5,638 | $12,285 | $8,697 | $116,714 | $7,562 | $6,850 | ($3,522) |
(Loss) income per common share: | ||||||||
Basic (in USD per share) | $0.54 | $0.18 | $0.39 | $0.28 | $3.77 | $0.24 | $0.31 | ($0.25) |
Diluted (in USD per share) | $0.52 | $0.17 | $0.38 | $0.27 | $3.64 | $0.24 | $0.29 | ($0.25) |