Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 06, 2017 | Jun. 30, 2016 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WLH | ||
Entity Registrant Name | WILLIAM LYON HOMES | ||
Entity Central Index Key | 1,095,996 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Status | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 394.9 | ||
Common stock, Class A, par value $0.01 per share; 150,000,000 shares authorized; 28,909,781 and 28,363,879 shares issued, 27,907,724 and 27,657,435 shares outstanding at December 31, 2016 and 2015, respectively | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 28,121,757 | ||
Common stock, Class B, par value $0.01 per share; 30,000,000 shares authorized; 3,813,884 shares issued and outstanding at December 31, 2016 and 2015, respectively | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 3,813,884 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 42,612 | $ 50,203 |
Restricted cash | 0 | 504 |
Receivables | 9,538 | 14,838 |
Escrow proceeds receivable | 85 | 3,041 |
Real Estate Inventories | 1,771,998 | 1,675,106 |
Investment in unconsolidated joint ventures | 7,282 | 5,413 |
Goodwill | 66,902 | 66,902 |
Intangibles, net of accumulated amortization of $4,640 as of December 31, 2016 and 2015 | 6,700 | 6,700 |
Deferred income taxes, net valuation allowance of $0 at December 31, 2016 and 2015 | 75,751 | 79,726 |
Other assets, net | 17,283 | 21,017 |
Total assets | 1,998,151 | 1,923,450 |
LIABILITIES AND EQUITY | ||
Accounts payable | 74,282 | 75,881 |
Accrued expenses | 79,790 | 70,324 |
Notes payable | 155,768 | 175,181 |
Long-term debt, gross | 1,080,650 | 1,105,776 |
Total liabilities | 1,234,722 | 1,251,981 |
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, 2016 and 2015, respectively | 0 | 0 |
Additional paid-in capital | 419,099 | 413,810 |
Retained earnings | 277,659 | 217,963 |
Total William Lyon Homes stockholders’ equity | 697,086 | 632,095 |
Noncontrolling interests | 66,343 | 39,374 |
Total equity | 763,429 | 671,469 |
Total liabilities and equity | 1,998,151 | 1,923,450 |
Common stock, Class A, par value $0.01 per share; 150,000,000 shares authorized; 28,909,781 and 28,363,879 shares issued, 27,907,724 and 27,657,435 shares outstanding at December 31, 2016 and 2015, respectively | ||
William Lyon Homes stockholders’ equity | ||
Common stock | 290 | 284 |
Common stock, Class B, par value $0.01 per share; 30,000,000 shares authorized; 3,813,884 shares issued and outstanding at December 31, 2016 and 2015, respectively | ||
William Lyon Homes stockholders’ equity | ||
Common stock | 38 | 38 |
Subordinated Amortizing Note Due 2017 | ||
LIABILITIES AND EQUITY | ||
Long-term debt, gross | 7,225 | 14,066 |
5 3/4% Senior Notes due 2019 | ||
LIABILITIES AND EQUITY | ||
Long-term debt, gross | 148,826 | 148,295 |
8 1/2% Senior Notes due 2020 | ||
LIABILITIES AND EQUITY | ||
Long-term debt, gross | 422,817 | 422,896 |
7% Senior Notes due 2022 | ||
LIABILITIES AND EQUITY | ||
Long-term debt, gross | $ 346,014 | $ 345,338 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Intangibles, accumulated amortization | $ 4,640 | $ 4,640 |
Deferred income taxes, valuation allowance | $ 0 | $ 0 |
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 stock, Class A, par value $0.01 per share; 150,000,000 shares authorized; 28,909,781 and 28,363,879 shares issued, 27,907,724 and 27,657,435 shares outstanding at December 31, 2016 and 2015, respectively | ||
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) | 28,909,781 | 28,363,879 |
Common stock, shares outstanding (in shares) | 27,907,724 | 27,657,435 |
Common stock, Class B, par value $0.01 per share; 30,000,000 shares authorized; 3,813,884 shares issued and outstanding at December 31, 2016 and 2015, respectively | ||
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 | ||
Debt instrument interest rate | 5.75% | 5.75% |
8 1/2% Senior Notes due 2020 | ||
Debt instrument interest rate | 8.50% | 8.50% |
7% Senior Notes due 2022 | ||
Debt instrument interest rate | 7.00% | 7.00% |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating revenue | |||
Home sales | $ 1,402,203 | $ 1,078,928 | $ 857,025 |
Construction services | 3,837 | 25,124 | 37,728 |
Operating revenue | 1,406,040 | 1,104,052 | 894,753 |
Operating costs | |||
Cost of sales — homes | (1,162,337) | (878,995) | (677,531) |
Construction services | (3,485) | (21,181) | (30,700) |
Sales and marketing | (72,509) | (61,539) | (45,903) |
General and administrative | (73,398) | (59,161) | (54,626) |
Transaction expenses | 0 | 0 | (5,832) |
Amortization of intangible assets | 0 | (957) | (1,814) |
Other | (343) | (1,972) | (2,874) |
Operating costs | (1,312,072) | (1,023,805) | (819,280) |
Operating income | 93,968 | 80,247 | 75,473 |
Equity in income of unconsolidated joint ventures | 5,606 | 3,239 | 555 |
Other income, net | 3,243 | 3,581 | 2,295 |
Income before provision for income taxes | 102,817 | 87,067 | 78,323 |
Provision for income taxes | (34,850) | (26,806) | (23,797) |
Net income | 67,967 | 60,261 | 54,526 |
Less: Net income attributable to noncontrolling interests | (8,271) | (2,925) | (9,901) |
Net income available to common stockholders | $ 59,696 | $ 57,336 | $ 44,625 |
Income per common share: | |||
Basic (in USD per share) | $ 1.62 | $ 1.57 | $ 1.41 |
Diluted (in USD per share) | $ 1.55 | $ 1.48 | $ 1.34 |
Weighted average common shares outstanding: | |||
Basic (in shares) | 36,764,799 | 36,546,227 | 31,753,110 |
Diluted (in shares) | 38,474,900 | 38,767,556 | 33,236,343 |
Consolidated Statements Of Equi
Consolidated Statements Of Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Non-Controlling Interest |
Balance, beginning (in shares) at Dec. 31, 2013 | 31,436 | ||||
Balance, beginning at Dec. 31, 2013 | $ 450,794 | $ 314 | $ 311,863 | $ 116,002 | $ 22,615 |
Net 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) | |||
Exercise of stock options (in shares) | 158 | ||||
Exercise of stock options | 285 | $ 1 | 284 | ||
Offering costs related to secondary sale of common stock (in shares) | 0 | ||||
Offering costs related to secondary sale of common stock | (105) | $ 0 | (105) | ||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans (in shares) | (99) | ||||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans | (1,774) | $ 0 | (1,774) | ||
Stock based compensation (in shares) | 392 | ||||
Stock based compensation | 6,114 | $ 4 | 6,110 | ||
Excess income tax benefit from stock based awards | 1,866 | 1,866 | |||
Issuance of TEUs net of offering costs | 90,725 | 90,725 | |||
Balance, ending (in shares) at Dec. 31, 2014 | 31,887 | ||||
Balance, ending at Dec. 31, 2014 | 597,146 | $ 319 | 408,969 | 160,627 | 27,231 |
Net income | 60,261 | 57,336 | 2,925 | ||
Cash contributions from members of consolidated entities | 19,850 | 19,850 | |||
Cash distributions to members of consolidated entities | (10,632) | (10,632) | |||
Exercise of stock options (in shares) | 48 | ||||
Exercise of stock options | 106 | $ 0 | 106 | ||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans (in shares) | (88) | ||||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans | (1,832) | $ (1) | (1,831) | ||
Stock based compensation (in shares) | 331 | ||||
Stock based compensation | 6,570 | $ 4 | 6,566 | ||
Issuance of TEUs net of offering costs | 90,700 | ||||
Balance, ending (in shares) at Dec. 31, 2015 | 32,178 | ||||
Balance, ending at Dec. 31, 2015 | 671,469 | $ 322 | 413,810 | 217,963 | 39,374 |
Net income | 67,967 | 59,696 | 8,271 | ||
Cash contributions from members of consolidated entities | 38,334 | 38,334 | |||
Cash distributions to members of consolidated entities | (19,636) | (19,636) | |||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans (in shares) | 82 | ||||
Shares remitted to Company to satisfy employee personal income tax liabilities resulting from share based compensation plans | (942) | $ (1) | (941) | ||
Stock based compensation (in shares) | 628 | ||||
Stock based compensation | 6,419 | $ 7 | 6,412 | ||
Excess income tax benefit from stock based awards | (182) | (182) | |||
Balance, ending (in shares) at Dec. 31, 2016 | 32,724 | ||||
Balance, ending at Dec. 31, 2016 | $ 763,429 | $ 328 | $ 419,099 | $ 277,659 | $ 66,343 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Net income | $ 67,967 | $ 60,261 | $ 54,526 |
Adjustments to reconcile net income to net cash used in operating activities: | |||
Depreciation and amortization | 2,006 | 2,663 | 2,874 |
Stock based compensation expense | 6,419 | 6,570 | 6,114 |
Equity in income of unconsolidated joint ventures | (5,606) | (3,239) | (555) |
Distributions from unconsolidated joint ventures | 3,725 | 1,075 | 353 |
Net change in deferred income taxes | 3,975 | 8,313 | 7,812 |
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | |||
Restricted cash | 504 | 0 | 350 |
Receivables | (876) | 6,663 | (4,554) |
Escrow proceeds receivable | 2,956 | (126) | 1,465 |
Other assets, net | 2,367 | 758 | (5,588) |
Accounts payable | (1,599) | 24,067 | 34,103 |
Accrued expenses | 9,466 | (15,045) | 21,290 |
Liabilities from real estate inventories not owned | 0 | 0 | (12,960) |
Net cash provided by (used in) operating activities | 21,706 | (172,908) | (159,807) |
Investing activities: | |||
Investment in and advances to unconsolidated joint ventures | 0 | (1,000) | (500) |
Cash paid for acquisitions, net | 0 | 0 | (492,418) |
Proceeds from repayment of notes receivable | 6,188 | 0 | 0 |
Purchases of property and equipment | (1,029) | (4,800) | (2,078) |
Net cash provided by (used in) investing activities | 5,159 | (5,800) | (494,996) |
Financing activities: | |||
Proceeds from borrowings on notes payable | 139,783 | 119,663 | 95,227 |
Principal payments on notes payable | (147,887) | (58,217) | (96,465) |
Proceeds from issuance of bridge loan | 0 | 0 | 120,000 |
Payments on bridge loan | 0 | 0 | (120,000) |
Proceeds from borrowings on revolver | 258,000 | 229,000 | 20,000 |
Payments on revolver | (294,000) | (164,000) | (20,000) |
Issuance of TEUs - Purchase Contracts | 0 | 0 | 94,284 |
Offering costs related to TEUs | 0 | 0 | (3,830) |
Issuance of TEUs - Amortizing notes | 0 | 0 | 20,717 |
Principal payments on subordinated amortizing notes | (6,841) | (6,651) | 0 |
Proceeds from stock options exercised | 0 | 106 | 285 |
Offering costs related to issuance of common stock | 0 | 0 | (105) |
Purchase of common stock | (942) | (1,832) | (1,774) |
Excess income tax benefit from stock based awards | (182) | 0 | 1,866 |
Payment of deferred loan costs | (1,085) | (2,147) | (19,018) |
Cash distributions to members of consolidated entities | (19,636) | (10,632) | (27,326) |
Net cash (used in) provided by financing activities | (34,456) | 176,140 | 535,902 |
Net decrease in cash and cash equivalents | (7,591) | (2,568) | (118,901) |
Cash and cash equivalents — beginning of period | 50,203 | 52,771 | 171,672 |
Cash and cash equivalents — end of period | 42,612 | 50,203 | 52,771 |
Supplemental disclosures: | |||
Cash paid for taxes | 16,540 | 24,955 | 25,392 |
Supplemental disclosures of non-cash investing and financing activities: | |||
Notes payable issued in conjunction with land acquisitions | 24,692 | 2,413 | |
Liabilities assumed as part of cash acquisition of Polygon Northwest Homes | 0 | 0 | 4,574 |
Real estate inventories — owned | |||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | |||
Real estate inventories | (69,598) | (264,868) | (277,997) |
Real estate inventories — not owned | |||
Net changes in operating assets and liabilities, net of impact of Acquisition of Polygon Northwest Homes: | |||
Real estate inventories | 0 | 0 | 12,960 |
5 3/4% Senior Notes due 2019 | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | 0 | 150,000 |
7% Senior Notes due 2022 | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | $ 0 | $ 51,000 | $ 300,000 |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Parenthetical) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
5 3/4% Senior Notes due 2019 | |||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% |
7% Senior Notes due 2022 | |||
Debt instrument interest rate | 7.00% | 7.00% | 7.00% |
8 1/2% Senior Notes due 2020 | |||
Debt instrument interest rate | 8.50% | 8.50% |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
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 (currently, under the Village Homes brand), Washington and Oregon (together, currently under the Polygon Northwest Homes brand). 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, 2016 and 2015 and revenues and expenses for the years ended December 31, 2016 , 2015 , and 2014 . 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 3). 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 (calculated as net new home orders divided by average sales locations for a given period), 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 a 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 years ended December 31, 2016 , 2015 , and 2014 are as follows (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Warranty liability, beginning of period $ 18,117 $ 18,155 $ 14,935 Warranty provision during period 8,237 7,423 9,601 Warranty payments during period (12,334 ) (8,555 ) (7,409 ) Warranty charges related to construction services projects 153 1,094 1,028 Warranty liability, end of period $ 14,173 $ 18,117 $ 18,155 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 years ended December 31, 2016 , 2015 , and 2014 are as follows (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Interest incurred $ 83,218 $ 76,221 $ 65,560 Less: Interest capitalized (83,218 ) (76,221 ) (65,560 ) Interest expense, net of amounts capitalized $ — $ — $ — Cash paid for interest $ 79,734 $ 72,254 $ 46,779 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, 2016 , 2015 and 2014 , the Company recorded additional compensation of $0.2 million , $1.9 million and $3.9 million , respectively. 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, 2016 and 2015 . 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. 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 5, 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 per common share The Company computes income per common share in accordance with FASB ASC Topic 260, Earnings per Share , which requires income 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 between the holders of common stock and a company’s participating security holders. Basic income 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 per common share, basic income 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 would be provided to reduce net deferred tax assets if it were determined that it 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, 2017, and is to be applied either retrospectively or using the cumulative effect transition method, with early adoption not permitted. The Company does not anticipate that the adoption of ASU 2014-09 will have a material impact on its consolidated financial statements. In February 2015, FASB issued ASU No. 2015-02 " Consolidation (Topic 810): Amendments to the Consolidation Analysis " ("ASU 2015-02"). ASU 2015-02 amends the consolidation guidance for variable interest entities and voting interest entities, among other items, by eliminating the consolidation model previously applied to limited partnerships, emphasizing the risk of loss when determining a controlling financial interest and reducing the frequency of the application of related-party guidance when determining a controlling financial interest. ASU 2015-02 is effective for public companies for interim and annual reporting periods beginning after December 15, 2015. The adoption of ASU 2015-02 did not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, " Leases (Topic 842) " ("ASU 2016-02"), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets. ASU 2016-02 requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. ASU 2016-02 is effective for annual and interim periods in fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company does not anticipate that the adoption of ASU 2014-09 will have a material impact on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “ Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” ("ASU 2016-09”). ASU 2016-09 simplifies several aspects for the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for annual and interim periods in fiscal years beginning after December 15, 2016. Early adoption is permitted. The Company does not anticipate that the adoption of ASU 2014-09 will have a material impact on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ” (“ASU 2016-15”). ASU 2016-15 provides guidance on how certain cash receipts and cash payments are to be presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual and interim periods in fiscal years beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the potential impact the adoption of ASU 2016-15 will have on its 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 Northwes
Acquisition of Polygon Northwest Homes | 12 Months Ended |
Dec. 31, 2016 | |
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 “Polygon 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 Polygon Acquisition with a combination of proceeds as follows: (i) $300 million in aggregate principal amount of 7.00% senior notes due 2022, (ii) approximately $100 million of aggregate proceeds from several separate land banking arrangements for land parcels located in California, Washington and Oregon, (iii) $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), and (iv) cash on hand. As a result of the Polygon 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. 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 $52.7 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 The Company completed its final estimate of the fair value of the net assets of Polygon Northwest Homes during August 2015. During the year ended December 31, 2015, the Company recorded a measurement period adjustment based upon information that was received subsequent to the acquisition date that related to conditions that existed as of that date. The net effect of this adjustment was to reduce the value of Real estate inventories by $6.0 million , with a corresponding increase to Goodwill. As the Company elected to early adopt ASU 2015-16 (see Note 1) this adjustment was recorded during the year ended December 31, 2015. An adjustment to reduce Cost of sales - homes was recorded during the year ended December 31, 2015 for $0.3 million to account for homes affected by this measurement period adjustment that had been delivered subsequent to the acquisition date. The following table summarizes the amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): Assets Acquired Real estate inventories $ 435,054 Goodwill 52,693 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. There were no acquisition related costs incurred during the year ended December 31, 2015 or December 31, 2016. Supplemental Unaudited Pro Forma Information The following table presents unaudited pro forma amounts for the year ended December 31, 2014 (amounts in thousands, except per share data): Year Ended December 31, 2014 Operating revenues $ 1,048.6 Net income available to common stockholders $ 53.4 Income per share - basic $ 1.68 Income per share - diluted $ 1.61 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. |
Variable Interest Entities and
Variable Interest Entities and Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 , the Company had eleven and eight 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 and limited obligations 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. 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, 2016 , the Company formed three 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, 2016 and December 31, 2015 . As of December 31, 2016 , the assets of the consolidated VIEs totaled $204.8 million , of which $5.8 million was cash and $200.7 million was real estate inventories. The liabilities of the consolidated VIEs totaled $107.3 million , primarily comprised of notes payable, accounts payable and accrued liabilities. As of December 31, 2015 , the assets of the consolidated VIEs totaled $155.0 million , of which $2.8 million was cash and $148.6 million was real estate inventories. The liabilities of the consolidated VIEs totaled $97.1 million , primarily comprised of notes payable, accounts payable and accrued liabilities. |
Investments in Unconsolidated J
Investments in Unconsolidated Joint Ventures Investments in Unconsolidated Joint Ventures | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures The table set forth below summarizes the combined unaudited statements of operations for our unconsolidated mortgage joint ventures that we accounted for under the equity method (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Revenues $ 21,156 $ 12,314 $ 2,015 Cost of sales (10,407 ) (5,842 ) (906 ) Income of unconsolidated joint ventures $ 10,749 $ 6,472 $ 1,109 Income from unconsolidated joint ventures reflected in the accompanying consolidated statements of operations represents our share of the income of our unconsolidated mortgage joint ventures, which is allocated based on the provisions of the underlying joint venture operating agreements less any additional impairments recorded against our investments in joint ventures which we do not deem recoverable. For the years ended December 31, 2016 , 2015 and 2014 , the Company recorded income of $ 5.6 million , $ 3.2 million and $0.6 million , respectively, from its unconsolidated joint ventures. This income was primarily attributable to our share of income related to mortgages that were generated and issued to qualifying home buyers during the periods. During the years ended December 31, 2016 , 2015 , and 2014 , all of our unconsolidated joint ventures were reviewed for impairment. Based on the impairment review, no investments in joint ventures were determined to be impaired. The table set forth below summarizes the combined unaudited balance sheets for our unconsolidated joint ventures that we accounted for under the equity method (in thousands): December 31, 2016 2015 Assets Cash $ 10,208 $ 6,340 Loans held for sale 18,791 29,312 Accounts receivable 764 309 Other assets 56 390 Total Assets $ 29,819 $ 36,351 Liabilities and Equity Accounts payable $ 694 $ 651 Accrued expenses 1,026 774 Credit lines payable 17,748 27,350 Other liabilities 17 515 Members equity 10,334 7,061 Total Liabilities and Equity $ 29,819 $ 36,351 |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
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 President and Chief Executive Officer has been identified as the chief operating decision maker. The Company’s chief operating decision maker directs 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 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, Riverside and San Bernardino counties; ii ) Northern California, consisting of operations in Alameda, Contra Costa, San Joaquin, and Santa Clara 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, Colorado metropolitan area. 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. Segment financial information relating to the Company’s operations was as follows (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Operating revenue: California (1) $ 494,189 $ 401,934 $ 534,982 Arizona 125,951 69,510 59,195 Nevada 191,711 130,845 121,815 Colorado 128,530 107,014 46,460 Washington 154,600 181,258 65,886 Oregon 311,059 213,491 66,415 Total operating revenue $ 1,406,040 $ 1,104,052 $ 894,753 (1) Operating revenue in the California segment includes construction services revenue. Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Income before (provision) benefit for income taxes: California $ 47,692 $ 46,752 $ 84,379 Arizona 12,004 5,743 6,112 Nevada 19,182 13,022 9,925 Colorado 6,978 3,291 (271 ) Washington 9,528 18,652 6,483 Oregon 41,617 24,787 5,498 Corporate (34,184 ) (25,180 ) (33,803 ) Income before provision from income taxes $ 102,817 $ 87,067 $ 78,323 December 31, December 31, 2016 2015 Total assets: California $ 716,955 $ 721,066 Arizona 191,581 197,828 Nevada 189,248 183,019 Colorado 124,580 118,307 Washington 343,973 249,615 Oregon 238,766 228,183 Corporate (1) 193,048 225,432 Total assets $ 1,998,151 $ 1,923,450 (1) Comprised primarily of cash and cash equivalents, receivables, deferred income taxes, and other assets. |
Real Estate Inventories
Real Estate Inventories | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Real Estate Inventories | Real Estate Inventories Real estate inventories consist of the following (in thousands): December 31, 2016 2015 Real estate inventories: Land deposits $ 50,429 $ 61,514 Land and land under development 1,069,001 1,013,650 Homes completed and under construction 545,310 495,966 Model homes 107,258 103,976 Total $ 1,771,998 $ 1,675,106 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. During the years ended December 31, 2016 , 2015 , and 2014 , the Company did not record any impairments to the value of its real estate inventories. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill As of December 31, 2016 and 2015 , the Company had Goodwill $66.9 million . $14.2 million at December 31, 2016 and 2015 , 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, 2015 , the Company recorded a measurement period adjustment based upon information that was received subsequent to the acquisition date of Polygon Northwest Homes that related to conditions that existed as of that date. This adjustment increased the value of Goodwill by $6.0 million . Refer to Note 2 for further details relating to the acquisition of Polygon Northwest Homes. Goodwill by operating segment as of December 31, 2016 and 2015 is as follows (in thousands): December 31, 2016 2015 California $ 6,801 $ 6,801 Arizona 5,951 5,951 Nevada 1,457 1,457 Colorado — — Washington 31,200 31,200 Oregon 21,493 21,493 Total $ 66,902 $ 66,902 |
Intangibles
Intangibles | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangibles | Intangibles The carrying value and accumulated amortization of intangible assets at December 31, 2016 and December 31, 2015 , by major intangible asset category, is as follows (in thousands): December 31, 2016 December 31, 2015 Carrying Value Accumulated Amortization Net Carrying Amount Carrying Value Accumulated Amortization Net Carrying Amount Brand Name - Polygon Northwest Homes $ 6,700 $ — $ 6,700 $ 6,700 $ — $ 6,700 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, 2015 was $1.0 million . As of December 31, 2015 , the Company has fully amortized the value of all of the intangible assets it held with finite lives. |
Senior Notes, Secured, and Subo
Senior Notes, Secured, and Subordinated Indebtedness | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 Notes payable Revolving line of credit $ 29,000 $ 65,000 Construction notes payable 102,076 110,181 Seller financing 24,692 — Total notes payable $ 155,768 $ 175,181 Subordinated amortizing notes 7,225 14,066 Senior notes 5 3 / 4 % Senior Notes due April 15, 2019 148,826 148,295 8 1 / 2 % Senior Notes due November 15, 2020 422,817 422,896 7% Senior Notes due August 15, 2022 346,014 345,338 Total Debt $ 1,080,650 $ 1,105,776 The maturities of the Company's Notes payable, Subordinated amortizing notes, 5 3 / 4 % Senior Notes, 8 1 / 2 % Senior Notes, and 7% Senior Notes are as follows as of December 31, 2016 (in thousands): Year Ended December 31, 2017 $ 50,805 2018 62,785 2019 199,403 2020 425,000 2021 — Thereafter 350,000 $ 1,087,993 Maturities above exclude premium on the 8 1 / 2 % and 7% Senior Notes in aggregate of $3,450 , and deferred loan costs on the 5 3 / 4 %, 8 1 / 2 %, and 7% Senior Notes in aggregate of $10,793 as of December 31, 2016 . Notes Payable Construction Notes Payable The Company and certain of its 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, facility size, maturity date and interest rate are listed in the table below as of December 31, 2016 (in millions): Issuance Date Facility Size Outstanding Maturity Current Rate March, 2016 $ 33.4 $ 17.4 September, 2018 3.69 % (1) January, 2016 35.0 21.5 February, 2019 4.02 % (2) November, 2015 42.5 20.6 November, 2017 4.75 % (1) August, 2015 (4) 14.2 — (5) August, 2017 4.50 % (1) August, 2015 (4) 37.5 — (5) August, 2017 4.75 % (1) July, 2015 22.5 13.8 July, 2018 4.25 % (3) April, 2015 18.5 2.3 October, 2017 4.25 % (3) November, 2014 24.0 7.2 November, 2017 4.25 % (3) November, 2014 22.0 9.4 November, 2017 4.25 % (3) March, 2014 26.0 9.9 April, 2018 3.71 % (1) $ 275.6 $ 102.1 (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 LIBOR +3.25% . (3) Loan bears interest at the prime rate +0.5% . (4) Loan relates to a project that is wholly-owned by the Company. (5) During the year ended December 31, 2016 , the balance on this borrowing was paid in full prior to the August, 2017 maturity date, along with all accrued interest to date. The construction notes payable contain certain financial maintenance covenants. The Company was in compliance with all such covenants as of December 31, 2016 . Seller Financing At December 31, 2016 , the Company had $24.7 million of notes payable outstanding related to two land acquisitions for which seller financing was provided. The first note of approximately $3.0 million bears interest at a rate of 7% per annum, is secured by the underlying land, and matures in August 2017. This note was entered into with a related party. Refer to Note 11 for more details regarding the related party transaction. The second note of $21.7 million bears interest at a rate of 7% per annum, is secured by the underlying land, and matures in June 2018. Revolving Lines of Credit On July 1, 2016 , California Lyon and Parent entered into an amendment and restatement agreement pursuant to which its existing credit agreement providing for a revolving credit facility, as previously amended and restated on March 27, 2015 as described below, was further amended and restated in its entirety (the "Second Amended Facility"). The Second Amended Facility amends and restates the Company’s previous $130.0 million revolving credit facility and provides for total lending commitments of $145.0 million . In addition, the Second Amended Facility has an uncommitted accordion feature under which the Company may increase the total principal amount up to a maximum aggregate of $200.0 million under certain circumstances, as well as a sublimit of $50.0 million for letters of credit. The Second Amended Facility, among other things, also amended the maturity date of the previous facility to July 1, 2019 , provided that the Second Amended Facility will terminate on January 14, 2019 (the “Springing Termination Date”) if, on the Springing Termination Date, the aggregate outstanding principal amount of California Lyon’s 5.75% senior notes due 2019 is equal to or greater than the sum of (a) 50% of the Consolidated EBITDA (as defined in the Second Amended Facility) of California Lyon, Parent, certain of the Parent’s direct and indirect wholly owned subsidiaries (together with California Lyon and Parent, the “Loan Parties”) and their Restricted Subsidiaries (as defined in the Second Amended Facility) for the four-quarter period ending September 30, 2018 , plus (b) the Liquidity (as defined in the Second Amended Facility) of the Loan Parties and their consolidated subsidiaries on the Springing Termination Date. Further, the Second Amended Facility amended the maximum leverage ratio covenant to extend the timing of the gradual step-downs. Specifically, pursuant to the Second Amended Facility, the maximum leverage ratio will remain at 65% from June 30, 2016 through and including December 30, 2016, will decrease to 62.5% on the last day of the 2016 fiscal year, remain at 62.5% from December 31, 2016 through and including June 29, 2017, and will further decrease to 60% on the last day of the second quarter of 2017 and remain at 60% thereafter. The Second Amended Facility did not revise any of our other financial covenants thereunder. Prior to the entry into the Second Amended Facility as described above, on March 27, 2015 , California Lyon and Parent entered into an amendment and restatement agreement which amended and restated the Company's previous $100 million revolving credit facility and provided for total lending commitments of $130.0 million , an uncommitted accordion feature under which the Company could increase the total principal amount up to a maximum aggregate of $200.0 million under certain circumstances (up from a maximum aggregate of $125.0 million under the previous facility), as well as a sublimit of $50.0 million for letters of credit, and extended the maturity date of the previous facility by one year to August 7, 2017 . The Second Amended Facility contains certain financial maintenance covenants, including (a) a minimum tangible net worth requirement of $451.0 million (which is subject to increase over time based on subsequent earnings and proceeds from equity offerings, as well as deferred tax assets to the extent included on the Company's financial statements), (b) a maximum leverage covenant that prohibits the leverage ratio (as defined therein) from exceeding 65% , which maximum leverage ratio decreases to 62.5% effective as of December 31, 2016, and further decreases to 60% effective as of June 30, 2017, and (c) a covenant requiring us to maintain either (i) an interest coverage ratio (EBITDA to interest incurred, as defined therein) of at least 1.50 to 1.00 or (ii) liquidity (as defined therein) of an amount not less than the greater of our consolidated interest incurred during the trailing 12 months and $50.0 million . Our compliance with these financial covenants is measured by calculations and metrics that are specifically defined or described by the terms of the Second Amended Facility and can differ in certain respects from comparable GAAP or other commonly used terms. The Second Amended Facility contains customary events of default, subject to cure periods in certain circumstances, 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. The occurrence of any event of default could result in the termination of the commitments under the Second Amended Facility and permit the lenders to accelerate payment on outstanding borrowings under the Second Amended Facility and require cash collateralization of outstanding letters of credit. If a change in control (as defined in the Second Amended Facility) occurs, the lenders may terminate the commitments under the Second Amended Facility and require that the Company repay outstanding borrowings under the Second Amended Facility and cash collateralize outstanding letters of credit. Interest rates on borrowings generally will be based on either LIBOR or a base rate, plus the applicable spread. The Company was in compliance with all covenants under the Second Amended Facility as of December 31, 2016 . Borrowings under the Second Amended Facility, the availability of which is subject to a borrowing base formula, are required to be guaranteed by the Parent and certain of the 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. Interest rates on borrowings generally will be based on either LIBOR or a base rate, plus the applicable spread. As of December 31, 2016 , the commitment fee on the unused portion of the Second Facility accrues at an annual rate of 0.50 %. As of December 31, 2016 and December 31, 2015 , the Company had $29.0 million and $65.0 million outstanding against the Second Amended Facility, respectively, at effective rates of 4.75% and 3.32% , respectively. In addition, a letter of credit for $8.0 million and $8.6 million was outstanding at December 31, 2016 and December 31, 2015 , respectively. In connection with the issuance of the Company’s new 5.875% Notes to pay off in full the previously outstanding 8.5% Notes in January 2017, the Company entered into an amendment to the Second Amended Facility effective as of January 27, 2017. The amendment modifies the definition of Tangible Net Worth (as defined therein) for purposes of calculating the Leverage Ratio covenant under the Second Amended Facility, so as to exclude any reduction in Tangible Net Worth that occurs as a result of the costs related to payment of any call premium or any other costs associated with the refinancing transaction and the redemption of outstanding 8.5% Notes. See Note 17 for additional information. Subordinated Amortizing Notes On November 21, 2014, in order to pay down amounts borrowed under the one-year 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”). 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 on the mandatory settlement date, subject to adjustment, based upon the applicable settlement rate and applicable market value of Class A Common Stock. Each amortizing note had an initial principal amount of $18.01 , bears interest at the annual rate of 5.50% and has 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 was $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 Amended 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, 2016 and 2015 , the amortizing notes had an unamortized carrying value of $7.2 million and $14.1 million , respectively. 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. In August 2014, the Company exchanged 100% of the 5.75% Notes for notes that are freely transferable and registered under the Securities Act of 1933, as amended (the "Securities Act"). As of December 31, 2016 , the outstanding principal amount of the 5.75% Notes was $150 million , excluding deferred loan costs of $1.2 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 $350 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 April 15, 2016 104.313 % October 15, 2016 102.875 % April 15, 2017 101.438 % April 15, 2018 and thereafter 100.000 % 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 private placement with registration rights of 8.5% Senior Notes due 2020 (the "initial 8.5% Notes"), in an aggregate principal amount of $325 million . The initial 8.5% Notes were issued at 100% of their aggregate principal amount. In July 2013, the Company exchanged 100% of the initial 8.5% Notes for notes that are freely transferable and registered under the Securities Act. On October 24, 2013 , California Lyon completed its private placement with registration rights of an additional $100.0 million in aggregate principal amount of its 8.5% Senior Notes due 2020 (the “additional 8.5% Notes”, and together with the initial 8.5% Notes, the "8.5% 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 . In February 2014, the Company exchanged 100% of the additional 8.5% Notes for notes that are freely transferable and registered under the Securities Act. As of December 31, 2016 , the outstanding principal amount of the 8.5% Notes was $425 million , excluding unamortized premium of $2.6 million and deferred loan costs of $4.8 million . The 8.5% 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 8.5% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The 8.5% 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 8.5% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 8.5% 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 8.5% 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 104.250 % 2017 102.125 % 2018 and thereafter 100.000 % On January 31, 2017, California Lyon completed the sale to certain purchasers of $450.0 million in aggregate principal amount of 5.875% Senior Notes due 2025, or the 5.875% Notes, in a private placement with registration rights. Parent, through California Lyon, used the net proceeds from the 5.875% Notes offering to purchase $395.6 million of the outstanding aggregate principal amount of the 8.5% Notes, pursuant to a cash tender offer and consent solicitation, and subsequently used the remaining proceeds, together with cash on hand, for the retirement of the remaining outstanding 8.5% Notes. The Company incurred certain costs related to the early extinguishment of debt of the 8.5% Notes during the first quarter of 2017 in an amount of approximately $21.8 million . See Note 17 for additional details regarding this refinancing transaction. 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 “initial 7.00% Notes”), in an aggregate principal amount of $300 million . The initial 7.00% 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 initial 7.00% Notes and the related indenture by operation of law (the “Escrow Merger”). Following the Escrow Merger, California Lyon is the obligor under the initial 7.00% Notes. In January 2015, the Company exchanged 100% of the initial 7.00% Notes for notes that are freely transferable and registered under the Securities Act. On September 15, 2015, California Lyon completed its private placement with registration rights of an additional $50.0 million in aggregate principal amount of its 7.00% Senior Notes due 2022 (the "additional 7.00% Notes", and together with the initial 7.00% Notes, the "7.00 Notes"), at an issue price of 102.0% of their principal amount, plus accrued interest from August 15, 2015, resulting in net proceeds of approximately $50.5 million. In January 2016, the Company exchanged 100% of the additional 7.00% Notes for notes that are freely transferable and registered under the Securities Act. As of December 31, 2016 , the outstanding amount of the notes was $350 million , excluding unamortized premium of $0.8 million and deferred loan costs of $4.8 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 August 15, 2017 103.500 % August 15, 2018 101.750 % August 15, 2019 and thereafter 100.000 % 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, 2016 . GUARANTOR AND NON-GUARANTOR FINANCIAL STATEMENTS The following consolidating financial information includes: (1) Consolidating balance sheets as of December 31, 2016 and 2015 ; consolidating statements of operations and cash flows for the years ended December 31, 2016 , 2015 and 2014 , 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. Delaware Lyons 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, 2016 and 2015 , and for the years ended December 31, 2016 2015 , and 2014 . CONSOLIDATING BALANCE SHEET December 31, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 36,204 $ 272 $ 6,136 $ — $ 42,612 Receivables — 2,989 3,303 3,246 — 9,538 Escrow proceeds receivable — 85 — — — 85 Real estate inventories — 910,594 645,341 216,063 — 1,771,998 Invest in unconsolidated joint ventures — 7,132 150 — — 7,282 Goodwill — 14,209 52,693 — — 66,902 Intangibles, net — — 6,700 — — 6,700 Deferred income taxes, net — 75,751 — — — 75,751 Other assets, net — 15,779 1,089 415 — 17,283 Investments in subsidiaries 697,086 (23,736 ) (573,650 ) — (99,700 ) — Intercompany receivables — — 252,860 — (252,860 ) — Total assets $ 697,086 $ 1,039,007 $ 388,758 $ 225,860 $ (352,560 ) $ 1,998,151 LIABILITIES AND EQUITY Accounts payable $ — $ 52,380 $ 16,416 $ 5,486 $ — $ 74,282 Accrued expenses — 75,058 4,634 98 — 79,790 Notes payable — 50,713 2,979 102,076 — 155,768 Subordinated Amortizing Notes — 7,225 — — — 7,225 5 3 / 4 % Senior Notes — 148,826 — — — 148,826 8 1 / 2 % Senior Notes — 422,817 — — — 422,817 7% Senior Notes — 346,014 — — — 346,014 Intercompany payables — 177,267 — 75,593 (252,860 ) — Total liabilities — 1,280,300 24,029 183,253 (252,860 ) 1,234,722 Equity William Lyon Homes stockholders’ equity 697,086 (241,291 ) 364,727 (23,736 ) (99,700 ) 697,086 Noncontrolling interests — — — 66,343 — 66,343 Total liabilities and equity $ 697,086 $ 1,039,009 $ 388,756 $ 225,860 $ (352,560 ) $ 1,998,151 CONSOLIDATING BALANCE SHEET December 31, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 44,331 $ 2,724 $ 3,148 $ — $ 50,203 Restricted cash — 504 — — — 504 Receivables — 8,986 937 4,915 — 14,838 Escrow proceeds receivable — 2,020 1,021 — — 3,041 Real estate inventories — 922,990 589,762 162,354 — 1,675,106 Invest in unconsolidated joint ventures — 5,263 150 — — 5,413 Goodwill — 14,209 52,693 — — 66,902 Intangibles, net — — 6,700 — — 6,700 Deferred income taxes, net — 79,726 — — — 79,726 Other assets, net — 18,981 1,737 299 — 21,017 Investments in subsidiaries 632,095 (34,522 ) (561,546 ) — (36,027 ) — Intercompany receivables — — 239,248 — (239,248 ) — Total assets $ 632,095 $ 1,062,488 $ 333,426 $ 170,716 $ (275,275 ) $ 1,923,450 LIABILITIES AND EQUITY Accounts payable $ — $ 45,065 $ 27,807 $ 3,009 $ — $ 75,881 Accrued expenses — 62,167 8,059 98 — 70,324 Notes payable — 80,915 — 94,266 — 175,181 Subordinated Amortizing Notes — 14,066 — — — 14,066 5 3 / 4 % Senior Notes — 148,295 — — — 148,295 8 1 / 2 % Senior Notes — 422,896 — — — 422,896 7% Senior Notes — 345,338 — — — 345,338 Intercompany payables — 170,757 — 68,491 (239,248 ) — Total liabilities — 1,289,499 35,866 165,864 (239,248 ) 1,251,981 Equity William Lyon Homes stockholders’ equity 632,095 (227,011 ) 297,560 (34,522 ) (36,027 ) 632,095 Noncontrolling interests — — — 39,374 — 39,374 Total liabilities and equity $ 632,095 $ 1,062,488 $ 333,426 $ 170,716 $ (275,275 ) $ 1,923,450 CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 573,191 $ 680,138 $ 148,874 $ — $ 1,402,203 Construction services — 3,837 — — — 3,837 Management fees — (4,362 ) — — 4,362 — — 572,666 680,138 148,874 4,362 1,406,040 Operating costs Cost of sales — (462,153 ) (564,596 ) (131,226 ) (4,362 ) (1,162,337 ) Construction services — (3,485 ) — — — (3,485 ) Sales and marketing — (27,329 ) (36,170 ) (9,010 ) — (72,509 ) General and administrative — (60,141 ) (13,256 ) (1 ) — (73,398 ) Other — (442 ) 100 (1 ) — (343 ) — (553,550 ) (613,922 ) (140,238 ) (4,362 ) (1,312,072 ) Income (loss) from subsidiaries 59,696 8,331 — — (68,027 ) — Operating income 59,696 27,447 66,216 8,636 (68,027 ) 93,968 Equity in income of unconsolidated joint ventures — 4,369 1,237 — — 5,606 Other income (expense), net — 4,640 (34 ) (1,363 ) — 3,243 Income (loss) before provision for income taxes 59,696 36,456 67,419 7,273 (68,027 ) 102,817 Provision for income taxes (34,850 ) — — — (34,850 ) Net income (loss) 59,696 1,606 67,419 7,273 (68,027 ) 67,967 Less: Net income attributable to noncontrolling interests — — — (8,271 ) — (8,271 ) Net income (loss) available to common stockholders $ 59,696 $ 1,606 $ 67,419 $ (998 ) $ (68,027 ) $ 59,696 CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 459,990 $ 568,774 $ 50,164 $ — $ 1,078,928 Construction services — 25,124 — — — 25,124 Management fees — (1,506 ) — — 1,506 — — 483,608 568,774 50,164 1,506 1,104,052 Operating costs Cost of sales — (358,793 ) (475,043 ) (43,653 ) (1,506 ) (878,995 ) Construction services — (21,181 ) — — — (21,181 ) Sales and marketing — (26,626 ) (31,231 ) (3,682 ) — (61,539 ) General and administrative — (47,385 ) (11,776 ) — — (59,161 ) Amortization of intangible assets — (957 ) — — — (957 ) Other — (3,477 ) 1,505 — — (1,972 ) — (458,419 ) (516,545 ) (47,335 ) (1,506 ) (1,023,805 ) Income (loss) from subsidiaries 57,336 (2,395 ) — — (54,941 ) — Operating income 57,336 22,794 52,229 2,829 (54,941 ) 80,247 Equity in income of unconsolidated joint ventures — 1,912 1,327 — — 3,239 Other income (expense), net — 7,911 4,793 (9,123 ) — 3,581 Income (loss) before provision for income taxes 57,336 32,617 58,349 (6,294 ) (54,941 ) 87,067 Provision for income taxes — (26,806 ) — — — (26,806 ) Net income (loss) 57,336 5,811 58,349 (6,294 ) (54,941 ) 60,261 Less: Net income attributable to noncontrolling interests — — — (2,925 ) — (2,925 ) Net income (loss) available to common stockholders $ 57,336 $ 5,811 $ 58,349 $ (9,219 ) $ (54,941 ) $ 57,336 CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2014 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 523,064 $ 236,245 $ 97,716 $ — $ 857,025 Construction services — 37,728 — — — 37,728 Management fees — (2,926 ) — — 2,926 — — 557,866 236,245 97,716 2,926 894,753 Operating costs Cost of sales — (399,183 ) (196,773 ) (78,649 ) (2,926 ) (677,531 ) 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 ) 825 (14 ) — (2,874 ) — (515,985 ) (217,405 ) (82,964 ) (2,926 ) (819,280 ) Income from subsidiaries 44,625 11,575 — — (56,200 ) — Operating income 44,625 53,456 18,840 14,752 (56,200 ) 75,473 Income from unconsolidated joint ventures — — 555 — — 555 Other income (expense), net — 3,280 (23 ) (962 ) — 2,295 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 CASH FLOWS Year Ended Decemb |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 , 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 Subordinated amortizing notes are traded over the counter and their fair values were based upon quotes from industry sources. • 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): December 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 155,768 $ 155,768 $ 175,181 $ 175,181 Subordinated amortizing notes 7,225 7,478 14,066 12,122 5 3 / 4 % Senior Notes due 2019 148,826 151,125 148,295 147,750 8 1 / 2 % Senior Notes due 2020 422,817 444,125 422,896 449,438 7% Senior Notes due 2022 346,014 363,125 345,338 350,875 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 utilized Level 3 inputs to determine the fair value of its Notes Payable, and Level 2 inputs to measure the fair value of its Senior Notes and Subordinated amortizing 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. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In December 2016, the Company sold an unentitled remnant parcel of land located in Portland, Oregon for an overall purchase price of approximately $550,000 in cash to the Division President of our Oregon division. The purchase price was supported by an unaffiliated third party appraisal received by the Company, and the Company believes that the transaction was on terms no less favorable than it would have agreed to with unrelated parties. In August 2016, the Company acquired certain lots within a master planned community located in Aurora, Colorado, for an overall purchase price of approximately $9.3 million , from an entity managed by an affiliate of Paulson & Co., Inc. (“Paulson”). WLH Recovery Acquisition LLC, which is affiliated with, and managed by affiliates of, Paulson, holds over 5% of Parent’s outstanding Class A common stock. A portion of the acquisition price for the lots was paid in the form of a seller note with a principal amount of approximately $3.0 million (see Note 9). The Company believes that the transaction, including the terms of the seller note, was on terms no less favorable than it would have agreed to with unrelated parties. In October 2015, the Company acquired certain lots within the master planned community of Lake Las Vegas in Nevada for a cash purchase price of approximately $7.3 million , from an entity managed by an affiliate of Paulson. The Company believes that the transaction was on terms no less favorable than it would have agreed to with unrelated parties. 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 and required semiannual interest payments to California Lyon of approximately $132,000 . The note provided for a maturity date in September 2016 . During the year ended December 31, 2016 , the promissory note was paid in full by the borrower prior to the September 2016 maturity date, along with all accrued interest to date. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Since inception, the Company has operated solely within the United States. The following summarizes the provision from income taxes (in thousands): Year Ended December 31, Year Ended December 31, Year Ended December 31, 2016 2015 2014 Current Federal $ (26,978 ) $ (15,296 ) $ (13,284 ) State (4,077 ) (3,350 ) (2,691 ) Deferred Federal (1,395 ) (5,259 ) (4,748 ) State (2,400 ) (2,901 ) (3,074 ) $ (34,850 ) $ (26,806 ) $ (23,797 ) Income taxes differ from the amounts computed by applying the applicable federal statutory rates due to the following (in thousands): Year Ended December 31, Year Ended December 31, Year Ended December 31, 2016 2015 2014 Provision for federal income taxes at the statutory rate $ (35,986 ) $ (30,473 ) $ (27,413 ) Increases/(decreases) in tax resulting from: Provision for state income taxes, net of federal income tax benefits (4,210 ) (4,063 ) (3,784 ) Change in valuation allowance — 1,626 1,629 Domestic production activities deduction 2,481 2,087 1,228 Nondeductible items-other (58 ) (52 ) (84 ) Non-controlling interests 2,895 1,024 3,465 Change in RBIL estimate — 1,771 — Cancellation of indebtedness attribute reduction — — (4 ) Tax credits 166 1,272 316 Stock based compensation 27 — — Other, net (165 ) 2 850 $ (34,850 ) $ (26,806 ) $ (23,797 ) The Company’s effective income tax rate was 33.9% , and 30.8% for the twelve months ended December 31, 2016 and 2015 , respectively. The significant drivers of the effective tax rate are allocation of income to noncontrolling interests, domestic production activities deduction, and state income taxes. Temporary differences giving rise to deferred income taxes consist of the following (in thousands): December 31, 2016 2015 Deferred tax assets Impairment and other reserves $ 53,806 $ 58,991 Compensation deductible for tax purposes when paid 9,161 9,124 Goodwill and other intangibles — 129 AMT credit carryover 1,384 1,384 Unused recognized built-in loss 18,651 19,053 Net operating loss 3,172 4,430 Effect of book/tax differences for general and administrative 6,427 — Other 694 1,378 93,295 94,489 Deferred tax liabilities Effect of book/tax differences for joint ventures (2,706 ) (3,537 ) Effect of book/tax differences for capitalized interest (11,103 ) (14,566 ) Fixed assets and intangibles (1,716 ) (755 ) Goodwill and other intangibles (1,541 ) — Other (478 ) 4,095 (17,544 ) (14,763 ) Total deferred tax assets, net $ 75,751 $ 79,726 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, 2016 the Company had no valuation allowance recorded. 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, 2016 , the Company had no remaining federal net operating loss carryforwards and $56.2 million remaining state net operating loss carryforwards. State net operating loss carryforwards begin to expire in 2031. In addition, as of December 31, 2016 , the Company had unused federal and state built-in losses of $52.1 million and $7.5 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, 2016 , 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, 2016 and 2015, 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. Due to the Company’s net operating losses incurred, the Company is subject to U.S. federal income tax examinations for calendar tax years ended 2012 through 2015 and forward. The Company is subject to various state income tax examinations for calendar tax years ended 2008 through 2015 and forward. |
Income Per Common Share
Income Per Common Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Income Per Common Share | Income Per Common Share Basic and diluted income per common share for the years ended December 31, 2016 , 2015 , and 2014 were calculated as follows (in thousands, except number of shares and per share amounts): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Basic weighted average number of shares outstanding (1) 36,764,799 36,546,227 31,753,110 Effect of dilutive securities: Preferred shares, stock options, and warrants 815,171 1,326,399 1,424,272 Tangible Equity Units 894,930 894,930 58,961 Diluted average shares outstanding 38,474,900 38,767,556 33,236,343 Net income available to common stockholders $ 59,696 $ 57,336 $ 44,625 Basic income per common share $ 1.62 $ 1.57 $ 1.41 Dilutive income per common share $ 1.55 $ 1.48 $ 1.34 Potentially antidilutive securities not included in the calculation of diluted income per common share (weighted average): Unvested stock options 240,000 180,000 N/A (1) Basic weighted average number of shares outstanding includes the minimum number of shares that are issuable under the Company’s Tangible Equity Units. This calculation assumes 5,113,475 shares included from the respective issue dates of the Company’s Tangible Equity Units. See Note 9. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2015 | |
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, 2016 or 2015 . 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. 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 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 during 2014. As of December 31, 2016 , 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, 2016 | |
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 2016 , 2015 , and 2014 , the Company granted an aggregate of 857,460 restricted shares, 493,524 restricted shares, and 392,126 restricted shares, respectively, of Class A common stock of the Company. With respect to restricted stock granted to employees during 2016 , 163,269 of such shares are subject to a vesting schedule pursuant to which one-third of the shares will vest on March 1st of each of 2017, 2018 and 2019, 55,464 of such shares are subject to a vesting schedule pursuant to which one-half of the shares will vest on March 1st of each of 2017 and 2018, 3,548 of such shares have a vesting schedule pursuant to which one-half of the shares will vest on August 9th of each of 2017 and 2018, 20,697 of such shares are subject to a vesting schedule pursuant to which 100% of the shares will vest on August 9, 2018, and 7,326 of such shares have a vesting schedule pursuant to which one-half of the shares will vest on September 6th of each of 2017 and 2018, in each case subject to each grantee’s continued service through each vesting date. With respect to the restricted stock awards granted to certain non-employee directors of the Company during 2016 , representing 41,064 shares of restricted stock, the awards vest in equal quarterly installments on each of June 1, 2016, September 1, 2016, December 1, 2016 and March 1, 2017, subject to each grantee’s continued service on the board through each vesting date. The Company granted performance-based restricted stock awards to certain executive employees during each of 2016 , 2015 and 2014 . With respect to the performance based restricted stock awards granted during 2016 , 2015 and 2014 , 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, and all but one of such grants were subject to the Company’s achievement of pre-established performance targets as of the end of the given fiscal year, and subject to each grantee's continued service through each vesting date. The remaining grant did not contain a pre-established performance target, but the earned shares for such award were 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 2016 , the Company achieved 96% of its performance target related to certain metrics, resulting in earned shares based on the term of the award agreements, but did not achieve its target level for another metric applicable to certain individuals. During 2015 and 2014 , the Company achieved 92% and 97% of its performance targets, respectively. 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, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Expected dividend yield N/A —% N/A Risk-free interest rate N/A 1.71% N/A Expected volatility N/A 44% N/A Expected life (in years) N/A 6.75 N/A The Black-Scholes option-pricing model requires inputs such as the expected dividend 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 exercise patterns, 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 derived from the historical volatilities of our common stock and several unrelated public companies within the homebuilding industry, because we had insufficient 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 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, 2016 , the Company has 1,083,206 shares available for grant under the Plan. Summary of Stock Option Activity Stock option activity under the Plan for the years ended December 31, 2016 , 2015 , and 2014 was as follows: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Options outstanding at beginning of year 611,313 $ 15.40 419,238 $ 8.66 576,651 $ 8.66 Granted (1) — N/A 240,000 $ 25.82 — N/A Exercised (15,000 ) $ 8.66 (47,925 ) $ 8.66 (157,413 ) $ 8.66 Canceled — N/A — N/A — N/A Options outstanding at end of year 596,313 $ 15.57 611,313 $ 15.40 419,238 $ 8.66 Options vested and expected to vest 596,313 $ 15.57 611,313 $ 15.40 419,238 $ 8.66 Options exercisable at end of year (2) 356,313 $ 8.66 371,313 $ 8.66 419,238 $ 8.66 Price range of options exercised $ 8.66 $ 8.66 $ 8.66 Price range of options outstanding $8.66-$25.82 $8.66-$25.82 $ 8.66 (1) The weighted average grant date fair value of the stock options during December 31, 2015 was $12.01 . (2) No options vested during the years ended December 31, 2016 or 2015. The fair value of shares vested during the year ended December 31, 2014 was $1.2 million . The following table summarizes information about stock options granted to executives, directors, and non-executives that are outstanding and exercisable at December 31, 2016 : Outstanding Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Number of Shares $ 8.66 356,313 5.75 $ 3,694,966 356,313 25.82 240,000 8.25 — — Summary of Restricted Shares Activity During the years ended December 31, 2016 , 2015 , and 2014 , the Company had the following activity relating to grants of time based restricted common stock: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Number of Shares Weighted Avg Grant Date Fair Value Number of Shares Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Non-vested shares at beginning of year 225,687 $ 23.65 79,335 $ 24.84 99,661 $ 11.49 Granted 291,368 14.14 208,715 23.11 79,575 27.70 Vested (126,073 ) 21.81 (55,571 ) 23.24 (99,901 ) 13.81 Canceled (1) (44,058 ) 19.06 (6,792 ) 24.28 — N/A Non-vested shares at end of year 346,924 $ 16.91 225,687 $ 23.65 79,335 $ 24.84 (1) Represents shares that were canceled as result of terminations of employment. During the years ended December 31, 2016 , 2015 , and 2014 the Company had the following activity relating to grants of performance based restricted common stock: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Number of Shares Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Non-vested shares at beginning of year 480,757 $ 24.18 506,846 $ 23.84 291,450 $ 14.03 Granted 566,092 13.88 284,809 23.50 312,551 29.94 Vested (190,977 ) 20.58 (154,467 ) 19.58 (97,155 ) 14.03 Canceled (1) (200,739 ) 23.38 (156,431 ) 28.86 — N/A Non-vested shares at end of year 655,133 $ 17.81 480,757 $ 24.18 506,846 $ 23.84 (1) Represents shares that were canceled as a result of achievement of performance targets as outlined in the respective grant agreement at below the maximum levels, as well as a result of terminations of employment. In conjunction with the issuance of the equity grants in the years ended December 31, 2016 , 2015 and 2014 , the Company recorded stock based compensation expense of $6.4 million , $6.6 million , and $6.1 million , respectively, which is included in general and administrative expense in the consolidated statement of operations. As of December 31, 2016 , $7.0 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 1.1 years . The total value of restricted stock awards which fully vested during the years ended December 31, 2016 , 2015 and 2014 was $5.1 million , $6.0 million , and $3.8 million , respectively. For the years ended December 31, 2016 , 2015 and 2014 , the Company recognized an income tax benefit of $4.1 million , $3.5 million and $2.6 million related to stock based compensation, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 , 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 $3.9 million , $3.8 million , and $3.1 million , for the years ended December 31, 2016 , 2015 , and 2014 , 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, 2016 (in thousands). Year Ending December 31 2017 $ 2,612 2018 2,559 2019 2,235 2020 2,008 2021 1,897 Thereafter 888 Total $ 12,199 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, 2016 and 2015 , the Company is not obligated under any assessment district bonds. The Company also had outstanding performance and surety bonds of $196.6 million at December 31, 2016 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, 2016 , the Company had $287.3 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. The Company has entered into various purchase option agreements with third parties to acquire land. As of December 31, 2016 , the Company has made non-refundable deposits of $50.4 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 $418.9 million as of December 31, 2016 . |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Senior Notes Refinancing Transaction On January 31, 2017, California Lyon completed the sale to certain purchasers of $450.0 million in aggregate principal amount of 5.875% Senior Notes due 2025, or the 5.875% Notes, in a private placement with registration rights. Parent, through California Lyon, used the net proceeds from the 5.875% Notes offering to purchase $395.6 million of the outstanding aggregate principal amount of the 8.5% Notes, pursuant to a cash tender offer and consent solicitation, and subsequently used the remaining proceeds, together with cash on hand, for the retirement of the remaining outstanding 8.5% Notes, such that the entire aggregate $425.0 million of previously outstanding 8.5% Notes is now retired and extinguished. The Company incurred certain costs related to the early extinguishment of debt of the 8.5% Notes during the first quarter of 2017 in an amount of approximately $21.8 million . Amendment to Revolving Credit Facility In connection with the refinancing transaction described immediately above, the Company entered into an amendment to its Revolving Credit Facility effective as of January 27, 2017. The amendment modifies the definition of Tangible Net Worth for purposes of calculating the Leverage Ratio covenant under the Second Amended Facility, so as to exclude any reduction in Tangible Net Worth (as defined therein) that occurs as a result of the costs related to payment of any call premium or any other costs associated with the refinancing transaction and the redemption of outstanding 8.5% Notes. Share Purchase Program Authorization On February 17, 2017, the Board of Directors of the Company approved a stock repurchase program, authorizing the repurchase of up to an aggregate of $50 million of its Class A common stock. The program allows the Company to repurchase shares of Class A common stock from time to time for cash in the open market or privately negotiated transactions or other transactions, as market and business conditions warrant and subject to applicable legal requirements. The stock repurchase program does not obligate the Company to repurchase any particular amount of common stock, and it could be modified, suspended or discontinued at any time. As of this reporting date, no shares have been repurchased under this program. No other events have occurred subsequent to December 31, 2016 , that would require recognition or disclosure in the Company’s financial statements. |
Unaudited Summarized Quarterly
Unaudited Summarized Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 is as follows (in thousands except per share data): Three Months Ended March 31, June 30, September 30, December 31, Home sales $ 261,295 $ 325,059 $ 342,628 $ 473,221 Cost of sales (215,171 ) (268,638 ) (285,896 ) (392,632 ) Gross profit 46,124 56,421 56,732 80,589 Other income, costs and expenses, net (36,183 ) (41,335 ) (40,218 ) (54,163 ) Net income 9,941 15,086 16,514 26,426 Net income available to common stockholders $ 9,014 $ 14,561 $ 13,069 $ 23,052 Income per common share: Basic $ 0.25 $ 0.40 $ 0.36 $ 0.63 Diluted $ 0.24 $ 0.38 $ 0.34 $ 0.60 Three Months Ended March 31, June 30, September 30, December 31, Home sales $ 189,715 $ 247,740 $ 244,311 $ 397,162 Cost of sales (154,081 ) (200,248 ) (200,328 ) (324,338 ) Gross profit 35,634 47,492 43,983 72,824 Other income, costs and expenses, net (28,028 ) (34,242 ) (31,706 ) (45,696 ) Net income 7,606 13,250 12,277 27,128 Net income available to common stockholders $ 6,682 $ 12,277 $ 12,082 $ 26,295 Income per common share: Basic $ 0.18 $ 0.34 $ 0.33 $ 0.72 Diluted $ 0.18 $ 0.32 $ 0.31 $ 0.68 |
Basis of Presentation and Sig26
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
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, 2016 and 2015 and revenues and expenses for the years ended December 31, 2016 , 2015 , and 2014 . 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 3). 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 (calculated as net new home orders divided by average sales locations for a given period), 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 a 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, 2016 and 2015 . 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. |
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 per common share The Company computes income per common share in accordance with FASB ASC Topic 260, Earnings per Share , which requires income 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 between the holders of common stock and a company’s participating security holders. Basic income 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 per common share, basic income 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 would be provided to reduce net deferred tax assets if it were determined that it 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 |
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 Sig27
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Changes in Warranty Liability | Changes in the Company’s warranty liability for the years ended December 31, 2016 , 2015 , and 2014 are as follows (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Warranty liability, beginning of period $ 18,117 $ 18,155 $ 14,935 Warranty provision during period 8,237 7,423 9,601 Warranty payments during period (12,334 ) (8,555 ) (7,409 ) Warranty charges related to construction services projects 153 1,094 1,028 Warranty liability, end of period $ 14,173 $ 18,117 $ 18,155 |
Summary of Interest Activity | Interest activity for the years ended December 31, 2016 , 2015 , and 2014 are as follows (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Interest incurred $ 83,218 $ 76,221 $ 65,560 Less: Interest capitalized (83,218 ) (76,221 ) (65,560 ) Interest expense, net of amounts capitalized $ — $ — $ — Cash paid for interest $ 79,734 $ 72,254 $ 46,779 |
Acquisition of Polygon Northw28
Acquisition of Polygon Northwest Homes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): Assets Acquired Real estate inventories $ 435,054 Goodwill 52,693 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 year ended December 31, 2014 (amounts in thousands, except per share data): Year Ended December 31, 2014 Operating revenues $ 1,048.6 Net income available to common stockholders $ 53.4 Income per share - basic $ 1.68 Income per share - diluted $ 1.61 |
Investments in Unconsolidated29
Investments in Unconsolidated Joint Ventures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Unaudited Financials for Unconsolidated Joint Ventures | The table set forth below summarizes the combined unaudited balance sheets for our unconsolidated joint ventures that we accounted for under the equity method (in thousands): December 31, 2016 2015 Assets Cash $ 10,208 $ 6,340 Loans held for sale 18,791 29,312 Accounts receivable 764 309 Other assets 56 390 Total Assets $ 29,819 $ 36,351 Liabilities and Equity Accounts payable $ 694 $ 651 Accrued expenses 1,026 774 Credit lines payable 17,748 27,350 Other liabilities 17 515 Members equity 10,334 7,061 Total Liabilities and Equity $ 29,819 $ 36,351 The table set forth below summarizes the combined unaudited statements of operations for our unconsolidated mortgage joint ventures that we accounted for under the equity method (in thousands): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Revenues $ 21,156 $ 12,314 $ 2,015 Cost of sales (10,407 ) (5,842 ) (906 ) Income of unconsolidated joint ventures $ 10,749 $ 6,472 $ 1,109 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Operating revenue: California (1) $ 494,189 $ 401,934 $ 534,982 Arizona 125,951 69,510 59,195 Nevada 191,711 130,845 121,815 Colorado 128,530 107,014 46,460 Washington 154,600 181,258 65,886 Oregon 311,059 213,491 66,415 Total operating revenue $ 1,406,040 $ 1,104,052 $ 894,753 (1) Operating revenue in the California segment includes construction services revenue. Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Income before (provision) benefit for income taxes: California $ 47,692 $ 46,752 $ 84,379 Arizona 12,004 5,743 6,112 Nevada 19,182 13,022 9,925 Colorado 6,978 3,291 (271 ) Washington 9,528 18,652 6,483 Oregon 41,617 24,787 5,498 Corporate (34,184 ) (25,180 ) (33,803 ) Income before provision from income taxes $ 102,817 $ 87,067 $ 78,323 |
Schedule of Homebuilding Assets | December 31, December 31, 2016 2015 Total assets: California $ 716,955 $ 721,066 Arizona 191,581 197,828 Nevada 189,248 183,019 Colorado 124,580 118,307 Washington 343,973 249,615 Oregon 238,766 228,183 Corporate (1) 193,048 225,432 Total assets $ 1,998,151 $ 1,923,450 (1) Comprised primarily of cash and cash equivalents, receivables, deferred income taxes, and other assets. |
Real Estate Inventories (Tables
Real Estate Inventories (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Summary of Real Estate Inventories | Real estate inventories consist of the following (in thousands): December 31, 2016 2015 Real estate inventories: Land deposits $ 50,429 $ 61,514 Land and land under development 1,069,001 1,013,650 Homes completed and under construction 545,310 495,966 Model homes 107,258 103,976 Total $ 1,771,998 $ 1,675,106 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill by Operating Segment | Goodwill by operating segment as of December 31, 2016 and 2015 is as follows (in thousands): December 31, 2016 2015 California $ 6,801 $ 6,801 Arizona 5,951 5,951 Nevada 1,457 1,457 Colorado — — Washington 31,200 31,200 Oregon 21,493 21,493 Total $ 66,902 $ 66,902 |
Intangibles (Tables)
Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and December 31, 2015 , by major intangible asset category, is as follows (in thousands): December 31, 2016 December 31, 2015 Carrying Value Accumulated Amortization Net Carrying Amount Carrying Value Accumulated Amortization Net Carrying Amount Brand Name - Polygon Northwest Homes $ 6,700 $ — $ 6,700 $ 6,700 $ — $ 6,700 |
Senior Notes, Secured, and Su34
Senior Notes, Secured, and Subordinated Indebtedness (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 Notes payable Revolving line of credit $ 29,000 $ 65,000 Construction notes payable 102,076 110,181 Seller financing 24,692 — Total notes payable $ 155,768 $ 175,181 Subordinated amortizing notes 7,225 14,066 Senior notes 5 3 / 4 % Senior Notes due April 15, 2019 148,826 148,295 8 1 / 2 % Senior Notes due November 15, 2020 422,817 422,896 7% Senior Notes due August 15, 2022 346,014 345,338 Total Debt $ 1,080,650 $ 1,105,776 |
Schedule of Maturities of Notes Payable, Senior Unsecured Credit Facility, Subordinated Amortizing Notes and Senior Notes | Year Ended December 31, 2017 $ 50,805 2018 62,785 2019 199,403 2020 425,000 2021 — Thereafter 350,000 $ 1,087,993 |
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 August 15, 2017 103.500 % August 15, 2018 101.750 % August 15, 2019 and thereafter 100.000 % Year Percentage 2016 104.250 % 2017 102.125 % 2018 and thereafter 100.000 % Year Percentage April 15, 2016 104.313 % October 15, 2016 102.875 % April 15, 2017 101.438 % April 15, 2018 and thereafter 100.000 % |
Consolidating Balance Sheet | CONSOLIDATING BALANCE SHEET December 31, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 36,204 $ 272 $ 6,136 $ — $ 42,612 Receivables — 2,989 3,303 3,246 — 9,538 Escrow proceeds receivable — 85 — — — 85 Real estate inventories — 910,594 645,341 216,063 — 1,771,998 Invest in unconsolidated joint ventures — 7,132 150 — — 7,282 Goodwill — 14,209 52,693 — — 66,902 Intangibles, net — — 6,700 — — 6,700 Deferred income taxes, net — 75,751 — — — 75,751 Other assets, net — 15,779 1,089 415 — 17,283 Investments in subsidiaries 697,086 (23,736 ) (573,650 ) — (99,700 ) — Intercompany receivables — — 252,860 — (252,860 ) — Total assets $ 697,086 $ 1,039,007 $ 388,758 $ 225,860 $ (352,560 ) $ 1,998,151 LIABILITIES AND EQUITY Accounts payable $ — $ 52,380 $ 16,416 $ 5,486 $ — $ 74,282 Accrued expenses — 75,058 4,634 98 — 79,790 Notes payable — 50,713 2,979 102,076 — 155,768 Subordinated Amortizing Notes — 7,225 — — — 7,225 5 3 / 4 % Senior Notes — 148,826 — — — 148,826 8 1 / 2 % Senior Notes — 422,817 — — — 422,817 7% Senior Notes — 346,014 — — — 346,014 Intercompany payables — 177,267 — 75,593 (252,860 ) — Total liabilities — 1,280,300 24,029 183,253 (252,860 ) 1,234,722 Equity William Lyon Homes stockholders’ equity 697,086 (241,291 ) 364,727 (23,736 ) (99,700 ) 697,086 Noncontrolling interests — — — 66,343 — 66,343 Total liabilities and equity $ 697,086 $ 1,039,009 $ 388,756 $ 225,860 $ (352,560 ) $ 1,998,151 |
Consolidating Statement of Operations | CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 573,191 $ 680,138 $ 148,874 $ — $ 1,402,203 Construction services — 3,837 — — — 3,837 Management fees — (4,362 ) — — 4,362 — — 572,666 680,138 148,874 4,362 1,406,040 Operating costs Cost of sales — (462,153 ) (564,596 ) (131,226 ) (4,362 ) (1,162,337 ) Construction services — (3,485 ) — — — (3,485 ) Sales and marketing — (27,329 ) (36,170 ) (9,010 ) — (72,509 ) General and administrative — (60,141 ) (13,256 ) (1 ) — (73,398 ) Other — (442 ) 100 (1 ) — (343 ) — (553,550 ) (613,922 ) (140,238 ) (4,362 ) (1,312,072 ) Income (loss) from subsidiaries 59,696 8,331 — — (68,027 ) — Operating income 59,696 27,447 66,216 8,636 (68,027 ) 93,968 Equity in income of unconsolidated joint ventures — 4,369 1,237 — — 5,606 Other income (expense), net — 4,640 (34 ) (1,363 ) — 3,243 Income (loss) before provision for income taxes 59,696 36,456 67,419 7,273 (68,027 ) 102,817 Provision for income taxes (34,850 ) — — — (34,850 ) Net income (loss) 59,696 1,606 67,419 7,273 (68,027 ) 67,967 Less: Net income attributable to noncontrolling interests — — — (8,271 ) — (8,271 ) Net income (loss) available to common stockholders $ 59,696 $ 1,606 $ 67,419 $ (998 ) $ (68,027 ) $ 59,696 CONSOLIDATING STATEMENT OF OPERATIONS Year Ended December 31, 2015 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 459,990 $ 568,774 $ 50,164 $ — $ 1,078,928 Construction services — 25,124 — — — 25,124 Management fees — (1,506 ) — — 1,506 — — 483,608 568,774 50,164 1,506 1,104,052 Operating costs Cost of sales — (358,793 ) (475,043 ) (43,653 ) (1,506 ) (878,995 ) Construction services — (21,181 ) — — — (21,181 ) Sales and marketing — (26,626 ) (31,231 ) (3,682 ) — (61,539 ) General and administrative — (47,385 ) (11,776 ) — — (59,161 ) Amortization of intangible assets — (957 ) — — — (957 ) Other — (3,477 ) 1,505 — — (1,972 ) — (458,419 ) (516,545 ) (47,335 ) (1,506 ) (1,023,805 ) Income (loss) from subsidiaries 57,336 (2,395 ) — — (54,941 ) — Operating income 57,336 22,794 52,229 2,829 (54,941 ) 80,247 Equity in income of unconsolidated joint ventures — 1,912 1,327 — — 3,239 Other income (expense), net — 7,911 4,793 (9,123 ) — 3,581 Income (loss) before provision for income taxes 57,336 32,617 58,349 (6,294 ) (54,941 ) 87,067 Provision for income taxes — (26,806 ) — — — (26,806 ) Net income (loss) 57,336 5,811 58,349 (6,294 ) (54,941 ) 60,261 Less: Net income attributable to noncontrolling interests — — — (2,925 ) — (2,925 ) Net income (loss) available to common stockholders $ 57,336 $ 5,811 $ 58,349 $ (9,219 ) $ (54,941 ) $ 57,336 |
Consolidating Statement of Cash Flows | CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2014 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating activities Net cash (used in) provided by operating activities $ (97,110 ) $ 369,750 $ (510,453 ) $ (19,104 ) $ 97,110 $ (159,807 ) Investing activities Investment in and advances to joint ventures — — (500 ) — — (500 ) 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 ) 519,980 15 (631,640 ) (494,996 ) 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 issuance 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 by (used in) financing activities 97,110 (104,453 ) (8,982 ) 17,697 534,530 535,902 Net (decrease) increase 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 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Values of Financial Instruments | The estimated fair values of financial instruments are as follows (in thousands): December 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 155,768 $ 155,768 $ 175,181 $ 175,181 Subordinated amortizing notes 7,225 7,478 14,066 12,122 5 3 / 4 % Senior Notes due 2019 148,826 151,125 148,295 147,750 8 1 / 2 % Senior Notes due 2020 422,817 444,125 422,896 449,438 7% Senior Notes due 2022 346,014 363,125 345,338 350,875 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of (Provision) Benefit from Income Taxes | The following summarizes the provision from income taxes (in thousands): Year Ended December 31, Year Ended December 31, Year Ended December 31, 2016 2015 2014 Current Federal $ (26,978 ) $ (15,296 ) $ (13,284 ) State (4,077 ) (3,350 ) (2,691 ) Deferred Federal (1,395 ) (5,259 ) (4,748 ) State (2,400 ) (2,901 ) (3,074 ) $ (34,850 ) $ (26,806 ) $ (23,797 ) |
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): Year Ended December 31, Year Ended December 31, Year Ended December 31, 2016 2015 2014 Provision for federal income taxes at the statutory rate $ (35,986 ) $ (30,473 ) $ (27,413 ) Increases/(decreases) in tax resulting from: Provision for state income taxes, net of federal income tax benefits (4,210 ) (4,063 ) (3,784 ) Change in valuation allowance — 1,626 1,629 Domestic production activities deduction 2,481 2,087 1,228 Nondeductible items-other (58 ) (52 ) (84 ) Non-controlling interests 2,895 1,024 3,465 Change in RBIL estimate — 1,771 — Cancellation of indebtedness attribute reduction — — (4 ) Tax credits 166 1,272 316 Stock based compensation 27 — — Other, net (165 ) 2 850 $ (34,850 ) $ (26,806 ) $ (23,797 ) |
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, 2016 2015 Deferred tax assets Impairment and other reserves $ 53,806 $ 58,991 Compensation deductible for tax purposes when paid 9,161 9,124 Goodwill and other intangibles — 129 AMT credit carryover 1,384 1,384 Unused recognized built-in loss 18,651 19,053 Net operating loss 3,172 4,430 Effect of book/tax differences for general and administrative 6,427 — Other 694 1,378 93,295 94,489 Deferred tax liabilities Effect of book/tax differences for joint ventures (2,706 ) (3,537 ) Effect of book/tax differences for capitalized interest (11,103 ) (14,566 ) Fixed assets and intangibles (1,716 ) (755 ) Goodwill and other intangibles (1,541 ) — Other (478 ) 4,095 (17,544 ) (14,763 ) Total deferred tax assets, net $ 75,751 $ 79,726 |
Income Per Common Share (Tables
Income Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted (Loss) Income Per Common Share | Basic and diluted income per common share for the years ended December 31, 2016 , 2015 , and 2014 were calculated as follows (in thousands, except number of shares and per share amounts): Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Basic weighted average number of shares outstanding (1) 36,764,799 36,546,227 31,753,110 Effect of dilutive securities: Preferred shares, stock options, and warrants 815,171 1,326,399 1,424,272 Tangible Equity Units 894,930 894,930 58,961 Diluted average shares outstanding 38,474,900 38,767,556 33,236,343 Net income available to common stockholders $ 59,696 $ 57,336 $ 44,625 Basic income per common share $ 1.62 $ 1.57 $ 1.41 Dilutive income per common share $ 1.55 $ 1.48 $ 1.34 Potentially antidilutive securities not included in the calculation of diluted income per common share (weighted average): Unvested stock options 240,000 180,000 N/A |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Expected dividend yield N/A —% N/A Risk-free interest rate N/A 1.71% N/A Expected volatility N/A 44% N/A Expected life (in years) N/A 6.75 N/A |
Summary of Stock Option Activity | Stock option activity under the Plan for the years ended December 31, 2016 , 2015 , and 2014 was as follows: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Options outstanding at beginning of year 611,313 $ 15.40 419,238 $ 8.66 576,651 $ 8.66 Granted (1) — N/A 240,000 $ 25.82 — N/A Exercised (15,000 ) $ 8.66 (47,925 ) $ 8.66 (157,413 ) $ 8.66 Canceled — N/A — N/A — N/A Options outstanding at end of year 596,313 $ 15.57 611,313 $ 15.40 419,238 $ 8.66 Options vested and expected to vest 596,313 $ 15.57 611,313 $ 15.40 419,238 $ 8.66 Options exercisable at end of year (2) 356,313 $ 8.66 371,313 $ 8.66 419,238 $ 8.66 Price range of options exercised $ 8.66 $ 8.66 $ 8.66 Price range of options outstanding $8.66-$25.82 $8.66-$25.82 $ 8.66 (1) The weighted average grant date fair value of the stock options during December 31, 2015 was $12.01 . (2) No options vested during the years ended December 31, 2016 or 2015. The fair value of shares vested during the year ended December 31, 2014 was $1.2 million . |
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, 2016 : Outstanding Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Number of Shares $ 8.66 356,313 5.75 $ 3,694,966 356,313 25.82 240,000 8.25 — — |
Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Shares Activity | During the years ended December 31, 2016 , 2015 , and 2014 , the Company had the following activity relating to grants of time based restricted common stock: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Number of Shares Weighted Avg Grant Date Fair Value Number of Shares Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Non-vested shares at beginning of year 225,687 $ 23.65 79,335 $ 24.84 99,661 $ 11.49 Granted 291,368 14.14 208,715 23.11 79,575 27.70 Vested (126,073 ) 21.81 (55,571 ) 23.24 (99,901 ) 13.81 Canceled (1) (44,058 ) 19.06 (6,792 ) 24.28 — N/A Non-vested shares at end of year 346,924 $ 16.91 225,687 $ 23.65 79,335 $ 24.84 (1) Represents shares that were canceled as result of terminations of employment. |
Performance-Based Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Shares Activity | During the years ended December 31, 2016 , 2015 , and 2014 the Company had the following activity relating to grants of performance based restricted common stock: Year Ended December 31, 2016 Year Ended December 31, 2015 Year Ended December 31, 2014 Number of Shares Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Number of Weighted Avg Grant Date Fair Value Non-vested shares at beginning of year 480,757 $ 24.18 506,846 $ 23.84 291,450 $ 14.03 Granted 566,092 13.88 284,809 23.50 312,551 29.94 Vested (190,977 ) 20.58 (154,467 ) 19.58 (97,155 ) 14.03 Canceled (1) (200,739 ) 23.38 (156,431 ) 28.86 — N/A Non-vested shares at end of year 655,133 $ 17.81 480,757 $ 24.18 506,846 $ 23.84 (1) Represents shares that were canceled as a result of achievement of performance targets as outlined in the respective grant agreement at below the maximum levels, as well as a result of terminations of employment. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 (in thousands). Year Ending December 31 2017 $ 2,612 2018 2,559 2019 2,235 2020 2,008 2021 1,897 Thereafter 888 Total $ 12,199 |
Unaudited Summarized Quarterl40
Unaudited Summarized Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Unaudited Quarterly Financial Information | Summarized unaudited quarterly financial information for the years ended December 31, 2016 and 2015 is as follows (in thousands except per share data): Three Months Ended March 31, June 30, September 30, December 31, Home sales $ 261,295 $ 325,059 $ 342,628 $ 473,221 Cost of sales (215,171 ) (268,638 ) (285,896 ) (392,632 ) Gross profit 46,124 56,421 56,732 80,589 Other income, costs and expenses, net (36,183 ) (41,335 ) (40,218 ) (54,163 ) Net income 9,941 15,086 16,514 26,426 Net income available to common stockholders $ 9,014 $ 14,561 $ 13,069 $ 23,052 Income per common share: Basic $ 0.25 $ 0.40 $ 0.36 $ 0.63 Diluted $ 0.24 $ 0.38 $ 0.34 $ 0.60 Three Months Ended March 31, June 30, September 30, December 31, Home sales $ 189,715 $ 247,740 $ 244,311 $ 397,162 Cost of sales (154,081 ) (200,248 ) (200,328 ) (324,338 ) Gross profit 35,634 47,492 43,983 72,824 Other income, costs and expenses, net (28,028 ) (34,242 ) (31,706 ) (45,696 ) Net income 7,606 13,250 12,277 27,128 Net income available to common stockholders $ 6,682 $ 12,277 $ 12,082 $ 26,295 Income per common share: Basic $ 0.18 $ 0.34 $ 0.33 $ 0.72 Diluted $ 0.18 $ 0.32 $ 0.31 $ 0.68 |
Basis of Presentation and Sig41
Basis of Presentation and Significant Accounting Policies - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | |||
Percentage of home sale price reserved | 1.00% | ||
Additional construction fee compensation | $ 0.2 | $ 1.9 | $ 3.9 |
Minimum | |||
Class of Stock [Line Items] | |||
Percentage of revenue generated by contractual services | 3.00% | ||
Maximum | |||
Class of Stock [Line Items] | |||
Percentage of revenue generated by contractual services | 5.00% |
Basis of Presentation and Sig42
Basis of Presentation and Significant Accounting Policies - Summary of Changes in Warranty Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Warranty liability, beginning of period | $ 14,173 | $ 18,117 | $ 18,155 | $ 14,935 |
Warranty provision during period | 8,237 | 7,423 | 9,601 | |
Warranty payments during period | 12,334 | 8,555 | 7,409 | |
Warranty charges related to construction services projects | 153 | 1,094 | 1,028 | |
Warranty liability, end of period | $ 14,173 | $ 18,117 | $ 18,155 |
Basis of Presentation and Sig43
Basis of Presentation and Significant Accounting Policies - Summary of Interest Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Interest incurred | $ 83,218 | $ 76,221 | $ 65,560 |
Less: Interest capitalized | (83,218) | (76,221) | (65,560) |
Interest expense, net of amounts capitalized | 0 | 0 | 0 |
Cash paid for interest | $ 79,734 | $ 72,254 | $ 46,779 |
Basis of Presentation and Sig44
Basis of Presentation and Significant Accounting Policies - Recent Accountinng Pronouncements (Details) - Senior Notes $ in Thousands | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
Deferred loan costs | $ 10,793 |
5 3/4% Senior Notes due 2019 | |
Debt Instrument [Line Items] | |
Deferred loan costs | 1,200 |
8 1/2% Senior Notes due 2020 | |
Debt Instrument [Line Items] | |
Deferred loan costs | 4,800 |
7% Senior Notes due 2022 | |
Debt Instrument [Line Items] | |
Deferred loan costs | $ 4,800 |
Acquisition of Polygon Northw45
Acquisition of Polygon Northwest Homes - Narrative (Details) | Aug. 12, 2014USD ($)segment | Aug. 11, 2014USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 15, 2015USD ($) |
Business Acquisition [Line Items] | |||||||
Number of operating segments as a result of acquired business | segment | 6 | ||||||
Goodwill | $ 66,902,000 | $ 66,902,000 | |||||
Home building costs | $ 1,162,337,000 | $ 878,995,000 | $ 677,531,000 | ||||
Polygon Northwest Homes | |||||||
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 | segment | 2 | ||||||
Goodwill | $ 52,693,000 | ||||||
7% Senior Notes due 2022 | |||||||
Business Acquisition [Line Items] | |||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | ||||
7% Senior Notes due 2022 | Senior Notes | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate principal amount | $ 300,000,000 | $ 350,000,000 | $ 50,000,000 | ||||
Stated interest rate | 7.00% | 7.00% | 7.00% | ||||
Proceeds from land banking arrangements | $ 100,000,000 | ||||||
Senior Unsecured Facility | |||||||
Business Acquisition [Line Items] | |||||||
Senior note | $ 120,000,000 | ||||||
General and Administrative Expense | Polygon Northwest Homes | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition related costs | $ 5,800,000 | ||||||
Fair Value Adjustment to Inventory | |||||||
Business Acquisition [Line Items] | |||||||
Measurement period adjustment, reduction of real estate inventories | $ (6,000,000) | ||||||
Measurement period adjustment, increase in goodwill | $ 6,000,000 | ||||||
Home building costs | $ (300,000) |
Acquisition of Polygon Northw46
Acquisition of Polygon Northwest Homes - Schedule of Reconciliation of Consideration Transferred as of Acquisition Date (Details) - Polygon Northwest Homes $ in Thousands | Aug. 12, 2014USD ($) |
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 Northw47
Acquisition of Polygon Northwest Homes - Summary of Preliminary Amounts of Acquired Assets and Liabilities Recorded at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 12, 2014 |
Assets Acquired | |||
Goodwill | $ 66,902 | $ 66,902 | |
Polygon Northwest Homes | |||
Assets Acquired | |||
Real estate inventories | $ 435,054 | ||
Goodwill | 52,693 | ||
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 Northw48
Acquisition of Polygon Northwest Homes - Summary of Unaudited Pro Forma Amounts (Details) - Polygon Northwest Homes | 12 Months Ended |
Dec. 31, 2015USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Operating revenues | $ | $ 1,048,600 |
Net income available to common stockholders | $ | $ 53,400 |
Income per share - basic (in USD per share) | $ / shares | $ 1.68 |
Income per share - diluted (in USD per share) | $ / shares | $ 1.61 |
Variable Interest Entities an49
Variable Interest Entities and Noncontrolling Interests - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2016USD ($)joint_venture | Dec. 31, 2015USD ($)joint_venture | |
Noncontrolling Interest [Line Items] | ||
Number of joint ventures | joint_venture | 11 | 8 |
Percentage of profits and cash flows receivable from joint ventures | 50.00% | |
Number of joint ventures formed | joint_venture | 3 | |
Consolidated variable interest entities, assets | $ 204.8 | $ 155 |
Consolidated variable interest entities, liabilities | 107.3 | 97.1 |
Cash | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | 5.8 | 2.8 |
Real Estate | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | $ 200.7 | $ 148.6 |
Investments in Unconsolidated50
Investments in Unconsolidated Joint Ventures Investments in Unconsolidated Joint Ventures - Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||||||||||
Total operating revenue | $ 473,221 | $ 342,628 | $ 325,059 | $ 261,295 | $ 397,162 | $ 244,311 | $ 247,740 | $ 189,715 | $ 1,406,040 | $ 1,104,052 | $ 894,753 |
Cost of sales | (1,312,072) | (1,023,805) | (819,280) | ||||||||
Income of unconsolidated joint ventures | 93,968 | 80,247 | 75,473 | ||||||||
Equity in income of unconsolidated joint ventures | 5,606 | 3,239 | 555 | ||||||||
Other assets, net | 17,283 | 21,017 | 17,283 | 21,017 | |||||||
Total assets | 1,998,151 | 1,923,450 | 1,998,151 | 1,923,450 | |||||||
Accounts payable | 74,282 | 75,881 | 74,282 | 75,881 | |||||||
Accrued expenses | 79,790 | 70,324 | 79,790 | 70,324 | |||||||
Total liabilities and equity | 1,998,151 | 1,923,450 | 1,998,151 | 1,923,450 | |||||||
Joint Ventures | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Total operating revenue | 21,156 | 12,314 | 2,015 | ||||||||
Cost of sales | (10,407) | (5,842) | (906) | ||||||||
Income of unconsolidated joint ventures | 10,749 | 6,472 | $ 1,109 | ||||||||
Cash | 10,208 | 6,340 | 10,208 | 6,340 | |||||||
Loans held for sale | 18,791 | 29,312 | 18,791 | 29,312 | |||||||
Accounts receivable | 764 | 309 | 764 | 309 | |||||||
Other assets, net | 56 | 390 | 56 | 390 | |||||||
Total assets | 29,819 | 36,351 | 29,819 | 36,351 | |||||||
Accounts payable | 694 | 651 | 694 | 651 | |||||||
Accrued expenses | 1,026 | 774 | 1,026 | 774 | |||||||
Credit lines payable | 17,748 | 27,350 | 17,748 | 27,350 | |||||||
Other liabilities | 17 | 515 | 17 | 515 | |||||||
Members equity | 10,334 | 7,061 | 10,334 | 7,061 | |||||||
Total liabilities and equity | $ 29,819 | $ 36,351 | $ 29,819 | $ 36,351 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Reporting [Abstract] | |
Segment Reporting Information, Description of Products and Services | 1 |
Number of operating segments | 6 |
Segment Information - Summary o
Segment Information - Summary of Segment Financial Information Relating to Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Operating revenue: | ||||||||||||
Total operating revenue | $ 473,221 | $ 342,628 | $ 325,059 | $ 261,295 | $ 397,162 | $ 244,311 | $ 247,740 | $ 189,715 | $ 1,406,040 | $ 1,104,052 | $ 894,753 | |
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 102,817 | 87,067 | 78,323 | |||||||||
California | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | [1] | 494,189 | 401,934 | 534,982 | ||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 47,692 | 46,752 | 84,379 | |||||||||
Arizona | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | 125,951 | 69,510 | 59,195 | |||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 12,004 | 5,743 | 6,112 | |||||||||
Nevada | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | 191,711 | 130,845 | 121,815 | |||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 19,182 | 13,022 | 9,925 | |||||||||
Colorado | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | 128,530 | 107,014 | 46,460 | |||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 6,978 | 3,291 | (271) | |||||||||
Washington | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | 154,600 | 181,258 | 65,886 | |||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 9,528 | 18,652 | 6,483 | |||||||||
Oregon | ||||||||||||
Operating revenue: | ||||||||||||
Total operating revenue | 311,059 | 213,491 | 66,415 | |||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | 41,617 | 24,787 | 5,498 | |||||||||
Corporate | ||||||||||||
Income before (provision) benefit for income taxes: | ||||||||||||
Income before provision for income taxes | $ (34,184) | $ (25,180) | $ (33,803) | |||||||||
[1] | Operating revenue in the California segment includes construction services revenue. |
Segment Information - Schedule
Segment Information - Schedule of Homebuilding Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Total assets: | |||
Total assets | $ 1,998,151 | $ 1,923,450 | |
California | |||
Total assets: | |||
Total assets | 716,955 | 721,066 | |
Arizona | |||
Total assets: | |||
Total assets | 191,581 | 197,828 | |
Nevada | |||
Total assets: | |||
Total assets | 189,248 | 183,019 | |
Colorado | |||
Total assets: | |||
Total assets | 124,580 | 118,307 | |
Washington | |||
Total assets: | |||
Total assets | 343,973 | 249,615 | |
Oregon | |||
Total assets: | |||
Total assets | 238,766 | 228,183 | |
Corporate | |||
Total assets: | |||
Total assets | [1] | $ 193,048 | $ 225,432 |
[1] | Comprised primarily of cash and cash equivalents, receivables, deferred income taxes, and other assets. |
Real Estate Inventories - Summa
Real Estate Inventories - Summary of Real Estate Inventories (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | |
Real estate inventories: | ||||
Land deposits | $ 61,514,000 | $ 50,429,000 | ||
Land and land under development | 1,013,650,000 | 1,069,001,000 | ||
Homes completed and under construction | 495,966,000 | 545,310,000 | ||
Model homes | 103,976,000 | 107,258,000 | ||
Total | 1,675,106,000 | $ 1,771,998,000 | ||
Impairment loss on real estate assets | $ 0 | $ 0 | $ 0 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | ||||
Goodwill | $ 66,902 | $ 66,902 | ||
Excess of enterprice value from emergence from bankruptcy over fair value of net tangible and identifiable intangible assets | $ 14,200 | $ 14,200 | ||
Fair Value Adjustment to Inventory | ||||
Goodwill [Line Items] | ||||
Measurement period adjustment, increase in goodwill | $ 6,000 |
Goodwill - Schedule of Goodwill
Goodwill - Schedule of Goodwill by Operating Segment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | ||
Total | $ 66,902 | $ 66,902 |
California | ||
Goodwill [Line Items] | ||
Total | 6,801 | 6,801 |
Arizona | ||
Goodwill [Line Items] | ||
Total | 5,951 | 5,951 |
Nevada | ||
Goodwill [Line Items] | ||
Total | 1,457 | 1,457 |
Colorado | ||
Goodwill [Line Items] | ||
Total | 0 | 0 |
Washington | ||
Goodwill [Line Items] | ||
Total | 31,200 | 31,200 |
Oregon | ||
Goodwill [Line Items] | ||
Total | $ 21,493 | $ 21,493 |
Intangibles - Schedule of Carry
Intangibles - Schedule of Carrying Value and Accumulated Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ (4,640) | $ (4,640) |
Net Carrying Amount | 6,700 | 6,700 |
Brand Name - Polygon Northwest Homes | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Value | 6,700 | 6,700 |
Accumulated Amortization | 0 | 0 |
Net Carrying Amount | $ 6,700 | $ 6,700 |
Intangibles - Narrative (Detail
Intangibles - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense related to intangible assets | $ 0 | $ 957 | $ 1,814 |
Senior Notes, Secured, and Su59
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Senior Notes, Secured, and Subordinated Indebtedness (Details) - USD ($) $ in Thousands | Sep. 03, 2009 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 03, 2014 | Aug. 11, 2014 | Nov. 08, 2012 |
Notes payable: | ||||||||
Total notes payable | $ 155,768 | $ 175,181 | ||||||
Total Debt | 1,080,650 | 1,105,776 | ||||||
Debt instrument, maturity date | Sep. 30, 2016 | |||||||
Subordinated amortizing notes | ||||||||
Notes payable: | ||||||||
Total Debt | 7,225 | 14,066 | ||||||
Stated interest rate | 5.50% | |||||||
5 3/4% Senior Notes due 2019 | ||||||||
Notes payable: | ||||||||
Total Debt | $ 148,826 | $ 148,295 | ||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||
8 1/2% Senior Notes due 2020 | ||||||||
Notes payable: | ||||||||
Total Debt | $ 422,817 | $ 422,896 | ||||||
Stated interest rate | 8.50% | 8.50% | ||||||
7% Senior Notes due 2022 | ||||||||
Notes payable: | ||||||||
Total Debt | $ 346,014 | $ 345,338 | ||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | |||||
Construction Notes Payable | ||||||||
Notes payable: | ||||||||
Total notes payable | $ 102,076 | $ 110,181 | ||||||
Seller Financing | ||||||||
Notes payable: | ||||||||
Total notes payable | 24,692 | 0 | ||||||
Line of Credit | ||||||||
Notes payable: | ||||||||
Total notes payable | $ 29,000 | $ 65,000 | ||||||
Senior Notes | 5 3/4% Senior Notes due 2019 | ||||||||
Notes payable: | ||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||
Debt instrument, maturity date | Apr. 15, 2019 | |||||||
Senior Notes | 8 1/2% Senior Notes due 2020 | ||||||||
Notes payable: | ||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | |||||
Debt instrument, maturity date | Nov. 15, 2020 | Nov. 15, 2020 | ||||||
Senior Notes | 7% Senior Notes due 2022 | ||||||||
Notes payable: | ||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | |||||
Debt instrument, maturity date | Aug. 15, 2022 |
Senior Notes, Secured, and Su60
Senior Notes, Secured, and Subordinated Indebtedness - Schedule of Maturities of Notes Payable, Senior Unsecured Credit Facility, Subordinated Amortizing Notes and Senior Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 1,087,993 | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 50,805 | |
Notes payable | 155,768 | $ 175,181 |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 62,785 | |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 199,403 | |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 425,000 | |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 0 | |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 350,000 | |
Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | 275,600 | |
Outstanding | 102,100 | |
November 2015 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | 42,500 | |
Outstanding | $ 20,600 | |
Current Rate | 4.75% | |
August 2015 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 14,200 | |
Outstanding | $ 0 | |
Current Rate | 4.50% | |
August 2015 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 37,500 | |
Outstanding | $ 0 | |
Current Rate | 4.75% | |
July 2015 Construction Notes Payable Due 2018 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 22,500 | |
Outstanding | $ 13,800 | |
Current Rate | 4.25% | |
April 2015 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 18,500 | |
Outstanding | $ 2,300 | |
Current Rate | 4.25% | |
November 2014 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 24,000 | |
Outstanding | $ 7,200 | |
Current Rate | 4.25% | |
November 2014 Construction Notes Payable Due 2017 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 22,000 | |
Outstanding | $ 9,400 | |
Current Rate | 4.25% | |
March 2014 Construction Notes Payable Due 2016 | Construction Notes Payable Agreement | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 26,000 | |
Outstanding | $ 9,900 | |
Current Rate | 3.71% |
Senior Notes, Secured, and Su61
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, 2016 | |
December 2013, March 2014, August 2015, November 2015 Construction Notes Payable | London Interbank Offered Rate (LIBOR) | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.00% |
December 2013, March 2014, August 2015, November 2015 Construction Notes Payable | Prime Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
November 2014, April 2015, July 2015 Construction Notes Payable | Prime Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.50% |
Senior Notes, Secured, and Su62
Senior Notes, Secured, and Subordinated Indebtedness - Narrative (Details) | Jul. 01, 2016USD ($) | Sep. 15, 2015USD ($) | Mar. 31, 2015 | Nov. 21, 2014$ / sharesshares | Aug. 11, 2014USD ($) | Oct. 24, 2013USD ($) | Nov. 08, 2012USD ($) | Sep. 03, 2009 | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)land_acquisition | Jun. 30, 2017 | Jun. 30, 2016USD ($) | Mar. 27, 2015USD ($) | Mar. 26, 2015USD ($) | Dec. 31, 2014 | Dec. 03, 2014$ / noteshares |
Debt Instrument [Line Items] | ||||||||||||||||
Total notes payable | $ 155,768,000 | $ 175,181,000 | ||||||||||||||
Debt instrument, maturity date | Sep. 30, 2016 | |||||||||||||||
Long-term debt, gross | $ 1,080,650,000 | 1,105,776,000 | ||||||||||||||
Land Acquisition Note 1 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 7.00% | |||||||||||||||
Principal amount | $ 3,000,000 | |||||||||||||||
Land Acquisition Note 2 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 7.00% | |||||||||||||||
Principal amount | $ 21,700,000 | |||||||||||||||
Subordinated amortizing notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 5.50% | |||||||||||||||
Initial principal amount of each amortizing note | $ / note | 18.01 | |||||||||||||||
Quarterly installment on each amortizing note | $ / note | 1.6250 | |||||||||||||||
First installment payment per amortizing note | $ / note | 1.8056 | |||||||||||||||
Long-term debt, gross | $ 7,225,000 | $ 14,066,000 | ||||||||||||||
5 3/4% Senior Notes due 2019 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% | |||||||||||||
Long-term debt, gross | $ 148,826,000 | $ 148,295,000 | ||||||||||||||
8 1/2% Senior Notes due 2020 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 8.50% | 8.50% | ||||||||||||||
Long-term debt, gross | $ 422,817,000 | $ 422,896,000 | ||||||||||||||
7% Senior Notes due 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | 7.00% | |||||||||||||
Long-term debt, gross | $ 346,014,000 | $ 345,338,000 | ||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 200,000,000 | |||||||||||||||
Tangible Net Worth Requirement | $ 451,000,000 | |||||||||||||||
Additional capacity under accordion feature | 130,000,000 | $ 125,000,000 | ||||||||||||||
Sublimit for letters of credit | 100,000,000 | |||||||||||||||
Current rate | 4.75% | 3.32% | ||||||||||||||
Revolving Credit Facility | Revolving Credit Facility Agreement | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 130,000,000 | |||||||||||||||
Commitment fee | 50.00% | |||||||||||||||
Letters of credit outstanding, amount | $ 8,000,000 | $ 8,600,000 | ||||||||||||||
Revolving Credit Facility | Second Amended Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 145,000,000 | |||||||||||||||
Additional capacity under accordion feature | $ 200,000,000 | |||||||||||||||
Debt Instrument, Subjective Acceleration Clause, Percentage of EBITDA, Minimum | 50.00% | |||||||||||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 65.00% | |||||||||||||||
Debt Instrument, Covenant, Interest Coverage Ratio, Minimum | 1.50 | |||||||||||||||
Debt Instrument, Covenant, Interest Coverage Ratio, Maximum Liquidity Used in Calculation | $ 50,000,000 | |||||||||||||||
Letter of Credit [Member] | Revolving Credit Facility Agreement | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Sublimit for letters of credit | $ 50,000,000 | |||||||||||||||
Letter of Credit [Member] | Second Amended Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Sublimit for letters of credit | $ 50,000,000 | |||||||||||||||
Seller Financing | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Total notes payable | 24,692,000 | $ 0 | ||||||||||||||
Number of land acquisitions | land_acquisition | 2 | |||||||||||||||
Senior Notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Deferred loan costs | 10,793,000 | |||||||||||||||
Senior Notes | Senior Notes Due 2020 and 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt premium | 3,450,000 | |||||||||||||||
Senior Notes | 5 3/4% Senior Notes due 2019 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Deferred loan costs | $ 1,200,000 | |||||||||||||||
Debt instrument interest rate | 5.75% | 5.75% | 5.75% | |||||||||||||
Debt instrument, maturity date | Apr. 15, 2019 | |||||||||||||||
Principal amount | $ 150,000,000 | |||||||||||||||
Percentage of issuance price on face value | 100.00% | |||||||||||||||
Senior Notes | 8 1/2% Senior Notes due 2020 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt premium | 2,600,000 | |||||||||||||||
Deferred loan costs | $ 4,800,000 | |||||||||||||||
Debt instrument interest rate | 8.50% | 8.50% | 8.50% | |||||||||||||
Debt instrument, maturity date | Nov. 15, 2020 | Nov. 15, 2020 | ||||||||||||||
Principal amount | $ 100,000,000 | $ 325,000,000 | $ 425,000,000 | |||||||||||||
Percentage of issuance price on face value | 106.50% | 100.00% | ||||||||||||||
Notice period for redemption of notes (in days) | 60 days | |||||||||||||||
Proceeds from issuance of debt | $ 104,700,000 | |||||||||||||||
Senior note | $ 425,000,000 | |||||||||||||||
Interest at an annual rate | 8.50% | |||||||||||||||
First requisite repayment date | May 15, 2013 | |||||||||||||||
Debt instrument redemption date | Nov. 15, 2016 | |||||||||||||||
Senior Notes | 7% Senior Notes due 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt premium | $ 800,000 | |||||||||||||||
Deferred loan costs | $ 4,800,000 | |||||||||||||||
Debt instrument interest rate | 7.00% | 7.00% | 7.00% | |||||||||||||
Debt instrument, maturity date | Aug. 15, 2022 | |||||||||||||||
Principal amount | $ 50,000,000 | $ 300,000,000 | $ 350,000,000 | |||||||||||||
Percentage of issuance price on face value | 102.00% | 100.00% | ||||||||||||||
Proceeds from issuance of debt | $ 50,500,000 | |||||||||||||||
Line of Credit | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Total notes payable | $ 29,000,000 | $ 65,000,000 | ||||||||||||||
Current rate | 62.50% | |||||||||||||||
Minimum | Senior Notes | 7% Senior Notes due 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notice period for redemption of notes (in days) | 30 days | |||||||||||||||
Maximum | Senior Notes | 7% Senior Notes due 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notice period for redemption of notes (in days) | 60 days | |||||||||||||||
California Lyon | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Total notes payable | $ 50,713,000 | 80,915,000 | ||||||||||||||
California Lyon | Subordinated amortizing notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt, gross | 7,225,000 | 14,066,000 | ||||||||||||||
California Lyon | 5 3/4% Senior Notes due 2019 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt, gross | 148,826,000 | 148,295,000 | ||||||||||||||
California Lyon | 8 1/2% Senior Notes due 2020 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt, gross | 422,817,000 | 422,896,000 | ||||||||||||||
California Lyon | 7% Senior Notes due 2022 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt, gross | $ 346,014,000 | $ 345,338,000 | ||||||||||||||
California Lyon | Senior Notes | 5 3/4% Senior Notes due 2019 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Notice period for redemption of notes (in days) | 30 days | |||||||||||||||
California Lyon | Senior Notes | 7% Senior Notes due 2022 | ||||||||||||||||
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 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Ownership rate | 100.00% | |||||||||||||||
Tangible Equity Units | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of tangible equity units issued (in units) | shares | 1,000,000 | 150,000 | ||||||||||||||
Stated rate | 6.50% | |||||||||||||||
Price per unit (in USD per unit) | $ / shares | $ 100 | |||||||||||||||
Conversion premium | 17.50% | |||||||||||||||
Scenario, Forecast | Revolving Credit Facility | Second Amended Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 60.00% | |||||||||||||||
Common Class A | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of securities called by each warrant or right | shares | 4.4465 | |||||||||||||||
Common Class A | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Number of securities called by each warrant or right | shares | 5.2247 |
Senior Notes, Secured, and Su63
Senior Notes, Secured, and Subordinated Indebtedness - Summary of Senior Notes Redemption Prices Percentage (Details) - Senior Notes | 12 Months Ended |
Dec. 31, 2016 | |
April 2016 | 5 3/4% Senior Notes due 2019 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 104.313% |
October 2016 | 5 3/4% Senior Notes due 2019 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 102.875% |
April 2017 | 5 3/4% Senior Notes due 2019 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 101.438% |
April 2018 and Thereafter | 5 3/4% Senior Notes due 2019 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
November 2016 | 8 1/2% Senior Notes due 2020 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 104.25% |
November 2017 | 8 1/2% Senior Notes due 2020 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 102.125% |
November 2018 and Thereafter | 8 1/2% Senior Notes due 2020 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
August 2017 | 7% Senior Notes due 2022 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 103.50% |
August 2018 | 7% Senior Notes due 2022 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 101.75% |
August 2019 and Thereafter | 7% Senior Notes due 2022 | |
Debt Instrument [Line Items] | |
Percentage of redemption price of principal amount | 100.00% |
Senior Notes, Secured, and Su64
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
ASSETS | ||||
Cash and cash equivalents | $ 42,612 | $ 50,203 | $ 52,771 | $ 171,672 |
Restricted cash | 0 | 504 | ||
Receivables | 9,538 | 14,838 | ||
Escrow proceeds receivable | 85 | 3,041 | ||
Real estate inventories | 1,771,998 | 1,675,106 | ||
Investment in unconsolidated joint ventures | 7,282 | 5,413 | ||
Goodwill | 66,902 | 66,902 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 6,700 | 6,700 | ||
Deferred income taxes, net | 75,751 | 79,726 | ||
Other assets, net | 17,283 | 21,017 | ||
Investments in subsidiaries | 0 | 0 | ||
Intercompany receivables | 0 | 0 | ||
Total assets | 1,998,151 | 1,923,450 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 74,282 | 75,881 | ||
Accrued expenses | 79,790 | 70,324 | ||
Notes payable | 155,768 | 175,181 | ||
Long-term debt, gross | 1,080,650 | 1,105,776 | ||
Intercompany payables | 0 | 0 | ||
Total liabilities | 1,234,722 | 1,251,981 | ||
Equity | ||||
William Lyon Homes stockholders’ equity | 697,086 | 632,095 | ||
Noncontrolling interests | 66,343 | 39,374 | ||
Total liabilities and equity | 1,998,151 | 1,923,450 | ||
Delaware Lyon | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | |||
Receivables | 0 | 0 | ||
Escrow proceeds receivable | 0 | 0 | ||
Real estate inventories | 0 | 0 | ||
Investment in unconsolidated joint ventures | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 0 | 0 | ||
Deferred income taxes, net | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Investments in subsidiaries | 697,086 | 632,095 | ||
Intercompany receivables | 0 | 0 | ||
Total assets | 697,086 | 632,095 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Notes payable | 0 | 0 | ||
Intercompany payables | 0 | 0 | ||
Total liabilities | 0 | 0 | ||
Equity | ||||
William Lyon Homes stockholders’ equity | 697,086 | 632,095 | ||
Noncontrolling interests | 0 | 0 | ||
Total liabilities and equity | 697,086 | 632,095 | ||
California Lyon | ||||
ASSETS | ||||
Cash and cash equivalents | 36,204 | 44,331 | 48,462 | 166,516 |
Restricted cash | 504 | |||
Receivables | 2,989 | 8,986 | ||
Escrow proceeds receivable | 85 | 2,020 | ||
Real estate inventories | 910,594 | 922,990 | ||
Investment in unconsolidated joint ventures | 7,132 | 5,263 | ||
Goodwill | 14,209 | 14,209 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 0 | 0 | ||
Deferred income taxes, net | 75,751 | 79,726 | ||
Other assets, net | 15,779 | 18,981 | ||
Investments in subsidiaries | (23,736) | (34,522) | ||
Intercompany receivables | 0 | 0 | ||
Total assets | 1,039,007 | 1,062,488 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 52,380 | 45,065 | ||
Accrued expenses | 75,058 | 62,167 | ||
Notes payable | 50,713 | 80,915 | ||
Intercompany payables | 177,267 | 170,757 | ||
Total liabilities | 1,280,300 | 1,289,499 | ||
Equity | ||||
William Lyon Homes stockholders’ equity | (241,291) | (227,011) | ||
Noncontrolling interests | 0 | 0 | ||
Total liabilities and equity | 1,039,009 | 1,062,488 | ||
Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 272 | 2,724 | 573 | 28 |
Restricted cash | 0 | |||
Receivables | 3,303 | 937 | ||
Escrow proceeds receivable | 0 | 1,021 | ||
Real estate inventories | 645,341 | 589,762 | ||
Investment in unconsolidated joint ventures | 150 | 150 | ||
Goodwill | 52,693 | 52,693 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 6,700 | 6,700 | ||
Deferred income taxes, net | 0 | 0 | ||
Other assets, net | 1,089 | 1,737 | ||
Investments in subsidiaries | (573,650) | (561,546) | ||
Intercompany receivables | 252,860 | 239,248 | ||
Total assets | 388,758 | 333,426 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 16,416 | 27,807 | ||
Accrued expenses | 4,634 | 8,059 | ||
Notes payable | 2,979 | 0 | ||
Intercompany payables | 0 | 0 | ||
Total liabilities | 24,029 | 35,866 | ||
Equity | ||||
William Lyon Homes stockholders’ equity | 364,727 | 297,560 | ||
Noncontrolling interests | 0 | 0 | ||
Total liabilities and equity | 388,756 | 333,426 | ||
Non-Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 6,136 | 3,148 | 3,736 | 5,128 |
Restricted cash | 0 | |||
Receivables | 3,246 | 4,915 | ||
Escrow proceeds receivable | 0 | 0 | ||
Real estate inventories | 216,063 | 162,354 | ||
Investment in unconsolidated joint ventures | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 0 | 0 | ||
Deferred income taxes, net | 0 | 0 | ||
Other assets, net | 415 | 299 | ||
Investments in subsidiaries | 0 | 0 | ||
Intercompany receivables | 0 | 0 | ||
Total assets | 225,860 | 170,716 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 5,486 | 3,009 | ||
Accrued expenses | 98 | 98 | ||
Notes payable | 102,076 | 94,266 | ||
Intercompany payables | 75,593 | 68,491 | ||
Total liabilities | 183,253 | 165,864 | ||
Equity | ||||
William Lyon Homes stockholders’ equity | (23,736) | (34,522) | ||
Noncontrolling interests | 66,343 | 39,374 | ||
Total liabilities and equity | 225,860 | 170,716 | ||
Eliminating Entries | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Restricted cash | 0 | |||
Receivables | 0 | 0 | ||
Escrow proceeds receivable | 0 | 0 | ||
Real estate inventories | 0 | 0 | ||
Investment in unconsolidated joint ventures | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangibles, net of accumulated amortization of $4,640 and $3,683 and as of December 31, 2015 and 2014, respectively | 0 | 0 | ||
Deferred income taxes, net | 0 | 0 | ||
Other assets, net | 0 | 0 | ||
Investments in subsidiaries | (99,700) | (36,027) | ||
Intercompany receivables | (252,860) | (239,248) | ||
Total assets | (352,560) | (275,275) | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Notes payable | 0 | 0 | ||
Intercompany payables | (252,860) | (239,248) | ||
Total liabilities | (252,860) | (239,248) | ||
Equity | ||||
William Lyon Homes stockholders’ equity | (99,700) | (36,027) | ||
Noncontrolling interests | 0 | 0 | ||
Total liabilities and equity | (352,560) | (275,275) | ||
Subordinated amortizing notes | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 7,225 | 14,066 | ||
Subordinated amortizing notes | Delaware Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
Subordinated amortizing notes | California Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 7,225 | 14,066 | ||
Subordinated amortizing notes | Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
Subordinated amortizing notes | Non-Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
Subordinated amortizing notes | Eliminating Entries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
5 3/4% Senior Notes due 2019 | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 148,826 | 148,295 | ||
5 3/4% Senior Notes due 2019 | Delaware Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
5 3/4% Senior Notes due 2019 | California Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 148,826 | 148,295 | ||
5 3/4% Senior Notes due 2019 | Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
5 3/4% Senior Notes due 2019 | Non-Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
5 3/4% Senior Notes due 2019 | Eliminating Entries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
8 1/2% Senior Notes due 2020 | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 422,817 | 422,896 | ||
8 1/2% Senior Notes due 2020 | Delaware Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
8 1/2% Senior Notes due 2020 | California Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 422,817 | 422,896 | ||
8 1/2% Senior Notes due 2020 | Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
8 1/2% Senior Notes due 2020 | Non-Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
8 1/2% Senior Notes due 2020 | Eliminating Entries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
7% Senior Notes due 2022 | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 346,014 | 345,338 | ||
7% Senior Notes due 2022 | Delaware Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
7% Senior Notes due 2022 | California Lyon | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 346,014 | 345,338 | ||
7% Senior Notes due 2022 | Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
7% Senior Notes due 2022 | Non-Guarantor Subsidiaries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | 0 | 0 | ||
7% Senior Notes due 2022 | Eliminating Entries | ||||
LIABILITIES AND EQUITY | ||||
Long-term debt, gross | $ 0 | $ 0 |
Senior Notes, Secured, and Su65
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating revenue | ||||||||||||
Sales | $ 1,402,203 | $ 1,078,928 | $ 857,025 | |||||||||
Construction services | 3,837 | 25,124 | 37,728 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | $ 473,221 | $ 342,628 | $ 325,059 | $ 261,295 | $ 397,162 | $ 244,311 | $ 247,740 | $ 189,715 | 1,406,040 | 1,104,052 | 894,753 | |
Operating costs | ||||||||||||
Cost of sales | (1,162,337) | (878,995) | (677,531) | |||||||||
Construction services | (3,485) | (21,181) | (30,700) | |||||||||
Sales and marketing | (72,509) | (61,539) | (45,903) | |||||||||
General and administrative | (73,398) | (59,161) | (54,626) | |||||||||
Transaction expenses | 0 | 0 | (5,832) | |||||||||
Amortization of intangible assets | 0 | (957) | (1,814) | |||||||||
Other | (343) | (1,972) | (2,874) | |||||||||
Operating costs | (1,312,072) | (1,023,805) | (819,280) | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income | 93,968 | 80,247 | 75,473 | |||||||||
Equity in income of unconsolidated joint ventures | 5,606 | 3,239 | 555 | |||||||||
Interest expense, net of amounts capitalized | 0 | 0 | 0 | |||||||||
Other income (expense), net | 3,243 | 3,581 | 2,295 | |||||||||
(Loss) income before provision for income taxes | 102,817 | 87,067 | 78,323 | |||||||||
Benefit (provision) for income taxes | $ (23,797) | (34,850) | (26,806) | (23,797) | ||||||||
Net income | $ 26,426 | $ 16,514 | $ 15,086 | $ 9,941 | $ 27,128 | $ 12,277 | $ 13,250 | $ 7,606 | 67,967 | 60,261 | 54,526 | |
Less: Net income attributable to noncontrolling interests | (8,271) | (2,925) | (9,901) | |||||||||
Net income attributable to William Lyon Homes | 59,696 | 57,336 | 44,625 | |||||||||
Net income available to common stockholders | 59,696 | 57,336 | 44,625 | |||||||||
Delaware Lyon | ||||||||||||
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 | ||||||||||
Other | 0 | 0 | 0 | |||||||||
Operating costs | 0 | 0 | 0 | |||||||||
(Loss) income from subsidiaries | 59,696 | 57,336 | 44,625 | |||||||||
Operating income | 59,696 | 57,336 | 44,625 | |||||||||
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | |||||||||
Other income (expense), net | 0 | 0 | 0 | |||||||||
(Loss) income before provision for income taxes | 59,696 | 57,336 | 44,625 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | ||||||||||
Net income | 59,696 | 57,336 | 44,625 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income available to common stockholders | 59,696 | 57,336 | 44,625 | |||||||||
California Lyon | ||||||||||||
Operating revenue | ||||||||||||
Sales | 573,191 | 459,990 | 523,064 | |||||||||
Construction services | 3,837 | 25,124 | 37,728 | |||||||||
Management fees | (4,362) | (1,506) | (2,926) | |||||||||
Operating revenue | 572,666 | 483,608 | 557,866 | |||||||||
Operating costs | ||||||||||||
Cost of sales | (462,153) | (358,793) | (399,183) | |||||||||
Construction services | (3,485) | (21,181) | (30,700) | |||||||||
Sales and marketing | (27,329) | (26,626) | (27,418) | |||||||||
General and administrative | (60,141) | (47,385) | (47,353) | |||||||||
Transaction expenses | (5,832) | |||||||||||
Amortization of intangible assets | (957) | (1,814) | ||||||||||
Other | (442) | (3,477) | (3,685) | |||||||||
Operating costs | (553,550) | (458,419) | (515,985) | |||||||||
(Loss) income from subsidiaries | 8,331 | (2,395) | 11,575 | |||||||||
Operating income | 27,447 | 22,794 | 53,456 | |||||||||
Equity in income of unconsolidated joint ventures | 4,369 | 1,912 | 0 | |||||||||
Other income (expense), net | 4,640 | 7,911 | 3,280 | |||||||||
(Loss) income before provision for income taxes | 36,456 | 32,617 | 56,736 | |||||||||
Benefit (provision) for income taxes | (34,850) | (26,806) | (23,797) | |||||||||
Net income | 1,606 | 5,811 | 32,939 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income available to common stockholders | 1,606 | 5,811 | 32,939 | |||||||||
Guarantor Subsidiaries | ||||||||||||
Operating revenue | ||||||||||||
Sales | 680,138 | 568,774 | 236,245 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | 680,138 | 568,774 | 236,245 | |||||||||
Operating costs | ||||||||||||
Cost of sales | (564,596) | (475,043) | (196,773) | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | (36,170) | (31,231) | (14,186) | |||||||||
General and administrative | (13,256) | (11,776) | (7,271) | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | ||||||||||
Other | 100 | 1,505 | 825 | |||||||||
Operating costs | (613,922) | (516,545) | (217,405) | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income | 66,216 | 52,229 | 18,840 | |||||||||
Equity in income of unconsolidated joint ventures | 1,237 | 1,327 | 555 | |||||||||
Other income (expense), net | (34) | 4,793 | (23) | |||||||||
(Loss) income before provision for income taxes | 67,419 | 58,349 | 19,372 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net income | 67,419 | 58,349 | 19,372 | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income available to common stockholders | 67,419 | 58,349 | 19,372 | |||||||||
Non-Guarantor Subsidiaries | ||||||||||||
Operating revenue | ||||||||||||
Sales | 148,874 | 50,164 | 97,716 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 0 | 0 | 0 | |||||||||
Operating revenue | 148,874 | 50,164 | 97,716 | |||||||||
Operating costs | ||||||||||||
Cost of sales | (131,226) | (43,653) | (78,649) | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Sales and marketing | (9,010) | (3,682) | (4,299) | |||||||||
General and administrative | (1) | 0 | (2) | |||||||||
Transaction expenses | 0 | |||||||||||
Amortization of intangible assets | 0 | 0 | ||||||||||
Other | (1) | 0 | (14) | |||||||||
Operating costs | (140,238) | (47,335) | (82,964) | |||||||||
(Loss) income from subsidiaries | 0 | 0 | 0 | |||||||||
Operating income | 8,636 | 2,829 | 14,752 | |||||||||
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | |||||||||
Other income (expense), net | (1,363) | (9,123) | (962) | |||||||||
(Loss) income before provision for income taxes | 7,273 | (6,294) | 13,790 | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net income | 7,273 | (6,294) | 13,790 | |||||||||
Less: Net income attributable to noncontrolling interests | (8,271) | (2,925) | (9,901) | |||||||||
Net income available to common stockholders | (998) | (9,219) | 3,889 | |||||||||
Eliminating Entries | ||||||||||||
Operating revenue | ||||||||||||
Sales | 0 | 0 | 0 | |||||||||
Construction services | 0 | 0 | 0 | |||||||||
Management fees | 4,362 | 1,506 | 2,926 | |||||||||
Operating revenue | 4,362 | 1,506 | 2,926 | |||||||||
Operating costs | ||||||||||||
Cost of sales | (4,362) | (1,506) | (2,926) | |||||||||
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 | ||||||||||
Other | 0 | 0 | 0 | |||||||||
Operating costs | (4,362) | (1,506) | (2,926) | |||||||||
(Loss) income from subsidiaries | (68,027) | (54,941) | (56,200) | |||||||||
Operating income | (68,027) | (54,941) | (56,200) | |||||||||
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | |||||||||
Other income (expense), net | 0 | 0 | 0 | |||||||||
(Loss) income before provision for income taxes | (68,027) | (54,941) | (56,200) | |||||||||
Benefit (provision) for income taxes | 0 | 0 | 0 | |||||||||
Net income | (68,027) | (54,941) | (56,200) | |||||||||
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | |||||||||
Net income available to common stockholders | $ (68,027) | $ (54,941) | $ (56,200) |
Senior Notes, Secured, and Su66
Senior Notes, Secured, and Subordinated Indebtedness - Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Net cash (used in) provided by operating activities | $ 21,706 | $ (172,908) | $ (159,807) |
Investing activities: | |||
Investment in and advances to joint ventures | 0 | (1,000) | (500) |
Proceeds from repayment of notes receivable | 6,188 | ||
Cash paid for acquisitions, net | 0 | 0 | (492,418) |
Purchases of property and equipment | (1,029) | (4,800) | (2,078) |
Investments in subsidiaries | 0 | 0 | 0 |
Net cash provided by (used in) investing activities | 5,159 | (5,800) | (494,996) |
Financing activities: | |||
Proceeds from borrowings on notes payable | 139,783 | 119,663 | 95,227 |
Principal payments on notes payable | (147,887) | (58,217) | (96,465) |
Proceeds from issuance of bridge loan | 0 | 0 | 120,000 |
Payments on bridge loan | 0 | 0 | (120,000) |
Proceeds from borrowings on revolver | 258,000 | 229,000 | 20,000 |
Payments on revolver | (294,000) | (164,000) | (20,000) |
Repayments of Subordinated Debt | (6,841) | (6,651) | 0 |
Issuance of TEUs - Purchase Contracts, net of offering costs | 0 | 0 | 94,284 |
Offering costs related to TEUs | 0 | 0 | (3,830) |
Issuance of TEUs - Subordinated amortizing notes | 0 | 0 | 20,717 |
Proceeds from stock options exercised | 0 | 106 | 285 |
Offering costs related to issuance of common stock | 0 | 0 | (105) |
Purchase of common stock | (942) | (1,832) | (1,774) |
Excess income tax benefit from stock based awards | (182) | 0 | 1,866 |
Payment of deferred loan costs | (1,085) | (2,147) | (19,018) |
Noncontrolling interest contributions | 38,334 | 19,850 | 22,041 |
Noncontrolling interest distributions | (19,636) | (10,632) | (27,326) |
Advances to affiliates | 0 | 0 | 0 |
Intercompany receivables/payables | 0 | 0 | 0 |
Net cash (used in) provided by financing activities | (34,456) | 176,140 | 535,902 |
Net (decrease) increase in cash and cash equivalents | (7,591) | (2,568) | (118,901) |
Cash and cash equivalents — beginning of period | 50,203 | 52,771 | 171,672 |
Cash and cash equivalents — end of period | 42,612 | 50,203 | 52,771 |
Delaware Lyon | |||
Operating activities: | |||
Net cash (used in) provided by operating activities | (5,295) | (4,844) | (97,110) |
Investing activities: | |||
Investment in and advances to joint ventures | 0 | 0 | |
Cash paid for acquisitions, net | 0 | ||
Purchases of property and equipment | 0 | 0 | 0 |
Investments in subsidiaries | 0 | 0 | 0 |
Net cash provided by (used in) 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 bridge loan | 0 | ||
Payments on bridge loan | 0 | ||
Proceeds from borrowings on revolver | 0 | 0 | 0 |
Payments on revolver | 0 | 0 | 0 |
Repayments of Subordinated Debt | 0 | 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 | 0 | |
Offering costs related to issuance of common stock | 0 | ||
Purchase of common stock | 0 | 0 | 0 |
Excess income tax benefit from stock based awards | 0 | 0 | |
Payment of deferred loan costs | 0 | ||
Noncontrolling interest contributions | 0 | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 | 0 |
Advances to affiliates | 0 | 0 | 0 |
Intercompany receivables/payables | 5,295 | 4,844 | 97,110 |
Net cash (used in) provided by financing activities | 5,295 | 4,844 | 97,110 |
Net (decrease) increase 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 |
California Lyon | |||
Operating activities: | |||
Net cash (used in) provided by operating activities | 64,780 | (123,099) | 369,750 |
Investing activities: | |||
Investment in and advances to joint ventures | (1,000) | 0 | |
Proceeds from repayment of notes receivable | 6,188 | ||
Cash paid for acquisitions, net | (439,040) | ||
Purchases of property and equipment | (1,004) | (4,918) | (1,826) |
Investments in subsidiaries | (2,455) | (3,833) | 57,515 |
Net cash provided by (used in) investing activities | 2,729 | (9,751) | (383,351) |
Financing activities: | |||
Proceeds from borrowings on notes payable | 2,211 | 34,955 | 0 |
Principal payments on notes payable | (18,125) | (28,924) | (11,898) |
Proceeds from issuance of bridge loan | 120,000 | ||
Payments on bridge loan | (120,000) | ||
Proceeds from borrowings on revolver | 258,000 | 229,000 | 20,000 |
Payments on revolver | (294,000) | (164,000) | (20,000) |
Repayments of Subordinated Debt | (6,841) | (6,651) | |
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 | 106 | 285 | |
Offering costs related to issuance of common stock | (105) | ||
Purchase of common stock | (942) | (1,832) | (1,774) |
Excess income tax benefit from stock based awards | (182) | 1,866 | |
Payment of deferred loan costs | (1,085) | (2,147) | (19,018) |
Noncontrolling interest contributions | 0 | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 | 0 |
Advances to affiliates | 0 | 0 | 0 |
Intercompany receivables/payables | (14,672) | 17,212 | (634,980) |
Net cash (used in) provided by financing activities | (75,636) | 128,719 | (104,453) |
Net (decrease) increase in cash and cash equivalents | (8,127) | (4,131) | (118,054) |
Cash and cash equivalents — beginning of period | 44,331 | 48,462 | 166,516 |
Cash and cash equivalents — end of period | 36,204 | 44,331 | 48,462 |
Guarantor Subsidiaries | |||
Operating activities: | |||
Net cash (used in) provided by operating activities | (778) | 26,398 | (510,453) |
Investing activities: | |||
Investment in and advances to joint ventures | 0 | (500) | |
Proceeds from repayment of notes receivable | 0 | ||
Cash paid for acquisitions, net | (53,378) | ||
Purchases of property and equipment | 85 | 89 | (267) |
Investments in subsidiaries | 12,104 | (12,584) | 574,125 |
Net cash provided by (used in) investing activities | 12,189 | (12,495) | 519,980 |
Financing activities: | |||
Proceeds from borrowings on notes payable | 0 | 0 | 0 |
Principal payments on notes payable | 0 | (162) | (4,012) |
Proceeds from issuance of bridge loan | 0 | ||
Payments on bridge loan | 0 | ||
Proceeds from borrowings on revolver | 0 | 0 | 0 |
Payments on revolver | 0 | 0 | 0 |
Repayments of Subordinated Debt | 0 | 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 | 0 | |
Offering costs related to issuance of common stock | 0 | ||
Purchase of common stock | 0 | 0 | 0 |
Excess income tax benefit from stock based awards | 0 | 0 | |
Payment of deferred loan costs | 0 | ||
Noncontrolling interest contributions | 0 | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 | 0 |
Advances to affiliates | (252) | (5,237) | (99) |
Intercompany receivables/payables | (13,611) | (6,353) | (4,871) |
Net cash (used in) provided by financing activities | (13,863) | (11,752) | (8,982) |
Net (decrease) increase in cash and cash equivalents | (2,452) | 2,151 | 545 |
Cash and cash equivalents — beginning of period | 2,724 | 573 | 28 |
Cash and cash equivalents — end of period | 272 | 2,724 | 573 |
Non-Guarantor Subsidiaries | |||
Operating activities: | |||
Net cash (used in) provided by operating activities | (42,296) | (76,207) | (19,104) |
Investing activities: | |||
Investment in and advances to joint ventures | 0 | 0 | |
Proceeds from repayment of notes receivable | 0 | ||
Cash paid for acquisitions, net | 0 | ||
Purchases of property and equipment | (110) | 29 | 15 |
Investments in subsidiaries | 0 | 0 | 0 |
Net cash provided by (used in) investing activities | (110) | 29 | 15 |
Financing activities: | |||
Proceeds from borrowings on notes payable | 137,572 | 84,708 | 95,227 |
Principal payments on notes payable | (129,762) | (29,131) | (80,555) |
Proceeds from issuance of bridge loan | 0 | ||
Payments on bridge loan | 0 | ||
Proceeds from borrowings on revolver | 0 | 0 | 0 |
Payments on revolver | 0 | 0 | 0 |
Repayments of Subordinated Debt | 0 | 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 | 0 | |
Offering costs related to issuance of common stock | 0 | ||
Purchase of common stock | 0 | 0 | 0 |
Excess income tax benefit from stock based awards | 0 | 0 | |
Payment of deferred loan costs | 0 | 0 | 0 |
Noncontrolling interest contributions | 38,334 | 19,850 | 22,041 |
Noncontrolling interest distributions | (19,636) | (10,632) | (27,326) |
Advances to affiliates | 11,784 | 10,658 | (49,825) |
Intercompany receivables/payables | 7,102 | 137 | 58,135 |
Net cash (used in) provided by financing activities | 45,394 | 75,590 | 17,697 |
Net (decrease) increase in cash and cash equivalents | 2,988 | (588) | (1,392) |
Cash and cash equivalents — beginning of period | 3,148 | 3,736 | 5,128 |
Cash and cash equivalents — end of period | 6,136 | 3,148 | 3,736 |
Eliminating Entries | |||
Operating activities: | |||
Net cash (used in) provided by operating activities | 5,295 | 4,844 | 97,110 |
Investing activities: | |||
Investment in and advances to joint ventures | 0 | 0 | |
Proceeds from repayment of notes receivable | 0 | ||
Cash paid for acquisitions, net | 0 | ||
Purchases of property and equipment | 0 | 0 | 0 |
Investments in subsidiaries | (9,649) | 16,417 | (631,640) |
Net cash provided by (used in) investing activities | (9,649) | 16,417 | (631,640) |
Financing activities: | |||
Proceeds from borrowings on notes payable | 0 | 0 | 0 |
Principal payments on notes payable | 0 | 0 | 0 |
Proceeds from issuance of bridge loan | 0 | ||
Payments on bridge loan | 0 | ||
Proceeds from borrowings on revolver | 0 | 0 | 0 |
Payments on revolver | 0 | 0 | 0 |
Repayments of Subordinated Debt | 0 | 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 | 0 | |
Offering costs related to issuance of common stock | 0 | ||
Purchase of common stock | 0 | 0 | 0 |
Excess income tax benefit from stock based awards | 0 | 0 | |
Payment of deferred loan costs | 0 | 0 | 0 |
Noncontrolling interest contributions | 0 | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 | 0 |
Advances to affiliates | (11,532) | (5,421) | 49,924 |
Intercompany receivables/payables | 15,886 | (15,840) | 484,606 |
Net cash (used in) provided by financing activities | 4,354 | (21,261) | 534,530 |
Net (decrease) increase 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 |
5 3/4% Senior Notes due 2019 | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | 0 | 150,000 |
5 3/4% Senior Notes due 2019 | Delaware Lyon | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | ||
5 3/4% Senior Notes due 2019 | California Lyon | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 150,000 | ||
5 3/4% Senior Notes due 2019 | Guarantor Subsidiaries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | ||
5 3/4% Senior Notes due 2019 | Non-Guarantor Subsidiaries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | ||
5 3/4% Senior Notes due 2019 | Eliminating Entries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | ||
7% Senior Notes due 2022 | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | $ 0 | 51,000 | 300,000 |
7% Senior Notes due 2022 | Delaware Lyon | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | 0 | |
7% Senior Notes due 2022 | California Lyon | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 51,000 | 300,000 | |
7% Senior Notes due 2022 | Guarantor Subsidiaries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | 0 | |
7% Senior Notes due 2022 | Non-Guarantor Subsidiaries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | 0 | 0 | |
7% Senior Notes due 2022 | Eliminating Entries | |||
Financing activities: | |||
Proceeds from issuance of Senior Notes | $ 0 | $ 0 |
Senior Notes, Secured, and Su67
Senior Notes, Secured, and Subordinated Indebtedness Construction Notes Payable (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Notes payable | $ 155,768 | $ 175,181 |
Construction Loans | ||
Debt Instrument [Line Items] | ||
Notes payable | 275,600 | |
Outstanding | 102,100 | |
Construction Loans | March 2016 Construction Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | 33,400 | |
Outstanding | $ 17,400 | |
Current rate | 3.69% | |
Construction Loans | January 2016 Construction Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 35,000 | |
Outstanding | $ 21,500 | |
Current rate | 4.02% | |
Construction Loans | November 2015 Construction Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 42,500 | |
Outstanding | $ 20,600 | |
Current rate | 4.75% | |
Construction Loans | August 2015 Construction Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 14,200 | |
Outstanding | $ 0 | |
Current rate | 4.50% | |
Construction Loans | August 2015 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 37,500 | |
Outstanding | $ 0 | |
Current rate | 4.75% | |
Construction Loans | July 2015 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 22,500 | |
Outstanding | $ 13,800 | |
Current rate | 4.25% | |
Construction Loans | April 2015 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 18,500 | |
Outstanding | $ 2,300 | |
Current rate | 4.25% | |
Construction Loans | November 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 24,000 | |
Outstanding | $ 7,200 | |
Current rate | 4.25% | |
Construction Loans | November 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 22,000 | |
Outstanding | $ 9,400 | |
Current rate | 4.25% | |
Construction Loans | March 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Notes payable | $ 26,000 | |
Outstanding | $ 9,900 | |
Current rate | 3.71% |
Fair Value of Financial Instr68
Fair Value of Financial Instruments - Schedule of Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Financial liabilities: | ||
Notes payable | $ 155,768 | $ 175,181 |
Notes payable, fair value | 155,768 | 175,181 |
Long-term debt, gross | 1,080,650 | 1,105,776 |
Subordinated amortizing notes | ||
Financial liabilities: | ||
Long-term debt, gross | 7,225 | 14,066 |
Long-term debt, fair value | 7,478 | 12,122 |
5 3/4% Senior Notes due 2019 | ||
Financial liabilities: | ||
Long-term debt, gross | 148,826 | 148,295 |
Long-term debt, fair value | 151,125 | 147,750 |
8 1/2% Senior Notes due 2020 | ||
Financial liabilities: | ||
Long-term debt, gross | 422,817 | 422,896 |
Long-term debt, fair value | 444,125 | 449,438 |
7% Senior Notes due 2022 | ||
Financial liabilities: | ||
Long-term debt, gross | 346,014 | 345,338 |
Long-term debt, fair value | $ 363,125 | $ 350,875 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | Sep. 03, 2009 | Aug. 31, 2016 | Oct. 31, 2015 | Dec. 31, 2016 | Dec. 01, 2016 |
Related Party Transaction [Line Items] | |||||
Related Party Land Sale to Employee | $ 550,000 | ||||
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 | ||||
Semiannual interest payments receivable | $ 132,000 | ||||
Note maturity date | Sep. 30, 2016 | ||||
Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Cash purchase price of certain lots at a master planned community | $ 9,300,000 | ||||
Certain Lots, Lake Las Vegas | California Lyon | |||||
Related Party Transaction [Line Items] | |||||
Purchase consideration | $ 7,300,000 | ||||
Paulson & Co. Inc. [Member] | Investor [Member] | |||||
Related Party Transaction [Line Items] | |||||
Ownership Percentage in Company, Related Party | 5.00% | ||||
Seller Financing | |||||
Related Party Transaction [Line Items] | |||||
Notes Payable, Related Parties | $ 3,000,000 |
Income Taxes - Summary of (Prov
Income Taxes - Summary of (Provision) Benefit from Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current | ||||
Federal | $ (13,284) | $ (26,978) | $ (15,296) | |
State | (2,691) | (4,077) | (3,350) | |
Deferred | ||||
Federal | (4,748) | (1,395) | (5,259) | |
State | (3,074) | (2,400) | (2,901) | |
(Provision) benefit from income taxes | $ (23,797) | $ (34,850) | $ (26,806) | $ (23,797) |
Income Taxes - Schedule of Diff
Income Taxes - Schedule of Difference in Income Taxes from Amounts Computed by Applying Federal Statutory Rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||||
Provision for federal income taxes at the statutory rate | $ (27,413) | $ (35,986) | $ (30,473) | |||
Increases/(decreases) in tax resulting from: | ||||||
Provision for state income taxes, net of federal income tax benefits | (3,784) | (4,210) | (4,063) | |||
Change in valuation allowance | 1,629 | 0 | 1,626 | |||
Domestic production activities deduction | 1,228 | 2,481 | 2,087 | |||
Nondeductible items-other | (84) | (58) | (52) | |||
Non-controlling interests | 3,465 | 2,895 | 1,024 | |||
Change in RBIL estimate | 0 | 0 | 1,771 | |||
Cancellation of indebtedness attribute reduction | (4) | 0 | 0 | |||
Tax credits | 316 | 166 | 1,272 | |||
Effective Income Tax Rate Reconciliation, Deduction, Amount | $ 0 | $ 0 | 27 | |||
Other, net | 850 | (165) | 2 | |||
(Provision) benefit from income taxes | $ (23,797) | $ (34,850) | $ (26,806) | $ (23,797) |
Income Taxes - Summary of Tempo
Income Taxes - Summary of Temporary Differences Giving Rise to Deferred Income Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets | ||
Impairment and other reserves | $ 53,806 | $ 58,991 |
Compensation deductible for tax purposes when paid | 9,161 | 9,124 |
Goodwill and other intangibles | 0 | 129 |
AMT credit carryover | 1,384 | 1,384 |
Unused recognized built-in loss | 18,651 | 19,053 |
Net operating loss | 3,172 | 4,430 |
Deferred Tax Assets Effect Of Book Or Tax Differences For Capped Interest Or General And Administrative | 6,427 | 0 |
Other | 694 | 1,378 |
Deferred tax assets | 93,295 | 94,489 |
Deferred tax liabilities | ||
Effect of book/tax differences for joint ventures | (2,706) | (3,537) |
Effect of book/tax differences for capitalized interest | (11,103) | (14,566) |
Fixed assets and intangibles | (1,716) | (755) |
Deferred Tax Liabilities, Goodwill and Intangible Assets | (1,541) | 0 |
Other | (478) | 4,095 |
Deferred tax liabilities | (17,544) | (14,763) |
Total deferred tax assets, net | $ 75,751 | $ 79,726 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Line Items] | ||
Effective income tax rate | 33.90% | 30.80% |
Valuation allowance | $ 0 | $ 0 |
AMT credit carryover | 1,384 | $ 1,384 |
Federal | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 0 | |
Unused built-in losses | 52,100 | |
State | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 56,200 | |
Unused built-in losses | $ 7,500 |
Income Per Common Share - Summa
Income Per Common Share - Summary of Basic and Diluted (Loss) Income Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Basic weighted average number of shares outstanding (in shares) | 36,764,799 | 36,546,227 | 31,753,110 | |||||||||
Effect of dilutive securities: | ||||||||||||
Diluted average shares outstanding (in shares) | 38,474,900 | 38,767,556 | 33,236,343 | |||||||||
Net (loss) income available to common stockholders | $ 23,052 | $ 13,069 | $ 14,561 | $ 9,014 | $ 26,295 | $ 12,082 | $ 12,277 | $ 6,682 | $ 44,625 | $ 59,696 | ||
Net income available to common stockholders | $ 26,426 | $ 16,514 | $ 15,086 | $ 9,941 | $ 27,128 | $ 12,277 | $ 13,250 | $ 7,606 | $ 67,967 | $ 60,261 | $ 54,526 | |
Basic income per common share (in USD per share) | $ 0.63 | $ 0.36 | $ 0.40 | $ 0.25 | $ 0.72 | $ 0.33 | $ 0.34 | $ 0.18 | $ 1.62 | $ 1.57 | $ 1.41 | |
Diluted income per common share (in USD per share) | $ 0.60 | $ 0.34 | $ 0.38 | $ 0.24 | $ 0.68 | $ 0.31 | $ 0.32 | $ 0.18 | $ 1.55 | $ 1.48 | $ 1.34 | |
Potentially antidilutive securities not included in the calculation of diluted income per common share (weighted average): | ||||||||||||
Number of equity units | 5,113,475 | 5,113,475 | ||||||||||
Unvested stock options | ||||||||||||
Potentially antidilutive securities not included in the calculation of diluted income per common share (weighted average): | ||||||||||||
Potentially antidilutive securities note included in the calculation of diluted loss per common share | 240,000 | 180,000 | ||||||||||
Preferred shares, stock options, and warrants | ||||||||||||
Effect of dilutive securities: | ||||||||||||
Dilutive securities (in shares) | 1,424,272 | 815,171 | 1,326,399 | |||||||||
Tangible Equity Units | ||||||||||||
Effect of dilutive securities: | ||||||||||||
Dilutive securities (in shares) | 58,961 | 894,930 | 894,930 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | |
Class of Stock [Line Items] | |||
Warrants expiration date | February 24, 2022 | ||
Number of equity units | 5,113,475 | ||
Issuance of TEUs net of offering costs | $ 90,725 | ||
Common stock, Class B, par value $0.01 per share; 30,000,000 shares authorized; 3,813,884 shares issued and outstanding at December 31, 2016 and 2015, respectively | |||
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 | ||
Common Class A | Maximum | |||
Class of Stock [Line Items] | |||
Number of equity units | 5.2247 | ||
Common Class A | Minimum | |||
Class of Stock [Line Items] | |||
Number of equity units | 4.4465 | ||
Additional Paid-In Capital | |||
Class of Stock [Line Items] | |||
Issuance of TEUs net of offering costs | $ 90,700 | $ 90,725 |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 01, 2015 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2016 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Performance target, percent achieved | 96.00% | 97.00% | |||||
Shares available for grant (in shares) | 1,083,206 | ||||||
Stock based compensation expense | $ 6,419 | $ 6,570 | $ 6,114 | ||||
Total unrecognized stock based compensation expense | $ 7,000 | ||||||
Unrecognized stock based compensation expense, weighted average recognition period | 1 year 1 month | ||||||
Total value of restricted stock awards vested | $ 3,800 | $ 5,100 | 6,000 | ||||
Recognized tax benefit | $ 2,600 | $ 4,100 | $ 3,500 | ||||
Common Class A | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for issuance (in shares) | 3,636,363 | ||||||
Restricted shares granted (in shares) | 392,126 | 857,460 | 493,524 | ||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 79,575 | 291,368 | 208,715 | ||||
Time-Based Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting percentage of performance based restricted stock awards | 92.00% | ||||||
Performance-Based Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 312,551 | 566,092 | 284,809 | ||||
Vesting percentage of performance based restricted stock awards | 33.33% | ||||||
2012 Equity Incentive Plan | Common Class A | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Exercise price per share (in USD per share) | $ 25.82 | ||||||
Share-based Compensation Award, Tranche Three | 2012 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options expected to vest (in shares) | 120,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||||
Share-based Compensation Award, Tranche Four | 2012 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options expected to vest (in shares) | 120,000 | ||||||
Other Employee [Member] | Three Year Vesting Restricted Stock [Member] [Domain] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 163,269 | ||||||
Other Employee [Member] | Two Year Vesting Restricted Stock, March Schedule [Domain] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 55,464 | ||||||
Other Employee [Member] | Two Year Vesting Restricted Stock, August Schedule [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 3,548 | ||||||
Other Employee [Member] | One Year Vesting Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 20,697 | ||||||
Other Employee [Member] | Two Year Vesting Restricted Stock, September Schedule [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 7,326 | ||||||
Non Employee Director [Member] | Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted (in shares) | 41,064 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Weighted-Average Assumptions for Fair Value of Employee Options Granted (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Expected dividend yield | 0.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 0 | $ 1.2 |
Risk-free interest rate | 1.71% | |
Expected volatility | 44.00% | |
Expected life (in years) | 6 years 9 months |
Stock Based Compensation - Su78
Stock Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Options outstanding at beginning of year (in shares) | 576,651 | 611,313 | 419,238 | 576,651 | |
Granted (in shares) | [1] | 0 | 0 | 240,000 | |
Exercised (in shares) | (157,413) | (15,000) | (47,925) | ||
Canceled (in shares) | 0 | 0 | 0 | ||
Options outstanding at end of year (in shares) | 596,313 | 611,313 | 419,238 | ||
Options vested and expected to vest (in shares) | 596,313 | 611,313 | 419,238 | ||
Options exercisable at end of year (in shares) | [2] | 356,313 | 371,313 | 419,238 | |
Price range of options exercised (in USD per share) | $ 8.66 | $ 8.66 | $ 8.66 | ||
Price range of options outstanding (in USD per share) | $ 8.66 | ||||
Weighted Average Exercise Price, Options outstanding at beginning of year (in USD per share) | $ 8.66 | 15.40 | 8.66 | 8.66 | |
Weighted Average Exercise Prices, Granted (in USD per share) | 25.82 | ||||
Weighted Average Exercise Price, Exercised (in USD per share) | 8.66 | 8.66 | 8.66 | ||
Weighted Average Exercise Price, Options outstanding at end of year (in USD per share) | 15.57 | 15.40 | 8.66 | ||
Weighted Average Exercise Price, Options vested and expected to vest (in USD per share) | 15.57 | 15.40 | 8.66 | ||
Weighted Average Exercise Price, Options exercisable at end of year (in USD per share) | [2] | 8.66 | 8.66 | $ 8.66 | |
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Price range of options outstanding (in USD per share) | 8.66 | 8.66 | |||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Price range of options outstanding (in USD per share) | $ 25,820 | $ 25,820 | |||
[1] | The weighted average grant date fair value of the stock options during December 31, 2015 was $12.01 | ||||
[2] | No options vested during the years ended December 31, 2016 or 2015. The fair value of shares vested during the year ended December 31, 2014 was $1.2 million. |
Stock Based Compensation - Su79
Stock Based Compensation - Summary of Stock Option Activity (Footnote) (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Weighted average grant date fair value of stock options (in USD per share) | $ 12.01 | |
Fair value of shares vested | $ 0 | $ 1.2 |
Stock Based Compensation - Su80
Stock Based Compensation - Summary of Stock Options Outstanding and Exercisable (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise Price (in USD per share) | $ 8.66 | |||||
Number of Shares (in shares) | 596,313 | 611,313 | 419,238 | 576,651 | ||
Options exercisable at end of year (in shares) | [1] | 356,313 | 371,313 | 419,238 | ||
Granted in Prior Years | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise Price (in USD per share) | $ 8.66 | |||||
Number of Shares (in shares) | 356,313 | |||||
Weighted Average Remaining Contractual Term (in years) | 5 years 9 months | |||||
Aggregate Intrinsic Value | $ 3,694,965.81 | |||||
Options exercisable at end of year (in shares) | 356,313 | |||||
Granted in Current Year | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Exercise Price (in USD per share) | $ 25.82 | |||||
Number of Shares (in shares) | 240,000 | |||||
Weighted Average Remaining Contractual Term (in years) | 8 years 3 months | |||||
Aggregate Intrinsic Value | $ 0 | |||||
Options exercisable at end of year (in shares) | 0 | |||||
[1] | No options vested during the years ended December 31, 2016 or 2015. The fair value of shares vested during the year ended December 31, 2014 was $1.2 million. |
Stock Based Compensation - Su81
Stock Based Compensation - Summary of Restricted Shares Activity (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Stock | |||
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) | 99,661 | 225,687 | 79,335 |
Granted (in shares) | 79,575 | 291,368 | 208,715 |
Vested (in shares) | (99,901) | (126,073) | (55,571) |
Canceled (in shares) | 0 | (44,058) | (6,792) |
Non-vested shares at end of year (in shares) | 346,924 | 225,687 | |
Weighted Average Grant Date Fair Value, Non-vested shares at beginning of year (in USD per share) | $ 11.49 | $ 23.65 | $ 24.84 |
Weighted Average Grant Date Fair Value, Granted (in USD per share) | 27.70 | 14.14 | 23.11 |
Weighted Average Grant Date Fair Value, Vested (in USD per share) | $ 13.81 | 21.81 | 23.24 |
Weighted Average Grant Date Fair Value, Canceled (in USD per share) | 19.06 | 24.28 | |
Weighted Average Grant Date Fair Value, Non-vested shares at end of year (in USD per share) | $ 16.91 | $ 23.65 | |
Performance-Based Restricted Stock | |||
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 | 480,757 | 506,846 |
Granted (in shares) | 312,551 | 566,092 | 284,809 |
Vested (in shares) | (97,155) | (190,977) | (154,467) |
Canceled (in shares) | 0 | (200,739) | (156,431) |
Non-vested shares at end of year (in shares) | 655,133 | 480,757 | |
Weighted Average Grant Date Fair Value, Non-vested shares at beginning of year (in USD per share) | $ 14.03 | $ 24.18 | $ 23.84 |
Weighted Average Grant Date Fair Value, Granted (in USD per share) | 29.94 | 13.88 | 23.50 |
Weighted Average Grant Date Fair Value, Vested (in USD per share) | $ 14.03 | 20.58 | 19.58 |
Weighted Average Grant Date Fair Value, Canceled (in USD per share) | 23.38 | 28.86 | |
Weighted Average Grant Date Fair Value, Non-vested shares at end of year (in USD per share) | $ 17.81 | $ 24.18 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Loss Contingencies [Line Items] | |||
Rent expense under cancelable and non-cancelable operating leases | $ 3.1 | $ 3.9 | $ 3.8 |
Outstanding performance and surety bonds | 196.6 | ||
Non-refundable deposits | 50.4 | ||
Remaining purchase price of land | 418.9 | ||
Project Construction Commitment | |||
Loss Contingencies [Line Items] | |||
Construction project commitments | $ 287.3 |
Commitments and Contingencies83
Commitments and Contingencies - Schedule of Future Minimum Payments Under Non-Cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 2,612 |
2,018 | 2,559 |
2,019 | 2,235 |
2,020 | 2,008 |
2,021 | 1,897 |
Thereafter | 888 |
Total | $ 12,199 |
Subsequent Events Senior Notes
Subsequent Events Senior Notes Refinancing Transaction (Details) - USD ($) | 1 Months Ended | |||||
Mar. 08, 2017 | Feb. 17, 2017 | Jan. 31, 2017 | Dec. 31, 2016 | Oct. 24, 2013 | Nov. 08, 2012 | |
8 1/2% Senior Notes due 2020 | Senior Notes | ||||||
Subsequent Event [Line Items] | ||||||
Aggregate principal amount | $ 425,000,000 | $ 100,000,000 | $ 325,000,000 | |||
Senior note | $ 425,000,000 | |||||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 50,000,000 | |||||
Subsequent Event [Member] | Eight Point Five Percent Senior Notes Due Two Thousand Twenty [Member] | Senior Notes | ||||||
Subsequent Event [Line Items] | ||||||
Aggregate principal amount | $ 450,000,000 | |||||
Subsequent Event [Member] | 8 1/2% Senior Notes due 2020 | Senior Notes | ||||||
Subsequent Event [Line Items] | ||||||
Early Repayment of Senior Debt | 395,600,000 | |||||
Senior note | $ 425,000,000 | |||||
Extinguishment of Senior Note 8.5% | $ 21,800,000 |
Unaudited Summarized Quarterl85
Unaudited Summarized Quarterly Financial Information - Summarized Unaudited Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Home sales | $ 473,221 | $ 342,628 | $ 325,059 | $ 261,295 | $ 397,162 | $ 244,311 | $ 247,740 | $ 189,715 | $ 1,406,040 | $ 1,104,052 | $ 894,753 | |
Cost of sales | (392,632) | (285,896) | (268,638) | (215,171) | (324,338) | (200,328) | (200,248) | (154,081) | ||||
Gross profit | 80,589 | 56,732 | 56,421 | 46,124 | 72,824 | 43,983 | 47,492 | 35,634 | ||||
Other income, costs and expenses, net | (54,163) | (40,218) | (41,335) | (36,183) | (45,696) | (31,706) | (34,242) | (28,028) | ||||
Net income | 26,426 | 16,514 | 15,086 | 9,941 | 27,128 | 12,277 | 13,250 | 7,606 | 67,967 | $ 60,261 | $ 54,526 | |
Net (loss) income available to common stockholders | $ 23,052 | $ 13,069 | $ 14,561 | $ 9,014 | $ 26,295 | $ 12,082 | $ 12,277 | $ 6,682 | $ 44,625 | $ 59,696 | ||
Income per common share: | ||||||||||||
Basic (in USD per share) | $ 0.63 | $ 0.36 | $ 0.40 | $ 0.25 | $ 0.72 | $ 0.33 | $ 0.34 | $ 0.18 | $ 1.62 | $ 1.57 | $ 1.41 | |
Diluted (in USD per share) | $ 0.60 | $ 0.34 | $ 0.38 | $ 0.24 | $ 0.68 | $ 0.31 | $ 0.32 | $ 0.18 | $ 1.55 | $ 1.48 | $ 1.34 |