Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | WLH | |
Entity Registrant Name | WILLIAM LYON HOMES | |
Entity Central Index Key | 1,095,996 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Common stock, Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 28,007,366 | |
Common stock, Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 3,813,884 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents — Note 1 | $ 43,604 | $ 42,612 |
Receivables | 9,719 | 9,538 |
Escrow proceeds receivable | 228 | 85 |
Real estate inventories | 1,855,658 | 1,771,998 |
Investment in unconsolidated joint ventures — Note 3 | 8,225 | 7,282 |
Goodwill | 66,902 | 66,902 |
Intangibles, net of accumulated amortization of $4,640 as of September 30, 2017 and December 31, 2016 | 6,700 | 6,700 |
Deferred income taxes | 73,597 | 75,751 |
Lease right-of-use assets | 15,074 | 13,129 |
Other assets, net | 21,152 | 17,283 |
Total assets | 2,100,859 | 2,011,280 |
LIABILITIES AND EQUITY | ||
Accounts payable | 84,116 | 74,282 |
Accrued expenses | 93,140 | 92,919 |
Notes payable — Note 6: | ||
Notes payable | 161,011 | 155,768 |
Total senior notes | 1,097,633 | 1,080,650 |
Total liabilities | 1,274,889 | 1,247,851 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock, par value $0.01 per share; 10,000,000 shares authorized and no shares issued and outstanding at September 30, 2017 and December 31, 2016 | 0 | 0 |
Additional paid-in capital | 421,626 | 419,099 |
Retained earnings | 314,031 | 277,659 |
Total William Lyon Homes stockholders’ equity | 735,984 | 697,086 |
Noncontrolling interests | 89,986 | 66,343 |
Total equity | 825,970 | 763,429 |
Total liabilities and equity | 2,100,859 | 2,011,280 |
Common stock, Class A, par value $0.01 per share; 150,000,000 shares authorized; 29,193,050 and 28,909,781 shares issued, 28,043,563 and 27,907,724 shares outstanding at September 30, 2017 and December 31, 2016, respectively | ||
Equity: | ||
Common stock | 289 | 290 |
Common stock, Class B, par value $0.01 per share; 30,000,000 shares authorized; 3,813,884 shares issued and outstanding at September 30, 2017 and December 31, 2016 | ||
Equity: | ||
Common stock | 38 | 38 |
Senior unsecured loan facility | ||
Notes payable — Note 6: | ||
Total senior notes | 1,619 | 7,225 |
5 3/4% Senior Notes due April 15, 2019 | ||
Notes payable — Note 6: | ||
Total senior notes | 149,226 | 148,826 |
8 1/2% Senior Notes due November 15, 2020 | ||
Notes payable — Note 6: | ||
Total senior notes | 0 | 422,817 |
7% Senior Notes due August 15, 2022 | ||
Notes payable — Note 6: | ||
Total senior notes | 346,556 | 346,014 |
5 7/8% Senior Notes due January 31, 2025 | ||
Notes payable — Note 6: | ||
Total senior notes | 439,221 | 0 |
Seller financing | ||
Notes payable — Note 6: | ||
Notes payable | 5,226 | 24,692 |
Joint venture notes payable | ||
Notes payable — Note 6: | ||
Notes payable | 105,785 | 102,076 |
Revolving Credit Facility | Revolving credit facility | ||
Notes payable — Note 6: | ||
Notes payable | $ 50,000 | $ 29,000 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Intangibles - Accumulated Amortization | $ 4,640 | $ 4,640 |
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 | ||
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) | 29,193,050 | 28,909,781 |
Common stock, shares outstanding (in shares) | 28,043,563 | 27,907,724 |
Common stock, Class B | ||
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 April 15, 2019 | ||
Stated interest rate | 5.75% | 5.75% |
8 1/2% Senior Notes due November 15, 2020 | ||
Stated interest rate | 8.50% | 8.50% |
7% Senior Notes due August 15, 2022 | ||
Stated interest rate | 7.00% | 7.00% |
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||
Stated interest rate | 5.875% |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Operating revenue | ||||
Home sales | $ 490,304 | $ 342,628 | $ 1,171,791 | $ 928,982 |
Construction services | 35 | 86 | 94 | 3,810 |
Operating revenue | 490,339 | 342,714 | 1,171,885 | 932,792 |
Operating costs | ||||
Cost of sales — homes | (401,700) | (285,896) | (973,212) | (769,705) |
Construction services | (35) | (86) | (41) | (3,458) |
Sales and marketing | (21,935) | (18,246) | (57,924) | (51,351) |
General and administrative | (22,951) | (17,360) | (61,447) | (51,879) |
Other | (548) | 198 | (1,548) | (612) |
Total operating costs | (447,169) | (321,390) | (1,094,172) | (877,005) |
Operating income (loss) | 43,170 | 21,324 | 77,713 | 55,787 |
Equity in income of unconsolidated joint ventures | 1,160 | 1,435 | 2,622 | 3,810 |
Other (loss) income, net | (365) | 2,050 | (12) | 2,803 |
Income before extinguishment of debt | 43,965 | 24,809 | 80,323 | 62,400 |
Loss on extinguishment of debt | 0 | 0 | (21,828) | 0 |
Income (loss) before provision for income taxes | 43,965 | 24,809 | 58,495 | 62,400 |
Provision for income taxes | (13,905) | (8,295) | (17,480) | (20,859) |
Net income (loss) | 30,060 | 16,514 | 41,015 | 41,541 |
Less: Net income attributable to noncontrolling interests | (2,642) | (3,445) | (4,643) | (4,897) |
Net income available to common stockholders | $ 27,418 | $ 13,069 | $ 36,372 | $ 36,644 |
Income per common share: | ||||
Basic (in USD per share) | $ 0.74 | $ 0.36 | $ 0.98 | $ 1 |
Diluted (in USD per share) | $ 0.71 | $ 0.34 | $ 0.95 | $ 0.96 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 37,059,483 | 36,801,464 | 37,007,144 | 36,746,727 |
Diluted (in shares) | 38,583,341 | 38,333,027 | 38,381,292 | 38,314,021 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 9 months ended Sep. 30, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Non-Controlling Interests |
Beginning Balance at Dec. 31, 2016 | $ 763,429 | $ 328 | $ 419,099 | $ 277,659 | $ 66,343 |
Beginning Balance (in shares) at Dec. 31, 2016 | 32,724 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 41,015 | 36,372 | 4,643 | ||
Cash contributions from members of consolidated entities | 58,829 | 58,829 | |||
Cash distributions to members of consolidated entities | (39,829) | (39,829) | |||
Repurchases of common stock | (2,284) | $ (1) | (2,283) | ||
Repurchases of common stock (in shares) | (102) | ||||
Shares remitted to Company to satisfy employee tax obligations | (1,450) | $ 0 | (1,450) | ||
Shares remitted to Company to satisfy employee tax obligations (in shares) | (76) | ||||
Stock based compensation expense | 6,260 | $ 0 | 6,260 | ||
Stock based compensation expense (in shares) | 461 | ||||
Ending Balance at Sep. 30, 2017 | $ 825,970 | $ 327 | $ 421,626 | $ 314,031 | $ 89,986 |
Ending Balance (in shares) at Sep. 30, 2017 | 33,007 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Operating activities | ||
Net income | $ 41,015 | $ 41,541 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 1,426 | 1,506 |
Net change in deferred income taxes | 2,154 | (2) |
Stock based compensation expense | 6,260 | 4,087 |
Equity in earnings of unconsolidated joint ventures | (2,622) | (3,810) |
Distributions from unconsolidated joint ventures | 1,840 | 896 |
Loss on extinguishment of debt | 21,828 | 0 |
Net changes in operating assets and liabilities: | ||
Restricted cash | 0 | 504 |
Receivables | (342) | 442 |
Escrow proceeds receivable | (143) | 3,041 |
Real estate inventories | (98,980) | (146,678) |
Other assets | (3,536) | 2,806 |
Accounts payable | 9,834 | 1,040 |
Accrued expenses | (1,724) | 11,649 |
Net cash used in operating activities | (22,990) | (82,978) |
Investing activities | ||
Collection of related party note receivable | 0 | 6,188 |
Purchases of property and equipment | (2,416) | (773) |
Net cash (used in) provided by investing activities | (2,416) | 5,415 |
Financing activities | ||
Proceeds from borrowings on notes payable | 105,109 | 111,992 |
Principal payments on notes payable | (101,400) | (91,250) |
Redemption premium of 8.5% Senior Notes | (19,645) | 0 |
Principal payments of 8.5% Senior Notes | (425,000) | 0 |
Proceeds from issuance of 7% senior notes | 446,468 | 0 |
Proceeds from borrowings on Revolver | 275,000 | 198,000 |
Payments on Revolver | (254,000) | (167,000) |
Principal payments on subordinated amortizing notes | (5,606) | (5,096) |
Payment of deferred loan costs | (9,794) | (792) |
Shares remitted to, or withheld by the Company for employee tax withholding | (1,450) | (918) |
Payments for Repurchase of Common Stock | (2,284) | 0 |
Excess income tax benefit from stock based awards | 0 | (238) |
Noncontrolling interest contributions | 58,829 | 36,140 |
Noncontrolling interest distributions | (39,829) | (12,768) |
Net cash provided by financing activities | 26,398 | 68,070 |
Net decrease in cash and cash equivalents | 992 | (9,493) |
Cash and cash equivalents — beginning of period | 42,612 | 50,203 |
Cash and cash equivalents — end of period | 43,604 | 40,710 |
Supplemental disclosures: | ||
Cash paid during the period for income taxes | 17,079 | 6,914 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Right-of-use assets obtained in exchange for new operating lease liabilities | 5,213 | 1,353 |
Issuance of note payable related to land acquisition | 0 | 32,419 |
Accrued Deferred Loan Costs | $ 0 | $ 43 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
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”), is primarily engaged in designing, constructing, marketing and selling single-family detached and attached homes in California, Arizona, Nevada, Colorado, Washington (under the Polygon Northwest brand) and Oregon (under the Polygon Northwest 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 September 30, 2017 and December 31, 2016 and revenues and expenses for the three and nine month periods ended September 30, 2017 and 2016 . 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, accounting for variable interest entities, business combinations, and valuation of deferred tax assets. The current economic environment increases the uncertainty inherent in these estimates and assumptions. The condensed 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 ("VIEs") in which the Company is considered the primary beneficiary (see Note 2). 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. The condensed consolidated financial statements were prepared from our books and records without audit and include all adjustments (consisting of only normal recurring accruals) necessary to present a fair statement of results for the interim periods presented. Readers of this quarterly report should refer to our audited consolidated financial statements as of and for the year ended December 31, 2016 , which are included in our 2016 Annual Report on Form 10-K, as certain disclosures that would substantially duplicate those contained in the audited financial statements have not been included in this report. Also, refer to the discussion under Change in Accounting Principle below regarding the adoption of the new standard for leases. 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 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. From time to time the Company sells land to third parties. The Company does not consider these sales to be core to its homebuilding business, and any gain or loss recognized on these transactions is recorded in other non-operating income. During the three and nine months ended September 30, 2017 , the Company had one and two land parcel sales, respectively, that resulted in a negligible loss for both periods then ended. During the three and nine months ended September 30, 2016 , the Company had two and five land parcel sales, respectively, that resulted in a $2.7 million gain for both periods then ended. 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 the operating division, 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 continually assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. Changes in the Company’s warranty liability for the nine months ended September 30, 2017 and 2016 , are as follows (in thousands): Nine Nine Warranty liability, beginning of period $ 14,174 $ 18,117 Warranty provision during period 7,695 7,086 Warranty payments during period (9,419 ) (10,579 ) Warranty charges related to construction services projects 120 128 Warranty liability, end of period $ 12,570 $ 14,752 Interest incurred under the Company’s debt obligations, as more fully discussed in Note 6, is capitalized to qualifying real estate projects under development. Interest activity for the three and nine months ended September 30, 2017 and 2016 are as follows (in thousands): Three Three Nine Nine Interest incurred $ 18,112 $ 21,293 $ 56,359 $ 62,112 Less: Interest capitalized 18,112 21,293 56,359 62,112 Interest expense, net of amounts capitalized $ — $ — $ — $ — Cash paid for interest $ 28,374 $ 14,898 $ 55,532 $ 54,576 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 that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents, restricted cash, receivables, and deposits. The Company typically places its cash and cash equivalents 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 12. 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 September 30, 2017 and December 31, 2016 . 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. Deferred Loan Costs Deferred loan costs represent debt issuance costs and are primarily amortized to interest incurred using the straight line method which approximates the effective interest method. Goodwill In accordance with the provisions of ASC 350, Intangibles, Goodwill and Other , goodwill amounts are not amortized, but rather are analyzed for impairment at the reporting segment level. Goodwill is analyzed on an annual basis, or when indicators of impairment exist. We have determined that we have six reporting segments, as discussed in Note 4, and we perform an annual goodwill impairment analysis during the fourth quarter of each fiscal year. Intangibles 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. Income Taxes Income taxes are accounted for under the provisions of Financial Accounting Standards Board ASC 740 , Income Taxes, using an asset and liability approach. Deferred income taxes reflect the net effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and operating loss and tax credit carryforwards measured by applying currently enacted tax laws. A valuation allowance is provided to reduce net deferred tax assets to an amount that is more likely than not to be realized. ASC 740 prescribes a recognition threshold and a measurement criteria 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 Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2016-09, “ Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” (“ASU 2016-09”), which simplified several aspects for the accounting for share-based payment transactions, including the income tax consequences and classification on the statement of cash flows. The Company did not have any previously unrecognized excess tax benefits. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements or notes to its consolidated financial statements. In May 2014, the FASB issued 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 is currently evaluating the potential impact of ASU 2014-09 on its consolidated financial statements, but does not anticipate that the adoption will have a material impact on the amount or timing of its revenues. ASU 2014-09 may impact the classification and timing of recognition of certain marketing costs and costs associated with obtaining a customer sales contract that the Company incurs in the course of its business. The Company has not concluded its analysis of these costs, but does not anticipate that adoption of the ASU will result in a material change to the Company's financial statements or related disclosures. The Company has not finalized its implementation plan for ASU 2014-09, but expects to employ the cumulative effect transition method. 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. Change in Accounting Principle During the second quarter ended June 30, 2017, the Company adopted the provisions of Accounting Standards Update ("ASU") No. 2016-02, " Leases (Topic 842) " ("ASU 2016-02"), which amends the existing standards for lease accounting, requiring lessees to recognize most leases on their balance sheets and disclose key information about leasing arrangements. The new standard establishes a right-of-use ("ROU") model that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The Company adopted the new standard with a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The adoption is accounted for as a change in accounting principle in conformity with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 250, “ Accounting Changes and Error Corrections ”. As a result of the adoption, the most significant changes related to (1) the recognition of new ROU assets and lease liabilities on the balance sheet for office, real estate and equipment operating leases; and (2) the derecognition of previous assets and liabilities for a sale-leaseback transaction that did not qualify for sale accounting under the previous standards. The Company elected all of the standard's available practical expedients on adoption, including the package of practical expedients and use of hindsight expedient. Consequently, the Company: – Recognized lease related liabilities within Accrued expenses of $15.6 million as of June 30, 2017, with corresponding ROU assets of the same amount based on the present value of the remaining minimum rental payments under current leasing standards for existing operating leases. The balance sheet as of December 31, 2016 was adjusted using the modified retrospective transition approach which resulted in the following adjusted balances (in thousands): December 31, Lease adoption adjustments December 31, (as adjusted) Lease right-of-use assets — $ 13,129 $ 13,129 Total assets 1,998,151 13,129 2,011,280 Accrued expenses 79,790 13,129 92,919 Total liabilities and equity 1,998,151 13,129 2,011,280 The Company's existing material leases were all considered operating leases under the new leasing standard and as a result, no adjustment to previously reported lease expense was incurred for prior periods presented. – Derecognized obligations of $19.8 million relating to cash received from a sale-leaseback transaction that was previously classified within Accrued expenses. Refer to Note 12 for more details regarding leases as of September 30, 2017 and its comparative period. |
Variable Interest Entities and
Variable Interest Entities and Noncontrolling Interests | 9 Months Ended |
Sep. 30, 2017 | |
Noncontrolling Interest [Abstract] | |
Variable Interest Entities and Noncontrolling Interests | Variable Interest Entities and Noncontrolling Interests As of September 30, 2017 and December 31, 2016 , the Company was party to twelve and eleven joint ventures for the purpose of land development and homebuilding activities which we have determined to be VIEs. 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, based upon the allocation of income and loss per the respective joint venture agreements. Therefore, the Company is the primary beneficiary of the joint ventures, and the VIEs were consolidated as of September 30, 2017 and December 31, 2016 . As of September 30, 2017 , the assets of the consolidated VIEs totaled $243.7 million , of which $8.8 million was cash and cash equivalents and $250.6 million was real estate inventories. The liabilities of the consolidated VIEs totaled $115.8 million , primarily comprised of notes payable, accounts payable and accrued liabilities. As of December 31, 2016 , the assets of the consolidated VIEs totaled $204.8 million , of which $5.8 million was cash and cash equivalents 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. |
Investments in Unconsolidated J
Investments in Unconsolidated Joint Ventures | 9 Months Ended |
Sep. 30, 2017 | |
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): Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Revenues $ 5,368 $ 5,397 $ 13,830 $ 14,675 Cost of sales (2,781 ) (2,521 ) (7,936 ) (7,043 ) Income of unconsolidated joint ventures $ 2,587 $ 2,876 $ 5,894 $ 7,632 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 three and nine months ended September 30, 2017 , and 2016 , the Company recorded income of $1.2 million and $2.6 million , and $1.4 million and $3.8 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. 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): September 30, 2017 December 31, 2016 Assets Cash $ 12,051 $ 10,208 Loans held for sale 26,929 18,791 Accounts receivable 585 764 Other assets 156 56 Total Assets $ 39,721 $ 29,819 Liabilities and Equity Accounts payable $ 362 $ 694 Accrued expenses 1,314 1,026 Credit lines payable 25,706 17,748 Other liabilities 24 17 Members equity 12,315 10,334 Total Liabilities and Equity $ 39,721 $ 29,819 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company operates one principal homebuilding business. In accordance with FASB ASC Topic 280, Segment Reporting ("ASC 280"), the Company has determined that each of its operating divisions is an operating segment. 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; and 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): Three Three Nine Nine Operating revenue: California (1) $ 230,960 $ 111,520 $ 462,277 $ 309,199 Arizona 39,607 28,758 118,695 85,399 Nevada 42,966 49,600 103,448 128,996 Colorado 24,811 35,316 77,149 85,885 Washington 71,788 42,247 185,523 112,512 Oregon 80,207 75,273 224,793 210,801 Total operating revenue $ 490,339 $ 342,714 $ 1,171,885 $ 932,792 (1) Operating revenue in the California segment includes construction services revenue. Three Three Nine Nine Income before provision for income taxes: California $ 31,150 $ 10,364 $ 53,907 $ 28,252 Arizona 3,388 2,542 11,102 7,537 Nevada 4,372 5,291 7,811 12,587 Colorado 969 2,342 2,519 3,643 Washington 6,164 2,899 10,249 6,767 Oregon 10,708 9,466 25,847 27,452 Corporate (12,786 ) (8,095 ) (31,112 ) (23,838 ) Income before extinguishment of debt $ 43,965 $ 24,809 $ 80,323 $ 62,400 Corporate - Loss on extinguishment of debt $ — $ — $ (21,828 ) $ — Income before provision for income taxes $ 43,965 $ 24,809 $ 58,495 $ 62,400 September 30, 2017 December 31, 2016 Homebuilding assets: (as adjusted, refer to Note 1) California $ 704,313 $ 716,955 Arizona 182,588 191,581 Nevada 218,060 189,248 Colorado 154,422 124,580 Washington 324,358 343,973 Oregon 302,332 238,766 Corporate (1) 214,786 206,177 Total homebuilding assets $ 2,100,859 $ 2,011,280 (1) Comprised primarily of cash and cash equivalents, deferred income taxes, receivables, lease right-of-use assets, and other assets. |
Real Estate Inventories
Real Estate Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate [Abstract] | |
Real Estate Inventories | Real Estate Inventories Real estate inventories consist of the following (in thousands): September 30, 2017 December 31, 2016 Real estate inventories: Land deposits $ 61,123 $ 50,429 Land and land under development 888,091 1,069,001 Homes completed and under construction 804,338 545,310 Model homes 102,106 107,258 Total $ 1,855,658 $ 1,771,998 |
Senior Notes, Secured, and Unse
Senior Notes, Secured, and Unsecured Indebtedness | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Senior Notes, Secured, and Unsecured Indebtedness | Senior Notes, Secured, and Unsecured Indebtedness Senior notes, secured, and unsecured indebtedness consist of the following (in thousands): September 30, 2017 December 31, 2016 Notes payable: Revolving credit facility $ 50,000 $ 29,000 Seller financing 5,226 24,692 Joint venture notes payable 105,785 102,076 Total notes payable 161,011 155,768 Subordinated amortizing notes 1,619 7,225 Senior notes: 5 3 / 4 % Senior Notes due April 15, 2019 149,226 148,826 8 1 / 2 % Senior Notes due November 15, 2020 — 422,817 7% Senior Notes due August 15, 2022 346,556 346,014 5 7 / 8 % Senior Notes due January 31, 2025 439,221 — Total senior notes 935,003 917,657 Total notes payable and senior notes $ 1,097,633 $ 1,080,650 As of September 30, 2017 , the maturities of the Notes payable, Subordinated amortizing notes, 5 3 / 4 % Senior Notes, 7% Senior Notes, and 5 7 / 8 % Senior Notes are as follows (in thousands): Year Ending December 31, 2017 5,335 2018 47,238 2019 231,806 2020 28,251 2021 — Thereafter 800,000 $ 1,112,630 Maturities above exclude premium on the 7% Senior Notes of $0.8 million , discount on the 5 7 / 8 % Senior Notes of $3.3 million , and deferred loan costs on the 5 3 / 4 %, 7%, and 5 7 / 8 % Senior Notes of $12.5 million as of September 30, 2017 . Notes Payable Revolving Credit Facility 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 (as amended from time to time, 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 remained at 65% from June 30, 2016 through and including December 30, 2016, decreased to 62.5% on the last day of the 2016 fiscal year, remained at 62.5% from December 31, 2016 through and including June 29, 2017, and was scheduled to further decrease to 60% on the last day of the second quarter of 2017 and to remain at 60% thereafter. The Second Amended Facility did not revise any of our other financial covenants thereunder. On June 16, 2017 , California Lyon, Parent and the lenders party thereto entered into an amendment to the Second Amended Facility, which amended the maximum leverage ratio to further extend the timing of the gradual step-downs, such that the leverage ratio will remain at 62.5% through and including December 30, 2017, and decrease to 60% on the last day of the 2017 fiscal year and remain at 60% thereafter. The amendment 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, 201 5, 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 decreased to 62.5% effective as of December 31, 2016 and is scheduled to decrease to 60% effective as of December 31, 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. In January 2017, the Company entered into an amendment which 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. The Company was in compliance with all covenants under the Second Amended Facility as of September 30, 2017 . 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 September 30, 2017 , the commitment fee on the unused portion of the Second Facility accrues at an annual rate of 0.50 %. As of September 30, 2017 and December 31, 2016 , the Company had $50.0 million and $29.0 million outstanding against the Second Amended Facility, respectively, at effective rates of 6.25% and 4.75% , respectively as well as letters of credit for $0.8 million and $8.0 million , respectively. Seller Financing At September 30, 2017 , the Company had $5.2 million of notes payable outstanding related to one land acquisition for which seller financing was provided. The note bears interest at a rate of 7% per annum, is secured by the underlying land, and matures in June 2018. During the nine months ended September 30, 2017 , the Company paid in full a note payable outstanding related to a land acquisition for which seller financing was provided. The note bore interest at a rate of 7% per annum, was secured by the underlying land, and was paid upon maturity in August 2017. This note was entered into with a related party. Refer to Note 8 for more details regarding the related party transaction. Joint Venture Notes Payable The Company and certain of its consolidated joint ventures have entered into 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 September 30, 2017 (in millions): Issuance Date Facility Size Outstanding Maturity Current Rate March, 2016 $ 33.4 $ 16.7 September, 2018 4.24 % (1) January, 2016 35.0 31.8 February, 2019 4.48 % (2) November, 2015 42.5 19.3 May, 2018 5.25 % (1) July, 2015 15.0 3.6 July, 2018 4.75 % (3) November, 2014 7.0 3.7 (4) November, 2017 4.75 % (3) November, 2014 15.0 — November, 2017 4.75 % (3) March, 2014 26.0 2.4 April, 2018 4.24 % (1) July, 2017 46.2 28.3 August, 2020 4.46 % (5) $ 220.1 $ 105.8 (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) The Company anticipates paying the borrowings in full upon the maturity date from proceeds from homes closed in the respective project. (5) Loan bears interest at the greatest of the prime rate, federal funds effective rate +1.0% , or LIBOR +1.0% . The joint venture notes payable contain certain financial maintenance covenants. The Company was in compliance with all such covenants as of September 30, 2017 . Subordinated Amortizing Notes On November 21, 2014, in order to pay down amounts borrowed under the senior unsecured bridge loan facility entered into in conjunction with the Polygon Acquisition, 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 September 30, 2017 and December 31, 2016 , the amortizing notes had an unamortized carrying value of $1.6 million and $7.2 million , respectively. Senior Notes 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, we exchanged 100% of the initial 5.75% Notes for notes that are freely transferable and registered under the Securities Act of 1933, as amended (the “Securities Act”). As of September 30, 2017 , the outstanding principal amount of the 5.75% Notes was $150 million , excluding deferred loan costs of $0.8 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 certain of its 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 $450 million in aggregate principal amount of 5.875% Senior Notes due 2020 and $350 million in aggregate principal amount of 7.00% Notes due 2019, 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. 8 1 / 2 % Senior Notes Due 2020 On November 8, 2012, 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, we 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, resulting in net proceeds of approximately $104.7 million . In February 2014, we exchanged 100% of the additional 8.5% Notes for notes that are freely transferable and registered under the Securities Act. During the nine months ended September 30, 2017 , Parent, through California Lyon, used the net proceeds from its private placement with registration rights of 5.875% Senior Notes due 2025, as further described below, 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. Subsequently, the Company 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 million of previously outstanding 8.5% Notes are retired and extinguished as of September 30, 2017 . The Company incurred certain costs related to the early extinguishment of debt of the 8.5% Notes during the nine months ended September 30, 2017 in an amount of $21.8 million , which is included in the Consolidated Statement of Operations as Loss on extinguishment of debt. 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 Polygon Acquisition, Escrow Issuer merged with and into California Lyon, and California Lyon assumed the obligations of the Escrow Issuer under the 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, we 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, we exchanged 100% of the additional 7.00% Notes for notes that are freely transferable and registered under the Securities Act. As of September 30, 2017 the outstanding amount of the 7.00% Notes was $350 million , excluding unamortized premium of $0.8 million and deferred loan costs of $4.2 million . The 7.00% 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, as described above, and $450 million in aggregate principal amount of 5.875% Senior Notes due 2020, as described below. 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. 5.875% Senior Notes Due 2025 On January 31, 2017, California Lyon completed its private placement with registration rights of 5.875% Senior Notes due 2025 (the "5.875% Notes"), in an aggregate principal amount of $450 million . The 5.875% Notes were issued at 99.215% of their aggregate principal amount. Parent, through California Lyon, used the net proceeds from the 5.875% Notes offering to purchase the outstanding aggregate principal amount of the 8.5% Notes such that the entire aggregate $425 million of previously outstanding 8.5% Notes are retired and extinguished as of September 30, 2017 . In May 2017, the Company exchanged 100% of the 5.875% Notes for notes that are freely transferable and registered under the Securities Act. As of September 30, 2017 , the outstanding principal amount of the 5.875% Notes was $450 million , excluding unamortized discount of $3.3 million and deferred loan costs of $7.5 million . The 5.875% Notes bear interest at a rate of 5.875% per annum, payable semiannually in arrears on January 31 and July 31, and mature on January 31, 2025. The 5.875% Notes are unconditionally guaranteed on a joint and several unsecured basis by Parent and certain of its existing and future restricted subsidiaries. The 5.875% 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 $350 million in aggregate principal amount of 7.00% Senior Notes due 2022, each as described above. The 5.875% Notes rank senior in right of payment to all of California Lyon’s and the guarantors’ future subordinated debt. The 5.875% 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 January 31, 2020, California Lyon may redeem all or a portion of the 5.875% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount), set forth below plus accrued and unpaid interest to the redemption date, if redeemed during the 12-month period commencing on each of the dates indicated below: Year Percentage January 31, 2020 102.938 % January 31, 2021 101.469 % January 31, 2022 100.734 % January 31, 2023 and thereafter 100.000 % Prior to January 31, 2020, the 5.875% 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 January 31, 2020, California Lyon may, at its option on one or more occasions, redeem the 5.875% Notes in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the 5.875% Notes issued prior to such date at a redemption price (expressed as a percentage of principal amount) of 105.875% , plus accrued and unpaid interest to the redemption date, with an amount equal to the net cash proceeds from one or more equity offerings. Senior Notes Covenant Compliance The indentures governing the 5.75% Notes, the 7.00% Notes, and the 5.875% 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 September 30, 2017 . GUARANTOR AND NON-GUARANTOR FINANCIAL STATEMENTS The following consolidating financial information includes: (1) Consolidating balance sheets as of September 30, 2017 and December 31, 2016 ; consolidating statements of operations for the three and nine months ended September 30, 2017 and 2016 ; and consolidating statements of cash flows for the nine month periods ended September 30, 2017 and 2016 , 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 California Lyon and its guarantor and non-guarantor subsidiaries. Delaware Lyon 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 September 30, 2017 and December 31, 2016 , and for the nine month periods ended September 30, 2017 and 2016 . The consolidating balance sheet as of December 31, 2016 was adjusted to reflect the adoption of ASU 2016-02 (see Note 1). CONDENSED CONSOLIDATING BALANCE SHEET (Unaudited) As of September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 34,727 $ (328 ) $ 9,205 $ — $ 43,604 Receivables — 4,048 1,760 3,911 — 9,719 Escrow proceeds receivable — 228 — — — 228 Real estate inventories — 900,390 697,824 257,444 — 1,855,658 Investment in unconsolidated joint ventures — 8,075 150 — — 8,225 Goodwill — 14,209 52,693 — — 66,902 Intangibles, net — — 6,700 — — 6,700 Deferred income taxes, net — 73,597 — — — 73,597 Lease right-of-use assets — 15,074 — — — 15,074 Other assets, net — 18,762 1,896 494 — 21,152 Investments in subsidiaries 735,984 (18,249 ) (575,925 ) — (141,810 ) — Intercompany receivables — — 241,160 — (241,160 ) — Total assets $ 735,984 $ 1,050,861 $ 425,930 $ 271,054 $ (382,970 ) $ 2,100,859 LIABILITIES AND EQUITY Accounts payable $ — $ 48,450 $ 25,061 $ 10,605 $ — $ 84,116 Accrued expenses — 88,318 4,719 103 — 93,140 Notes payable — 55,226 — 105,785 — 161,011 Subordinated amortizing notes — 1,619 — — — 1,619 5 3 / 4 % Senior Notes — 149,226 — — — 149,226 7% Senior Notes — 346,556 — — — 346,556 5 7 / 8 % Senior Notes — 439,221 — — — 439,221 Intercompany payables — 158,338 — 82,822 (241,160 ) — Total liabilities — 1,286,954 29,780 199,315 (241,160 ) 1,274,889 Equity William Lyon Homes stockholders’ equity (deficit) 735,984 (236,091 ) 396,150 (18,249 ) (141,810 ) 735,984 Noncontrolling interests — (2 ) — 89,988 — 89,986 Total liabilities and equity $ 735,984 $ 1,050,861 $ 425,930 $ 271,054 $ (382,970 ) $ 2,100,859 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2016 (as adjusted) (in thousands) Unconsolidated Delaware California Guarantor Non-Guarantor Eliminating Consolidated 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 Investment 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 Lease right-of-use assets — 13,129 — — — 13,129 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 $ 1,052,136 $ 388,758 $ 225,860 $ (352,560 ) $ 2,011,280 LIABILITIES AND EQUITY Accounts payable $ — $ 52,380 $ 16,416 $ 5,486 $ — $ 74,282 Accrued expenses — 88,185 4,636 98 — 92,919 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 — 1,293,427 24,031 183,253 (252,860 ) 1,247,851 Equity William Lyon Homes stockholders’ equity (deficit) 697,086 (241,291 ) 364,727 (23,736 ) (99,700 ) 697,086 Noncontrolling interests — — — 66,343 — 66,343 Total liabilities and equity $ 697,086 $ 1,052,136 $ 388,758 $ 225,860 $ (352,560 ) $ 2,011,280 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 211,317 $ 218,033 $ 60,954 $ — $ 490,304 Construction services — 35 — — — 35 Management fees — (1,899 ) — — 1,899 — — 209,453 218,033 60,954 1,899 490,339 Operating costs Cost of sales — (165,392 ) (181,184 ) (53,225 ) (1,899 ) (401,700 ) Construction services — (35 ) — — — (35 ) Sales and marketing — (7,904 ) (11,521 ) (2,510 ) — (21,935 ) General and administrative — (19,171 ) (3,780 ) — — (22,951 ) Other — (635 ) 86 1 — (548 ) — (193,137 ) (196,399 ) (55,734 ) (1,899 ) (447,169 ) Income from subsidiaries 27,418 6,162 — — (33,580 ) — Operating income 27,418 22,478 21,634 5,220 (33,580 ) 43,170 Equity in income from unconsolidated joint ventures — 819 341 — — 1,160 Other income (expense), net — 47 (4 ) (408 ) — (365 ) Income before provision for income taxes 27,418 23,344 21,971 4,812 (33,580 ) 43,965 Provision for income taxes — (13,905 ) — — — (13,905 ) Net income 27,418 9,439 21,971 4,812 (33,580 ) 30,060 Less: Net income attributable to noncontrolling interests — — — (2,642 ) — (2,642 ) Net income available to common stockholders $ 27,418 $ 9,439 $ 21,971 $ 2,170 $ (33,580 ) $ 27,418 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended September 30, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 105,962 $ 181,594 $ 55,072 $ — $ 342,628 Construction services — 86 — — — 86 Management fees — (1,541 ) — — 1,541 — — 104,507 181,594 55,072 1,541 342,714 Operating costs Cost of sales — (84,652 ) (151,306 ) (48,397 ) (1,541 ) (285,896 ) Construction services — (86 ) — — — (86 ) Sales and marketing — (6,205 ) (9,774 ) (2,267 ) — (18,246 ) General and administrative — (14,268 ) (3,091 ) (1 ) — (17,360 ) Other — 140 69 (11 ) — 198 — (105,071 ) (164,102 ) (50,676 ) (1,541 ) (321,390 ) Income from subsidiaries 13,069 3,548 — — (16,617 ) — Operating income (loss) 13,069 2,984 17,492 4,396 (16,617 ) 21,324 Equity in income from unconsolidated joint ventures — 1,140 295 — — 1,435 Other income (expense), net — 2,550 (19 ) (481 ) — 2,050 Income (loss) before provision for income taxes 13,069 6,674 17,768 3,915 (16,617 ) 24,809 Provision for income taxes — (8,295 ) — — — (8,295 ) Net income (loss) 13,069 (1,621 ) 17,768 3,915 (16,617 ) 16,514 Less: Net income attributable to noncontrolling interests — — — (3,445 ) — (3,445 ) Net income (loss) available to common stockholders $ 13,069 $ (1,621 ) $ 17,768 $ 470 $ (16,617 ) $ 13,069 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Nine Months Ended September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 505,006 $ 535,828 $ 130,957 $ — $ 1,171,791 Construction services — 94 — — — 94 Management fees — (3,501 ) — — 3,501 — — 501,599 535,828 130,957 3,501 1,171,885 Operating costs Cost of sales — (408,420 ) (445,737 ) (115,554 ) (3,501 ) (973,212 ) Construction services — (41 ) — — — (41 ) Sales and marketing — (21,479 ) (29,241 ) (7,204 ) — (57,924 ) General and administrative — (49,285 ) (12,161 ) (1 ) — (61,447 ) Other — (1,786 ) 232 6 — (1,548 ) — (481,011 ) (486,907 ) (122,753 ) (3,501 ) (1,094,172 ) Income from subsidiaries 36,372 13,328 — — (49,700 ) — Operating income 36,372 33,916 48,921 8,204 (49,700 ) 77,713 Equity in income from unconsolidated joint ventures — 1,743 879 — — 2,622 Other income (expense), ne |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
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 September 30, 2017 and December 31, 2016 , 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 since inception and/or the outstanding balance at quarter end 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 due April 15, 2019 —The 5 3 / 4 % Senior Notes are traded over the counter and their fair values were based upon quotes from industry sources. • 8 1 / 2 % Senior Notes due November 15, 2020 —The 8 1 / 2 % Senior Notes are traded over the counter and their fair values were based upon quotes from industry sources. • 7% Senior Notes due August 15, 2022 —The 7% Senior Notes are traded over the counter and their fair values were based upon quotes from industry sources. • 5 7 / 8 Senior Notes due January 31, 2025 —The 5 7 / 8 % Senior Notes are traded over the counter and their fair values were based upon quotes from industry sources. 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): September 30, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 161,011 $ 161,011 $ 155,768 $ 155,768 Subordinated amortizing notes 1,619 1,700 7,225 7,478 5 3 / 4 % Senior Notes due 2019 149,226 151,875 148,826 151,125 8 1 / 2 % Senior Notes due 2020 — — 422,817 444,125 7% Senior Notes due 2022 346,556 362,250 346,014 363,125 5 7 / 8 % Senior Notes due 2025 439,221 462,375 — — ASC 820 establishes a framework for measuring fair value, expands disclosures regarding fair value measurements and defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 requires the Company to maximize the use of observable market inputs, minimize the use of unobservable market inputs and disclose in the form of an outlined hierarchy the details of such fair value measurements. The Company used Level 3 to measure the fair value of its Notes payable, and Level 2 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 | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions 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, held over 5% of Parent’s outstanding Class A common stock during the nine months ended September 30, 2017 . 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 , which was paid upon maturity in August 2017. 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. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Since inception, the Company has operated solely within the United States. The Company’s effective income tax rate was 31.6% and 29.9% , and 33.4% and 33.4% for the three and nine months ended September 30, 2017 and 2016, respectively. The significant drivers of the effective tax rate are the loss on extinguishment of debt resulting from the retirement of the 8.5% Notes (see Note 6), allocation of income to noncontrolling interests and the domestic production activities deduction. 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 September 30, 2017 , the Company had no valuation allowance recorded. At September 30, 2017 , the Company had no remaining federal net operating loss carryforwards and $56.5 million of remaining state net operating loss carryforwards. State net operating loss carryforwards begin to expire in 2031. In addition, as of September 30, 2017 , the Company had unused federal and state built-in losses of $52.1 million and $7.3 million , respectively. The five year testing period for built-in losses expires in 2017 and the unused built-in loss carryforwards begin to expire in 2032. The Company had AMT credit carryovers of $1.4 million at September 30, 2017 , which have an indefinite life. FASB ASC Topic 740 , Income Taxes (“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. The Company has no unrecognized tax benefits. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal income tax examination for calendar tax years ended 2013 through 2016 and forward. The Company is subject to various state income tax examinations for calendar tax years ended 2009 through 2016 and forward. |
Income Per Common Share
Income Per Common Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Income Per Common Share | Income Per Common Share Basic and diluted income per common share for the three and nine months ended September 30, 2017 and 2016 were calculated as follows (in thousands, except number of shares and per share amounts): Three Three Nine Nine Basic weighted average number of common shares outstanding 37,059,483 36,801,464 37,007,144 36,746,727 Effect of dilutive securities: Stock options, unvested common shares, and warrants 1,523,858 636,633 1,374,148 672,364 Tangible equity units — 894,930 — 894,930 Diluted average shares outstanding 38,583,341 38,333,027 38,381,292 38,314,021 Net income available to common stockholders $ 27,418 $ 13,069 $ 36,372 $ 36,644 Basic income per common share $ 0.74 $ 0.36 $ 0.98 $ 1.00 Dilutive income per common share $ 0.71 $ 0.34 $ 0.95 $ 0.96 Antidilutive securities not included in the calculation of diluted income per common share (weighted average): Unvested stock options 240,000 240,000 240,000 240,000 Warrants — 1,907,551 — 1,907,551 |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | Stock Based Compensation We account for share-based awards in accordance with ASC Topic 718, Compensation-Stock Compensation , which requires the fair value of stock-based compensation awards to be amortized as an expense over the vesting period. Stock-based compensation awards are valued at the fair value on the date of grant. Compensation expense for awards with performance based conditions is recognized over the vesting period once achievement of the performance condition is deemed probable. During the three months ended September 30, 2017 , the Company granted 6,434 shares of time-based restricted stock and during the nine months ended September 30, 2017 , the Company granted 259,677 shares of time-based restricted stock and 553,909 shares of performance based restricted stock. On the Consolidated Balance Sheets and Statement of Equity, the Company considers unvested shares of restricted stock to be issued, but not outstanding. The Company recorded total stock based compensation expense during the three and nine months ended September 30, 2017 and 2016 of $3.1 million and $6.3 million , and $1.5 million and $4.1 million , respectively. Performance-Based Restricted Stock Awards With respect to the performance based restricted stock awards granted to certain employees during the nine months ended September 30, 2017 , the actual number of such shares of restricted stock that will be earned (the “Earned Shares”) is subject to the Company’s achievement of pre-established performance targets as of the end of the 2017 fiscal year. For each of the aforementioned awards, one-third of the Earned Shares will vest on March 1st of each of 2018, 2019 and 2020, subject to each grantee’s continued service through each vesting date. Based on the probability assessment as of September 30, 2017 , management determined that the currently available data was sufficient to support that the achievement of the minimum threshold for one of the performance targets is probable, and as such, compensation expense of $1.5 million has been recognized for these awards to date. Time-Based Restricted Stock Awards With respect to the restricted stock awards granted to certain employees during the three months ended September 30, 2017 , representing 6,434 shares of restricted stock, all shares are subject to a vesting schedule pursuant to which one-half of the shares will vest on July 27th of each of 2018 and 2019, in each case subject to each grantee’s continued service through each vesting date. With respect to the restricted stock awards granted to certain employees and non-employee directors during the nine months ended September 30, 2017 , representing 259,677 shares of restricted stock, 172,857 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 2018, 2019 and 2020, 45,111 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 2018 and 2019, and 6,434 of such shares are subject to a vesting schedule pursuant to which one-half of the shares will vest on July 27th of each of 2018 and 2019, in each case subject to each grantee’s continued service through each vesting date, and 35,275 of such shares vest in equal quarterly installments on each of June 1, 2017, September 1, 2017, December 1, 2017 and March 1, 2018, subject to each grantee’s continued service on the board through each vesting date. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
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 condensed 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 September 30, 2017 , 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 condensed 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. The Company had outstanding performance and surety bonds of $209.6 million at September 30, 2017 , 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 September 30, 2017 , the Company had $181.0 million of project commitments relating to the construction of projects. See Note 6 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 September 30, 2017 , the Company has made non-refundable deposits of $61.1 million . The Company is under no obligation to purchase the land, but would forfeit remaining deposits if the land were not purchased. The total remaining purchase price under the option agreements is $455.4 million as of September 30, 2017 . Lease Obligations As described more fully in Note 1, as of April 1, 2017, the Company adopted the provisions of ASU 2016-02 and recognized lease obligations and associated ROU assets for its existing non-cancelable leases. Lease obligations, as included in Accrued expenses on the consolidated balance sheets, were $15.9 million as of September 30, 2017 and $13.1 million as of December 31, 2016 . The Company has non-cancelable operating leases primarily associated with office facilities, real estate and office equipment, in addition to one related sublease for an office facility. The determination of which discount rate to use when measuring the lease obligation was deemed a significant judgment. Lease cost, as included in general and administrative expense in our consolidated statements of operations for the respective periods, and additional information regarding lease terms are as follows (dollars in thousands): Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Nine Lease cost Operating lease cost $ 1,646 $ 1,006 $ 4,405 $ 2,874 Sublease income (29 ) (29 ) (87 ) (87 ) Total lease cost $ 1,617 $ 977 $ 4,318 $ 2,787 Other information Cash paid for amounts included in the measurement of lease liabilities for operating leases: Operating cash flows $ 1,621 $ 811 $ 3,879 $ 2,410 Right-of-use assets obtained in exchange for new operating lease liabilities $ 155 $ 740 $ 5,213 $ 1,353 Weighted-average discount rate 6.6 % 6.6 % 6.6 % 6.6 % September 30, 2017 December 31, 2016 Weighted-average remaining lease term (in years) 3.79 5.16 The table below shows the future minimum payments under non-cancelable operating leases at September 30, 2017 (in thousands). Year Ending December 31, 2017 $ 1,703 2018 6,673 2019 3,740 2020 2,556 2021 2,398 Thereafter 1,782 Total $ 18,852 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events No events have occurred subsequent to September 30, 2017 , that would require recognition or disclosure in the Company’s financial statements. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Operations | Operations William Lyon Homes, a Delaware corporation (“Parent” and together with its subsidiaries, the “Company”), is primarily engaged in designing, constructing, marketing and selling single-family detached and attached homes in California, Arizona, Nevada, Colorado, Washington (under the Polygon Northwest brand) and Oregon (under the Polygon Northwest brand). |
Basis of Presentation | Basis of Presentation The preparation of the Company’s financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities as of September 30, 2017 and December 31, 2016 and revenues and expenses for the three and nine month periods ended September 30, 2017 and 2016 . 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, accounting for variable interest entities, business combinations, and valuation of deferred tax assets. The current economic environment increases the uncertainty inherent in these estimates and assumptions. The condensed 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 ("VIEs") in which the Company is considered the primary beneficiary (see Note 2). 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. The condensed consolidated financial statements were prepared from our books and records without audit and include all adjustments (consisting of only normal recurring accruals) necessary to present a fair statement of results for the interim periods presented. Readers of this quarterly report should refer to our audited consolidated financial statements as of and for the year ended December 31, 2016 , which are included in our 2016 Annual Report on Form 10-K, as certain disclosures that would substantially duplicate those contained in the audited financial statements have not been included in this report. |
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 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. From time to time the Company sells land to third parties. The Company does not consider these sales to be core to its homebuilding business, and any gain or loss recognized on these transactions is recorded in other non-operating income. During the three and nine months ended September 30, 2017 , the Company had one and two land parcel sales, respectively, that resulted in a negligible loss for both periods then ended. During the three and nine months ended September 30, 2016 , the Company had two and five land parcel sales, respectively, that resulted in a $2.7 million gain for both periods then ended. 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 the operating division, 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 continually 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. |
Financial Instruments | Financial Instruments Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents, restricted cash, receivables, and deposits. The Company typically places its cash and cash equivalents 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. |
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 September 30, 2017 and December 31, 2016 . 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. |
Deferred Loan Costs | Deferred Loan Costs Deferred loan costs represent debt issuance costs and are primarily amortized to interest incurred using the straight line method which approximates the effective interest method. |
Goodwill | Goodwill In accordance with the provisions of ASC 350, Intangibles, Goodwill and Other , goodwill amounts are not amortized, but rather are analyzed for impairment at the reporting segment level. Goodwill is analyzed on an annual basis, or when indicators of impairment exist. We have determined that we have six reporting segments, as discussed in Note 4, and we perform an annual goodwill impairment analysis during the fourth quarter of each fiscal year. |
Intangibles | Intangibles 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 | ncome 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. |
Income Taxes | Income Taxes Income taxes are accounted for under the provisions of Financial Accounting Standards Board ASC 740 , Income Taxes, using an asset and liability approach. Deferred income taxes reflect the net effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and operating loss and tax credit carryforwards measured by applying currently enacted tax laws. A valuation allowance is provided to reduce net deferred tax assets to an amount that is more likely than not to be realized. ASC 740 prescribes a recognition threshold and a measurement criteria 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 Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU") No. 2016-09, “ Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” (“ASU 2016-09”), which simplified several aspects for the accounting for share-based payment transactions, including the income tax consequences and classification on the statement of cash flows. The Company did not have any previously unrecognized excess tax benefits. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements or notes to its consolidated financial statements. In May 2014, the FASB issued 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 is currently evaluating the potential impact of ASU 2014-09 on its consolidated financial statements, but does not anticipate that the adoption will have a material impact on the amount or timing of its revenues. ASU 2014-09 may impact the classification and timing of recognition of certain marketing costs and costs associated with obtaining a customer sales contract that the Company incurs in the course of its business. The Company has not concluded its analysis of these costs, but does not anticipate that adoption of the ASU will result in a material change to the Company's financial statements or related disclosures. The Company has not finalized its implementation plan for ASU 2014-09, but expects to employ the cumulative effect transition method. 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. |
Basis of Presentation and Sig21
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Changes in Warranty Liability | Changes in the Company’s warranty liability for the nine months ended September 30, 2017 and 2016 , are as follows (in thousands): Nine Nine Warranty liability, beginning of period $ 14,174 $ 18,117 Warranty provision during period 7,695 7,086 Warranty payments during period (9,419 ) (10,579 ) Warranty charges related to construction services projects 120 128 Warranty liability, end of period $ 12,570 $ 14,752 |
Schedule of Interest Activity | Interest activity for the three and nine months ended September 30, 2017 and 2016 are as follows (in thousands): Three Three Nine Nine Interest incurred $ 18,112 $ 21,293 $ 56,359 $ 62,112 Less: Interest capitalized 18,112 21,293 56,359 62,112 Interest expense, net of amounts capitalized $ — $ — $ — $ — Cash paid for interest $ 28,374 $ 14,898 $ 55,532 $ 54,576 |
Summary of Change in Accounting Principle | The balance sheet as of December 31, 2016 was adjusted using the modified retrospective transition approach which resulted in the following adjusted balances (in thousands): December 31, Lease adoption adjustments December 31, (as adjusted) Lease right-of-use assets — $ 13,129 $ 13,129 Total assets 1,998,151 13,129 2,011,280 Accrued expenses 79,790 13,129 92,919 Total liabilities and equity 1,998,151 13,129 2,011,280 |
Investments in Unconsolidated22
Investments in Unconsolidated Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Unaudited Financials for 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): Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Revenues $ 5,368 $ 5,397 $ 13,830 $ 14,675 Cost of sales (2,781 ) (2,521 ) (7,936 ) (7,043 ) Income of unconsolidated joint ventures $ 2,587 $ 2,876 $ 5,894 $ 7,632 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): September 30, 2017 December 31, 2016 Assets Cash $ 12,051 $ 10,208 Loans held for sale 26,929 18,791 Accounts receivable 585 764 Other assets 156 56 Total Assets $ 39,721 $ 29,819 Liabilities and Equity Accounts payable $ 362 $ 694 Accrued expenses 1,314 1,026 Credit lines payable 25,706 17,748 Other liabilities 24 17 Members equity 12,315 10,334 Total Liabilities and Equity $ 39,721 $ 29,819 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Financial Information Relating to Operations | Segment financial information relating to the Company’s operations was as follows (in thousands): Three Three Nine Nine Operating revenue: California (1) $ 230,960 $ 111,520 $ 462,277 $ 309,199 Arizona 39,607 28,758 118,695 85,399 Nevada 42,966 49,600 103,448 128,996 Colorado 24,811 35,316 77,149 85,885 Washington 71,788 42,247 185,523 112,512 Oregon 80,207 75,273 224,793 210,801 Total operating revenue $ 490,339 $ 342,714 $ 1,171,885 $ 932,792 (1) Operating revenue in the California segment includes construction services revenue. Three Three Nine Nine Income before provision for income taxes: California $ 31,150 $ 10,364 $ 53,907 $ 28,252 Arizona 3,388 2,542 11,102 7,537 Nevada 4,372 5,291 7,811 12,587 Colorado 969 2,342 2,519 3,643 Washington 6,164 2,899 10,249 6,767 Oregon 10,708 9,466 25,847 27,452 Corporate (12,786 ) (8,095 ) (31,112 ) (23,838 ) Income before extinguishment of debt $ 43,965 $ 24,809 $ 80,323 $ 62,400 Corporate - Loss on extinguishment of debt $ — $ — $ (21,828 ) $ — Income before provision for income taxes $ 43,965 $ 24,809 $ 58,495 $ 62,400 |
Schedule of Segment Homebuilding Assets | September 30, 2017 December 31, 2016 Homebuilding assets: (as adjusted, refer to Note 1) California $ 704,313 $ 716,955 Arizona 182,588 191,581 Nevada 218,060 189,248 Colorado 154,422 124,580 Washington 324,358 343,973 Oregon 302,332 238,766 Corporate (1) 214,786 206,177 Total homebuilding assets $ 2,100,859 $ 2,011,280 (1) Comprised primarily of cash and cash equivalents, deferred income taxes, receivables, lease right-of-use assets, and other assets. |
Real Estate Inventories (Tables
Real Estate Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate [Abstract] | |
Summary of Real Estate Inventories | Real estate inventories consist of the following (in thousands): September 30, 2017 December 31, 2016 Real estate inventories: Land deposits $ 61,123 $ 50,429 Land and land under development 888,091 1,069,001 Homes completed and under construction 804,338 545,310 Model homes 102,106 107,258 Total $ 1,855,658 $ 1,771,998 |
Senior Notes, Secured, and Un25
Senior Notes, Secured, and Unsecured Indebtedness (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Senior notes, secured, and unsecured indebtedness consist of the following (in thousands): September 30, 2017 December 31, 2016 Notes payable: Revolving credit facility $ 50,000 $ 29,000 Seller financing 5,226 24,692 Joint venture notes payable 105,785 102,076 Total notes payable 161,011 155,768 Subordinated amortizing notes 1,619 7,225 Senior notes: 5 3 / 4 % Senior Notes due April 15, 2019 149,226 148,826 8 1 / 2 % Senior Notes due November 15, 2020 — 422,817 7% Senior Notes due August 15, 2022 346,556 346,014 5 7 / 8 % Senior Notes due January 31, 2025 439,221 — Total senior notes 935,003 917,657 Total notes payable and senior notes $ 1,097,633 $ 1,080,650 |
Schedule of Maturities of Notes Payable and Senior Notes | The issuance date, facility size, maturity date and interest rate are listed in the table below as of September 30, 2017 (in millions): Issuance Date Facility Size Outstanding Maturity Current Rate March, 2016 $ 33.4 $ 16.7 September, 2018 4.24 % (1) January, 2016 35.0 31.8 February, 2019 4.48 % (2) November, 2015 42.5 19.3 May, 2018 5.25 % (1) July, 2015 15.0 3.6 July, 2018 4.75 % (3) November, 2014 7.0 3.7 (4) November, 2017 4.75 % (3) November, 2014 15.0 — November, 2017 4.75 % (3) March, 2014 26.0 2.4 April, 2018 4.24 % (1) July, 2017 46.2 28.3 August, 2020 4.46 % (5) $ 220.1 $ 105.8 (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) The Company anticipates paying the borrowings in full upon the maturity date from proceeds from homes closed in the respective project. (5) Loan bears interest at the greatest of the prime rate, federal funds effective rate +1.0% , or LIBOR +1.0% . As of September 30, 2017 , the maturities of the Notes payable, Subordinated amortizing notes, 5 3 / 4 % Senior Notes, 7% Senior Notes, and 5 7 / 8 % Senior Notes are as follows (in thousands): Year Ending December 31, 2017 5,335 2018 47,238 2019 231,806 2020 28,251 2021 — Thereafter 800,000 $ 1,112,630 |
Debt Instrument Redemption | On or after January 31, 2020, California Lyon may redeem all or a portion of the 5.875% Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount), set forth below plus accrued and unpaid interest to the redemption date, if redeemed during the 12-month period commencing on each of the dates indicated below: Year Percentage January 31, 2020 102.938 % January 31, 2021 101.469 % January 31, 2022 100.734 % January 31, 2023 and thereafter 100.000 % |
Condensed Consolidating Balance Sheet | CONDENSED CONSOLIDATING BALANCE SHEET (Unaudited) As of September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company ASSETS Cash and cash equivalents $ — $ 34,727 $ (328 ) $ 9,205 $ — $ 43,604 Receivables — 4,048 1,760 3,911 — 9,719 Escrow proceeds receivable — 228 — — — 228 Real estate inventories — 900,390 697,824 257,444 — 1,855,658 Investment in unconsolidated joint ventures — 8,075 150 — — 8,225 Goodwill — 14,209 52,693 — — 66,902 Intangibles, net — — 6,700 — — 6,700 Deferred income taxes, net — 73,597 — — — 73,597 Lease right-of-use assets — 15,074 — — — 15,074 Other assets, net — 18,762 1,896 494 — 21,152 Investments in subsidiaries 735,984 (18,249 ) (575,925 ) — (141,810 ) — Intercompany receivables — — 241,160 — (241,160 ) — Total assets $ 735,984 $ 1,050,861 $ 425,930 $ 271,054 $ (382,970 ) $ 2,100,859 LIABILITIES AND EQUITY Accounts payable $ — $ 48,450 $ 25,061 $ 10,605 $ — $ 84,116 Accrued expenses — 88,318 4,719 103 — 93,140 Notes payable — 55,226 — 105,785 — 161,011 Subordinated amortizing notes — 1,619 — — — 1,619 5 3 / 4 % Senior Notes — 149,226 — — — 149,226 7% Senior Notes — 346,556 — — — 346,556 5 7 / 8 % Senior Notes — 439,221 — — — 439,221 Intercompany payables — 158,338 — 82,822 (241,160 ) — Total liabilities — 1,286,954 29,780 199,315 (241,160 ) 1,274,889 Equity William Lyon Homes stockholders’ equity (deficit) 735,984 (236,091 ) 396,150 (18,249 ) (141,810 ) 735,984 Noncontrolling interests — (2 ) — 89,988 — 89,986 Total liabilities and equity $ 735,984 $ 1,050,861 $ 425,930 $ 271,054 $ (382,970 ) $ 2,100,859 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2016 (as adjusted) (in thousands) Unconsolidated Delaware California Guarantor Non-Guarantor Eliminating Consolidated 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 Investment 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 Lease right-of-use assets — 13,129 — — — 13,129 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 $ 1,052,136 $ 388,758 $ 225,860 $ (352,560 ) $ 2,011,280 LIABILITIES AND EQUITY Accounts payable $ — $ 52,380 $ 16,416 $ 5,486 $ — $ 74,282 Accrued expenses — 88,185 4,636 98 — 92,919 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 — 1,293,427 24,031 183,253 (252,860 ) 1,247,851 Equity William Lyon Homes stockholders’ equity (deficit) 697,086 (241,291 ) 364,727 (23,736 ) (99,700 ) 697,086 Noncontrolling interests — — — 66,343 — 66,343 Total liabilities and equity $ 697,086 $ 1,052,136 $ 388,758 $ 225,860 $ (352,560 ) $ 2,011,280 |
Condensed Consolidating Statement of Operations | CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 211,317 $ 218,033 $ 60,954 $ — $ 490,304 Construction services — 35 — — — 35 Management fees — (1,899 ) — — 1,899 — — 209,453 218,033 60,954 1,899 490,339 Operating costs Cost of sales — (165,392 ) (181,184 ) (53,225 ) (1,899 ) (401,700 ) Construction services — (35 ) — — — (35 ) Sales and marketing — (7,904 ) (11,521 ) (2,510 ) — (21,935 ) General and administrative — (19,171 ) (3,780 ) — — (22,951 ) Other — (635 ) 86 1 — (548 ) — (193,137 ) (196,399 ) (55,734 ) (1,899 ) (447,169 ) Income from subsidiaries 27,418 6,162 — — (33,580 ) — Operating income 27,418 22,478 21,634 5,220 (33,580 ) 43,170 Equity in income from unconsolidated joint ventures — 819 341 — — 1,160 Other income (expense), net — 47 (4 ) (408 ) — (365 ) Income before provision for income taxes 27,418 23,344 21,971 4,812 (33,580 ) 43,965 Provision for income taxes — (13,905 ) — — — (13,905 ) Net income 27,418 9,439 21,971 4,812 (33,580 ) 30,060 Less: Net income attributable to noncontrolling interests — — — (2,642 ) — (2,642 ) Net income available to common stockholders $ 27,418 $ 9,439 $ 21,971 $ 2,170 $ (33,580 ) $ 27,418 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Three Months Ended September 30, 2016 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 105,962 $ 181,594 $ 55,072 $ — $ 342,628 Construction services — 86 — — — 86 Management fees — (1,541 ) — — 1,541 — — 104,507 181,594 55,072 1,541 342,714 Operating costs Cost of sales — (84,652 ) (151,306 ) (48,397 ) (1,541 ) (285,896 ) Construction services — (86 ) — — — (86 ) Sales and marketing — (6,205 ) (9,774 ) (2,267 ) — (18,246 ) General and administrative — (14,268 ) (3,091 ) (1 ) — (17,360 ) Other — 140 69 (11 ) — 198 — (105,071 ) (164,102 ) (50,676 ) (1,541 ) (321,390 ) Income from subsidiaries 13,069 3,548 — — (16,617 ) — Operating income (loss) 13,069 2,984 17,492 4,396 (16,617 ) 21,324 Equity in income from unconsolidated joint ventures — 1,140 295 — — 1,435 Other income (expense), net — 2,550 (19 ) (481 ) — 2,050 Income (loss) before provision for income taxes 13,069 6,674 17,768 3,915 (16,617 ) 24,809 Provision for income taxes — (8,295 ) — — — (8,295 ) Net income (loss) 13,069 (1,621 ) 17,768 3,915 (16,617 ) 16,514 Less: Net income attributable to noncontrolling interests — — — (3,445 ) — (3,445 ) Net income (loss) available to common stockholders $ 13,069 $ (1,621 ) $ 17,768 $ 470 $ (16,617 ) $ 13,069 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS (Unaudited) Nine Months Ended September 30, 2017 (in thousands) Unconsolidated Delaware Lyon California Lyon Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated Company Operating revenue Sales $ — $ 505,006 $ 535,828 $ 130,957 $ — $ 1,171,791 Construction services — 94 — — — 94 Management fees — (3,501 ) — — 3,501 — — 501,599 535,828 130,957 3,501 1,171,885 Operating costs Cost of sales — (408,420 ) (445,737 ) (115,554 ) (3,501 ) (973,212 ) Construction services — (41 ) — — — (41 ) Sales and marketing — (21,479 ) (29,241 ) (7,204 ) — (57,924 ) General and administrative — (49,285 ) (12,161 ) (1 ) — (61,447 ) Other — (1,786 ) 232 6 — (1,548 ) — (481,011 ) (486,907 ) (122,753 ) (3,501 ) (1,094,172 ) Income from subsidiaries 36,372 13,328 — — (49,700 ) — Operating income 36,372 33,916 48,921 8,204 (49,700 ) 77,713 Equity in income from unconsolidated joint ventures — 1,743 879 — — 2,622 Other income (expense), net — 1,072 (10 ) (1,074 ) — (12 ) Income before extinguishment of debt 36,372 36,731 49,790 7,130 (49,700 ) 80,323 Loss on extinguishment of debt — (21,828 ) — — — (21,828 ) Income (loss) before provision for income taxes 36,372 14,903 49,790 7,130 (49,700 ) 58,495 Provision for income taxes — (17,480 ) — — — (17,480 ) Net income (loss) 36,372 (2,577 ) 49,790 7,130 (49,700 ) 41,015 Less: Net income attributable to noncontrolling interests — — — (4,643 ) — (4,643 ) Net income (loss) available to common stockholders $ 36,372 $ (2,577 ) $ 49,790 $ 2,487 $ (49,700 ) $ 36,372 |
Condensed Consolidating Statement of Cash Flows | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Nine Months Ended September 30, 2017 (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 $ (2,526 ) $ 2,452 $ 4,366 $ (29,808 ) $ 2,526 $ (22,990 ) Investing activities Purchases of property and equipment — (1,781 ) (572 ) (63 ) — (2,416 ) Investments in subsidiaries — 7,841 2,275 — (10,116 ) — Net cash provided by (used in) investing activities — 6,060 1,703 (63 ) (10,116 ) (2,416 ) Financing activities Proceeds from borrowings on notes payable — — — 105,109 — 105,109 Principal payments on notes payable — — — (101,400 ) — (101,400 ) Redemption premium of 8.5% Senior Notes — (19,645 ) — — — (19,645 ) Principal payments of 8.5% Senior Notes — (425,000 ) — — — (425,000 ) Proceeds from issuance of 5.875% Senior Notes — 446,468 — — — 446,468 Proceeds from borrowings on Revolver — 275,000 — — — 275,000 Payments on Revolver — (254,000 ) — — — (254,000 ) Principal payments on subordinated amortizing notes — (5,606 ) — — — (5,606 ) Payment of deferred loan costs — (9,794 ) — — — (9,794 ) Shares remitted to, or withheld by the Company for employee tax withholding — (1,450 ) — — — (1,450 ) Payments to repurchase common stock — (2,284 ) — — — (2,284 ) Noncontrolling interest contributions — — — 58,829 — 58,829 Noncontrolling interest distributions — — — (39,829 ) — (39,829 ) Advances to affiliates — — (18,367 ) 3,000 15,367 — Intercompany receivables/payables 2,526 (13,678 ) 11,698 7,231 (7,777 ) — Net cash provided by (used in) financing activities 2,526 (9,989 ) (6,669 ) 32,940 7,590 26,398 Net (decrease) increase in cash and cash equivalents — (1,477 ) (600 ) 3,069 — 992 Cash and cash equivalents - beginning of period — 36,204 272 6,136 — 42,612 Cash and cash equivalents - end of period $ — $ 34,727 $ (328 ) $ 9,205 $ — $ 43,604 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited) Nine Months Ended September 30, 2016 (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 $ (2,931 ) $ 18,174 $ (35,182 ) $ (65,970 ) $ 2,931 $ (82,978 ) Investing activities Collection of related party note receivable — 6,188 — — — 6,188 Purchases of property and equipment — (809 ) 56 (20 ) — (773 ) Investments in subsidiaries — (1,727 ) 46,801 — (45,074 ) — Net cash provided by (used in) investing activities — 3,652 46,857 (20 ) (45,074 ) 5,415 Financing activities Proceeds from borrowings on notes payable — 2,211 — 109,781 — 111,992 Principal payments on notes payable — (10,440 ) — (80,810 ) — (91,250 ) Proceeds from borrowings on Revolver — 198,000 — — — 198,000 Payments on revolver — (167,000 ) — — — (167,000 ) Principal payments on subordinated amortizing notes — (5,096 ) — — — (5,096 ) Payment of deferred loan costs — (792 ) — — — (792 ) Shares remitted to or withheld by Company for employee tax withholding — (918 ) — — — (918 ) Excess income tax benefit from stock based awards — (238 ) — — — (238 ) Noncontrolling interest contributions — — — 36,140 — 36,140 Noncontrolling interest distributions — — — (12,768 ) — (12,768 ) Advances to affiliates — — (4,479 ) 11,056 (6,577 ) — Intercompany receivables/payables 2,931 (46,182 ) (9,391 ) 3,922 48,720 — Net cash provided by (used in) financing activities 2,931 (30,455 ) (13,870 ) 67,321 42,143 68,070 Net (decrease) increase in cash and cash equivalents — (8,629 ) (2,195 ) 1,331 — (9,493 ) Cash and cash equivalents - beginning of period — 44,332 2,723 3,148 — 50,203 Cash and cash equivalents - end of period $ — $ 35,703 $ 528 $ 4,479 $ — $ 40,710 |
Fair Value of Financial Instr26
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Values of Financial Instruments | The estimated fair values of financial instruments are as follows (in thousands): September 30, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 161,011 $ 161,011 $ 155,768 $ 155,768 Subordinated amortizing notes 1,619 1,700 7,225 7,478 5 3 / 4 % Senior Notes due 2019 149,226 151,875 148,826 151,125 8 1 / 2 % Senior Notes due 2020 — — 422,817 444,125 7% Senior Notes due 2022 346,556 362,250 346,014 363,125 5 7 / 8 % Senior Notes due 2025 439,221 462,375 — — |
Income Per Common Share (Tables
Income Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Income Per Common Share Calculation | Basic and diluted income per common share for the three and nine months ended September 30, 2017 and 2016 were calculated as follows (in thousands, except number of shares and per share amounts): Three Three Nine Nine Basic weighted average number of common shares outstanding 37,059,483 36,801,464 37,007,144 36,746,727 Effect of dilutive securities: Stock options, unvested common shares, and warrants 1,523,858 636,633 1,374,148 672,364 Tangible equity units — 894,930 — 894,930 Diluted average shares outstanding 38,583,341 38,333,027 38,381,292 38,314,021 Net income available to common stockholders $ 27,418 $ 13,069 $ 36,372 $ 36,644 Basic income per common share $ 0.74 $ 0.36 $ 0.98 $ 1.00 Dilutive income per common share $ 0.71 $ 0.34 $ 0.95 $ 0.96 Antidilutive securities not included in the calculation of diluted income per common share (weighted average): Unvested stock options 240,000 240,000 240,000 240,000 Warrants — 1,907,551 — 1,907,551 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease Costs | Lease cost, as included in general and administrative expense in our consolidated statements of operations for the respective periods, and additional information regarding lease terms are as follows (dollars in thousands): Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Nine Lease cost Operating lease cost $ 1,646 $ 1,006 $ 4,405 $ 2,874 Sublease income (29 ) (29 ) (87 ) (87 ) Total lease cost $ 1,617 $ 977 $ 4,318 $ 2,787 Other information Cash paid for amounts included in the measurement of lease liabilities for operating leases: Operating cash flows $ 1,621 $ 811 $ 3,879 $ 2,410 Right-of-use assets obtained in exchange for new operating lease liabilities $ 155 $ 740 $ 5,213 $ 1,353 Weighted-average discount rate 6.6 % 6.6 % 6.6 % 6.6 % September 30, 2017 December 31, 2016 Weighted-average remaining lease term (in years) 3.79 5.16 |
Schedule of Future Minimum Rental Payments for Operating Leases | The table below shows the future minimum payments under non-cancelable operating leases at September 30, 2017 (in thousands). Year Ending December 31, 2017 $ 1,703 2018 6,673 2019 3,740 2020 2,556 2021 2,398 Thereafter 1,782 Total $ 18,852 |
Basis of Presentation and Sig29
Basis of Presentation and Significant Accounting Policies - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)segment | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Significant Accounting Policies [Line Items] | |||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 2,700,000 | $ 2,700,000 | |||
Number of reportable segments | segment | 6 | ||||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Percentage of sales price fee from construction management agreements | 3.00% | ||||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Percentage of sales price fee from construction management agreements | 5.00% | ||||
Accrued Expenses | |||||
Significant Accounting Policies [Line Items] | |||||
Lease liability | $ 15,900,000 | $ 15,600,000 | $ 13,100,000 | ||
Accrued Expenses | Restatement Adjustment | |||||
Significant Accounting Policies [Line Items] | |||||
Sale Leaseback Transaction, Amount Due under Financing Arrangement | $ 19,800,000 |
Basis of Presentation and Sig30
Basis of Presentation and Significant Accounting Policies - Summary of Changes in Warranty Liability (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Warranty liability, beginning of period | $ 14,174,000 | $ 18,117,000 |
Warranty provision during period | 7,695,000 | 7,086,000 |
Warranty payments during period | (9,419,000) | (10,579,000) |
Warranty charges related to construction services projects | 120,000 | 128,000 |
Warranty liability, end of period | $ 12,570,000 | $ 14,752,000 |
Basis of Presentation and Sig31
Basis of Presentation and Significant Accounting Policies - Schedule of Interest Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accounting Policies [Abstract] | ||||
Interest incurred | $ 18,112 | $ 21,293 | $ 56,359 | $ 62,112 |
Less: Interest capitalized | 18,112 | 21,293 | 56,359 | 62,112 |
Interest expense, net of amounts capitalized | 0 | 0 | 0 | 0 |
Cash paid for interest | $ 28,374 | $ 14,898 | $ 55,532 | $ 54,576 |
Basis of Presentation and Sig32
Basis of Presentation and Significant Accounting Policies - Change in Accounting Principle (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease right-of-use assets | $ 15,074 | $ 13,129 |
Total assets | 2,100,859 | 2,011,280 |
Accrued expenses | 93,140 | 92,919 |
Total liabilities and equity | $ 2,100,859 | 2,011,280 |
Previously Reported | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease right-of-use assets | 0 | |
Total assets | 1,998,151 | |
Accrued expenses | 79,790 | |
Total liabilities and equity | 1,998,151 | |
Restatement Adjustment | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease right-of-use assets | 13,129 | |
Total assets | 13,129 | |
Accrued expenses | 13,129 | |
Total liabilities and equity | $ 13,129 |
Variable Interest Entities an33
Variable Interest Entities and Noncontrolling Interests - Narrative (Details) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017USD ($)joint_venture | Dec. 31, 2016USD ($)joint_venture | |
Noncontrolling Interest [Line Items] | ||
Number of joint ventures | joint_venture | 12 | 11 |
Consolidated variable interest entities, assets | $ 243.7 | $ 204.8 |
Consolidated variable interest entities, liabilities | 115.8 | 107.3 |
Cash | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | 8.8 | 5.8 |
Real estate | ||
Noncontrolling Interest [Line Items] | ||
Consolidated variable interest entities, assets | $ 250.6 | $ 200.7 |
Investments in Unconsolidated34
Investments in Unconsolidated Joint Ventures - Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | $ 490,339 | $ 342,714 | $ 1,171,885 | $ 932,792 |
Cost of sales | (447,169) | (321,390) | (1,094,172) | (877,005) |
Operating income (loss) | 43,170 | 21,324 | 77,713 | 55,787 |
Unconsolidated joint venture income | 1,160 | 1,435 | 2,622 | 3,810 |
Joint Ventures | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | 5,368 | 5,397 | 13,830 | 14,675 |
Cost of sales | (2,781) | (2,521) | (7,936) | (7,043) |
Operating income (loss) | $ 2,587 | $ 2,876 | $ 5,894 | $ 7,632 |
Investments in Unconsolidated35
Investments in Unconsolidated Joint Ventures - Financial Position (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Other assets | $ 21,152 | $ 17,283 |
Total assets | 2,100,859 | 2,011,280 |
LIABILITIES AND EQUITY | ||
Accounts payable | 84,116 | 74,282 |
Accrued expenses | 93,140 | 92,919 |
Total liabilities and equity | 2,100,859 | 2,011,280 |
Joint Ventures | ||
ASSETS | ||
Cash | 12,051 | 10,208 |
Loans held for sale | 26,929 | 18,791 |
Accounts receivable | 585 | 764 |
Other assets | 156 | 56 |
Total assets | 39,721 | 29,819 |
LIABILITIES AND EQUITY | ||
Accounts payable | 362 | 694 |
Accrued expenses | 1,314 | 1,026 |
Credit lines payable | 25,706 | 17,748 |
Other liabilities | 24 | 17 |
Members equity | 12,315 | 10,334 |
Total liabilities and equity | $ 39,721 | $ 29,819 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2017segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Number of reportable segments | 6 |
Segment Information - Schedule
Segment Information - Schedule of Segment Financial Information Relating to Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Operating revenue | |||||
Total operating revenue | $ 490,339 | $ 342,714 | $ 1,171,885 | $ 932,792 | |
Income before provision for income taxes: | |||||
Income before provision for income taxes | 43,965 | 24,809 | 58,495 | 62,400 | |
Income before extinguishment of debt | 43,965 | 24,809 | 80,323 | 62,400 | |
Loss on extinguishment of debt | 0 | 0 | (21,828) | 0 | |
Corporate | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | (12,786) | (8,095) | (31,112) | (23,838) | |
California | |||||
Operating revenue | |||||
Total operating revenue | [1] | 230,960 | 111,520 | 462,277 | 309,199 |
California | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | 31,150 | 10,364 | 53,907 | 28,252 | |
Arizona | |||||
Operating revenue | |||||
Total operating revenue | 39,607 | 28,758 | 118,695 | 85,399 | |
Arizona | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | 3,388 | 2,542 | 11,102 | 7,537 | |
Nevada | |||||
Operating revenue | |||||
Total operating revenue | 42,966 | 49,600 | 103,448 | 128,996 | |
Nevada | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | 4,372 | 5,291 | 7,811 | 12,587 | |
Colorado | |||||
Operating revenue | |||||
Total operating revenue | 24,811 | 35,316 | 77,149 | 85,885 | |
Colorado | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | 969 | 2,342 | 2,519 | 3,643 | |
Washington | |||||
Operating revenue | |||||
Total operating revenue | 71,788 | 42,247 | 185,523 | 112,512 | |
Washington | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | 6,164 | 2,899 | 10,249 | 6,767 | |
Oregon | |||||
Operating revenue | |||||
Total operating revenue | 80,207 | 75,273 | 224,793 | 210,801 | |
Oregon | Reportable Operating Segments | |||||
Income before provision for income taxes: | |||||
Income before provision for income taxes | $ 10,708 | $ 9,466 | $ 25,847 | $ 27,452 | |
[1] | Operating revenue in the California segment includes construction services revenue. |
Segment Information - Schedul38
Segment Information - Schedule of Segment Homebuilding Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Homebuilding assets: | ||
Total homebuilding assets | $ 2,100,859 | $ 2,011,280 |
Corporate | ||
Homebuilding assets: | ||
Total homebuilding assets | 214,786 | 206,177 |
California | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | 704,313 | 716,955 |
Arizona | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | 182,588 | 191,581 |
Nevada | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | 218,060 | 189,248 |
Colorado | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | 154,422 | 124,580 |
Washington | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | 324,358 | 343,973 |
Oregon | Reportable Operating Segments | ||
Homebuilding assets: | ||
Total homebuilding assets | $ 302,332 | $ 238,766 |
Real Estate Inventories - Summa
Real Estate Inventories - Summary of Real Estate Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Real estate inventories: | ||
Land deposits | $ 61,123 | $ 50,429 |
Land and land under development | 888,091 | 1,069,001 |
Homes completed and under construction | 804,338 | 545,310 |
Model homes | 102,106 | 107,258 |
Total | $ 1,855,658 | $ 1,771,998 |
Senior Notes, Secured, and Un40
Senior Notes, Secured, and Unsecured Indebtedness - Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jan. 31, 2017 | Dec. 31, 2016 | Nov. 21, 2014 | Aug. 11, 2014 | Mar. 31, 2014 | Nov. 08, 2012 |
Debt Instrument [Line Items] | |||||||
Total notes payable | $ 161,011 | $ 155,768 | |||||
Total debt | 1,097,633 | 1,080,650 | |||||
Subordinated amortizing notes | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 1,619 | 7,225 | |||||
Stated interest rate | 5.50% | ||||||
5 3/4% Senior Notes due April 15, 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 149,226 | $ 148,826 | |||||
Stated interest rate | 5.75% | 5.75% | |||||
8 1/2% Senior Notes due November 15, 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 0 | $ 422,817 | |||||
Stated interest rate | 8.50% | 8.50% | |||||
7% Senior Notes due August 15, 2022 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 346,556 | $ 346,014 | |||||
Stated interest rate | 7.00% | 7.00% | |||||
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 439,221 | $ 0 | |||||
Stated interest rate | 5.875% | ||||||
Seller financing | |||||||
Debt Instrument [Line Items] | |||||||
Total notes payable | $ 5,226 | 24,692 | |||||
Seller financing | Note Payable Maturing in June 2018 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 7.00% | ||||||
Joint venture notes payable | |||||||
Debt Instrument [Line Items] | |||||||
Total notes payable | $ 105,785 | 102,076 | |||||
Senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 935,003 | 917,657 | |||||
Senior notes | 5 3/4% Senior Notes due April 15, 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 149,226 | $ 148,826 | |||||
Stated interest rate | 5.75% | 5.75% | 5.75% | ||||
Senior notes | 8 1/2% Senior Notes due November 15, 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 0 | $ 422,817 | |||||
Stated interest rate | 8.50% | 8.50% | 8.50% | ||||
Senior notes | 7% Senior Notes due August 15, 2022 | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 346,556 | $ 346,014 | |||||
Stated interest rate | 7.00% | 7.00% | 7.00% | ||||
Senior notes | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 439,221 | $ 0 | |||||
Stated interest rate | 5.875% | 5.875% |
Senior Notes, Secured, and Un41
Senior Notes, Secured, and Unsecured Indebtedness - Schedule of Maturities of Notes Payable, Senior Unsecured Facility, 5 3/4% and 8 1/2% Senior Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total debt | $ 1,097,633 | $ 1,080,650 |
Senior Notes and Subordinated Amortizing Notes | ||
Debt Instrument [Line Items] | ||
2,017 | 5,335 | |
2,018 | 47,238 | |
2,019 | 231,806 | |
2,020 | 28,251 | |
2,021 | 0 | |
Thereafter | 800,000 | |
Total debt | $ 1,112,630 |
Senior Notes, Secured, and Un42
Senior Notes, Secured, and Unsecured Indebtedness - Revolving Line of Credit - Narrative (Details) - USD ($) | Jul. 01, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | Mar. 27, 2015 | Mar. 31, 2014 |
Debt Instrument [Line Items] | |||||||
Notes payable | $ 161,011,000 | $ 155,768,000 | |||||
5 3/4% Senior Notes due April 15, 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 5.75% | 5.75% | |||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Effective rate | 6.25% | 4.75% | |||||
Revolving Credit Facility | Amended Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 130,000,000 | $ 130,000,000 | |||||
Additional capacity under accordion feature | 200,000,000 | ||||||
Commitment fee percentage | 50.00% | ||||||
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, Covenant, Tangible Net Worth, Minimum | $ 451,000,000 | ||||||
Debt instrument, subjective acceleration clause, percentage of EBITDA, minimum | 50.00% | ||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 65.00% | 62.50% | |||||
Debt Instrument, Covenant, Interest Coverage Ratio, Minimum | 1.50 | ||||||
Debt Instrument, Covenant, Interest Coverage Ratio, Maximum Liquidity Used in Calculation | $ 50,000,000 | ||||||
Revolving Credit Facility | Original Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 100,000,000 | ||||||
Additional capacity under accordion feature | 125,000,000 | ||||||
Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding letter of credit | 800,000 | $ 8,000,000 | |||||
Letter of Credit | Amended Facility | |||||||
Debt Instrument [Line Items] | |||||||
Minimum borrowing capacity | $ 50,000,000 | ||||||
Outstanding letter of credit | $ 800,000 | $ 8,000,000 | |||||
Letter of Credit | Second Amended Facility | |||||||
Debt Instrument [Line Items] | |||||||
Minimum borrowing capacity | $ 50,000,000 | ||||||
Senior Notes | 5 3/4% Senior Notes due April 15, 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | ||||
Line of Credit | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 50,000,000 | $ 29,000,000 | |||||
Scenario, Forecast | Revolving Credit Facility | Second Amended Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 60.00% |
Senior Notes, Secured, and Un43
Senior Notes, Secured, and Unsecured Indebtedness - Narrative (Details) $ in Thousands | Sep. 30, 2016land_acquisition | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Jan. 31, 2017 | Dec. 31, 2016USD ($) | Aug. 11, 2014 | Mar. 31, 2014 | Nov. 08, 2012 |
Debt Instrument [Line Items] | ||||||||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ (21,828) | $ 0 | ||||||
Deferred loan costs | 12,500 | 12,500 | ||||||||
Notes payable | $ 161,011 | $ 161,011 | $ 155,768 | |||||||
Number of land acquisitions using seller financing | land_acquisition | 1 | |||||||||
8 1/2% Senior Notes due November 15, 2020 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | |||||||
7% Senior Notes due August 15, 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | |||||||
5 3/4% Senior Notes due April 15, 2019 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||||
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 5.875% | 5.875% | ||||||||
Senior notes | 8 1/2% Senior Notes due November 15, 2020 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | 8.50% | ||||||
Senior notes | 7% Senior Notes due August 15, 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | 7.00% | ||||||
Unamortized premium | $ 800 | $ 800 | ||||||||
Deferred loan costs | $ 4,200 | $ 4,200 | ||||||||
Senior notes | 5 3/4% Senior Notes due April 15, 2019 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | 5.75% | ||||||
Deferred loan costs | $ 800 | $ 800 | ||||||||
Senior notes | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 5.875% | 5.875% | 5.875% | |||||||
Deferred loan costs | $ 7,500 | $ 7,500 | ||||||||
Seller financing | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notes payable | $ 5,226 | $ 5,226 | $ 24,692 | |||||||
Seller financing | Note Payable Maturing in August 2017 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 7.00% | 7.00% | ||||||||
Seller financing | Note Payable Maturing in June 2018 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 7.00% | 7.00% |
Senior Notes, Secured, and Un44
Senior Notes, Secured, and Unsecured Indebtedness - Schedule of Maturities of Construction Notes Payable (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total notes payable | $ 161,011 | $ 155,768 |
Construction Loans | ||
Debt Instrument [Line Items] | ||
Total notes payable | 220,100 | |
Outstanding | 105,800 | |
Construction Loans | March 2016 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | 33,400 | |
Outstanding | $ 16,700 | |
Current Rate | 4.24% | |
Construction Loans | January 2016 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 35,000 | |
Outstanding | $ 31,800 | |
Current Rate | 4.48% | |
Construction Loans | November 2015 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 42,500 | |
Outstanding | $ 19,300 | |
Current Rate | 5.25% | |
Construction Loans | July 2015 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 15,000 | |
Outstanding | $ 3,600 | |
Current Rate | 4.75% | |
Construction Loans | November 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 7,000 | |
Outstanding | $ 3,700 | |
Current Rate | 4.75% | |
Construction Loans | November 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 15,000 | |
Outstanding | $ 0 | |
Current Rate | 4.75% | |
Construction Loans | March 2014 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 26,000 | |
Outstanding | $ 2,400 | |
Current Rate | 4.24% | |
Construction Loans | July 2017 Construction Notes Payable | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 46,200 | |
Outstanding | $ 28,300 | |
Current Rate | 4.46% |
Senior Notes, Secured, and Un45
Senior Notes, Secured, and Unsecured Indebtedness - Schedule of Maturities of Construction Notes Payable (Footnote) (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Construction Notes Payable, March 2014, August 2015, November 2015, March 2016 | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.00% |
Construction Notes Payable, March 2014, August 2015, November 2015, March 2016 | Prime rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
Construction Notes Payable, January 2016 | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 3.25% |
Construction Notes Payable, November 2014, April 2015, July 2015 | Prime rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.50% |
Construction Notes Payable Five [Member] | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
Construction Notes Payable Five [Member] | Federal Funds Effective Swap Rate [Member] | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
Senior Notes, Secured, and Un46
Senior Notes, Secured, and Unsecured Indebtedness - Subordinated Amortizing Notes - Narrative (Details) $ / shares in Units, $ in Thousands | Nov. 21, 2014$ / shares$ / noteshares | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 03, 2014shares |
Debt Instrument [Line Items] | ||||
Total debt | $ | $ 1,097,633 | $ 1,080,650 | ||
Subordinated amortizing notes | ||||
Debt Instrument [Line Items] | ||||
Initial principal amount | $ / note | 18.01 | |||
Stated interest rate | 5.50% | |||
Quarterly installments amount per amortizing note (in USD per note) | $ / note | 1.6250 | |||
Installment payment amount per amortizing note (in USD per note) | $ / note | 1.8056 | |||
Total debt | $ | 1,619 | 7,225 | ||
Senior unsecured loan facility | ||||
Debt Instrument [Line Items] | ||||
Total debt | $ | $ 1,619 | $ 7,225 | ||
Minimum | Common stock, Class A | ||||
Debt Instrument [Line Items] | ||||
Shares delivered on mandatory settlement date (in shares) | shares | 4.4465 | |||
Maximum | Common stock, Class A | ||||
Debt Instrument [Line Items] | ||||
Shares delivered on mandatory settlement date (in shares) | shares | 5.2247 | |||
Tangible Equity Units | ||||
Debt Instrument [Line Items] | ||||
Number of TEUs sold (in shares) | shares | 1,000,000 | 150,000 | ||
Stated rate | 6.50% | |||
Share price (in USD per share) | $ / shares | $ 100 | |||
Percent conversion premium | 17.50% |
Senior Notes, Secured, and Un47
Senior Notes, Secured, and Unsecured Indebtedness - Senior Notes - Narrative (Details) - USD ($) | Jan. 31, 2017 | Sep. 15, 2015 | Aug. 11, 2014 | Mar. 31, 2014 | Oct. 24, 2013 | Nov. 08, 2012 | Jan. 31, 2016 | Jan. 31, 2015 | Aug. 31, 2014 | Feb. 28, 2014 | Jul. 31, 2013 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2025 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt | $ 0 | $ 0 | $ (21,828,000) | $ 0 | ||||||||||||||||
Deferred loan costs | $ 12,500,000 | $ 12,500,000 | ||||||||||||||||||
7% Senior Notes due August 15, 2022 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | |||||||||||||||||
5 3/4% Senior Notes due April 15, 2019 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | |||||||||||||||||
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 5.875% | 5.875% | ||||||||||||||||||
8 1/2% Senior Notes due November 15, 2020 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | |||||||||||||||||
Senior notes | 7% Senior Notes due August 15, 2022 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | 7.00% | ||||||||||||||||
Principal amount | $ 50,000,000 | $ 300,000,000 | $ 350,000,000 | $ 350,000,000 | ||||||||||||||||
Percentage of principal amount | 102.00% | 100.00% | ||||||||||||||||||
Percent exchanged | 100.00% | |||||||||||||||||||
Deferred loan costs | 4,200,000 | 4,200,000 | ||||||||||||||||||
Net proceeds from issuance of debt | $ 50,500,000 | |||||||||||||||||||
Expected percent exchanged | 100.00% | |||||||||||||||||||
Outstanding amount | 350,000,000 | 350,000,000 | ||||||||||||||||||
Unamortized premium | $ 800,000 | $ 800,000 | ||||||||||||||||||
Senior notes | 5 3/4% Senior Notes due April 15, 2019 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | 5.75% | ||||||||||||||||
Principal amount | $ 150,000,000 | $ 150,000,000 | $ 150,000,000 | |||||||||||||||||
Percentage of principal amount | 100.00% | |||||||||||||||||||
Percent exchanged | 100.00% | |||||||||||||||||||
Deferred loan costs | $ 800,000 | $ 800,000 | ||||||||||||||||||
Maturity date | Apr. 15, 2019 | |||||||||||||||||||
Senior notes | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 5.875% | 5.875% | 5.875% | |||||||||||||||||
Principal amount | $ 450,000,000 | $ 450,000,000 | $ 450,000,000 | |||||||||||||||||
Percentage of principal amount | 99.215% | |||||||||||||||||||
Deferred loan costs | 7,500,000 | 7,500,000 | ||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 3,300,000 | $ 3,300,000 | ||||||||||||||||||
Senior notes | 8 1/2% Senior Notes due November 15, 2020 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | 8.50% | ||||||||||||||||
Debt Instrument, Repurchase Amount | $ 395,600,000 | |||||||||||||||||||
Principal amount | $ 100,000,000 | $ 325,000,000 | ||||||||||||||||||
Percentage of principal amount | 106.50% | 100.00% | ||||||||||||||||||
Percent exchanged | 100.00% | 100.00% | ||||||||||||||||||
Net proceeds from issuance of debt | $ 104,700,000 | |||||||||||||||||||
Outstanding amount | $ 425,000,000 | $ 425,000,000 | ||||||||||||||||||
California Lyon | Senior notes | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Senior Notes Redemption Price Percentage | 100.00% | |||||||||||||||||||
Debt Instrument, Redemption Price, Percentage | 105.875% | |||||||||||||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | |||||||||||||||||||
Scenario, Forecast | November 2025 | Senior notes | 7% Senior Notes due August 15, 2022 | ||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||
Senior Notes Redemption Price Percentage | 100.734% | 101.469% | 102.938% | 100.00% |
Senior Notes, Secured, and Un48
Senior Notes, Secured, and Unsecured Indebtedness - Guarantor and Non-Guarantor Financial Statements - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||
Proceeds from issuance of 7% senior notes | $ 446,468 | $ 0 |
Parent | ||
Debt Instrument [Line Items] | ||
Ownership percentage | 100.00% | |
7% Senior Notes due August 15, 2022 | ||
Debt Instrument [Line Items] | ||
Proceeds from issuance of 7% senior notes | $ 446,468 | |
Reporting Entities | 7% Senior Notes due August 15, 2022 | California Lyon | ||
Debt Instrument [Line Items] | ||
Proceeds from issuance of 7% senior notes | $ 446,468 |
Senior Notes, Secured, and Un49
Senior Notes, Secured, and Unsecured Indebtedness - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jan. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Nov. 21, 2014 | Aug. 11, 2014 | Mar. 31, 2014 | Nov. 08, 2012 |
ASSETS | |||||||||
Cash and cash equivalents | $ 43,604 | $ 42,612 | $ 40,710 | $ 50,203 | |||||
Receivables | 9,719 | 9,538 | |||||||
Escrow proceeds receivable | 228 | 85 | |||||||
Real estate inventories | 1,855,658 | 1,771,998 | |||||||
Investment in unconsolidated joint ventures | 8,225 | 7,282 | |||||||
Goodwill | 66,902 | 66,902 | |||||||
Intangibles, net | 6,700 | 6,700 | |||||||
Deferred income taxes, net | 73,597 | 75,751 | |||||||
Lease right-of-use assets | 15,074 | 13,129 | |||||||
Other assets, net | 21,152 | 17,283 | |||||||
Investments in subsidiaries | 0 | 0 | |||||||
Intercompany receivables | 0 | 0 | |||||||
Total assets | 2,100,859 | 2,011,280 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable | 84,116 | 74,282 | |||||||
Accrued expenses | 93,140 | 92,919 | |||||||
Notes payable | 161,011 | 155,768 | |||||||
Total debt | 1,097,633 | 1,080,650 | |||||||
Intercompany payables | 0 | 0 | |||||||
Total liabilities | 1,274,889 | 1,247,851 | |||||||
Equity | |||||||||
William Lyon Homes stockholders’ equity (deficit) | 735,984 | 697,086 | |||||||
Noncontrolling interests | 89,986 | 66,343 | |||||||
Total liabilities and equity | 2,100,859 | 2,011,280 | |||||||
Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 1,619 | 7,225 | |||||||
Equity | |||||||||
Stated interest rate | 5.50% | ||||||||
5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 149,226 | $ 148,826 | |||||||
Equity | |||||||||
Stated interest rate | 5.75% | 5.75% | |||||||
8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 0 | $ 422,817 | |||||||
Equity | |||||||||
Stated interest rate | 8.50% | 8.50% | |||||||
7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 346,556 | $ 346,014 | |||||||
Equity | |||||||||
Stated interest rate | 7.00% | 7.00% | |||||||
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 439,221 | $ 0 | |||||||
Equity | |||||||||
Stated interest rate | 5.875% | ||||||||
Reporting Entities | Guarantor Subsidiaries | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | $ (328) | 272 | 528 | 2,723 | |||||
Receivables | 1,760 | 3,303 | |||||||
Escrow proceeds receivable | 0 | 0 | |||||||
Real estate inventories | 697,824 | 645,341 | |||||||
Investment in unconsolidated joint ventures | 150 | 150 | |||||||
Goodwill | 52,693 | 52,693 | |||||||
Intangibles, net | 6,700 | 6,700 | |||||||
Deferred income taxes, net | 0 | 0 | |||||||
Lease right-of-use assets | 0 | 0 | |||||||
Other assets, net | 1,896 | 1,089 | |||||||
Investments in subsidiaries | (575,925) | (573,650) | |||||||
Intercompany receivables | 241,160 | 252,860 | |||||||
Total assets | 425,930 | 388,758 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable | 25,061 | 16,416 | |||||||
Accrued expenses | 4,719 | 4,636 | |||||||
Notes payable | 0 | 2,979 | |||||||
Intercompany payables | 0 | 0 | |||||||
Total liabilities | 29,780 | 24,031 | |||||||
Equity | |||||||||
William Lyon Homes stockholders’ equity (deficit) | 396,150 | 364,727 | |||||||
Noncontrolling interests | 0 | 0 | |||||||
Total liabilities and equity | 425,930 | 388,758 | |||||||
Reporting Entities | Guarantor Subsidiaries | Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Guarantor Subsidiaries | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Guarantor Subsidiaries | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | Guarantor Subsidiaries | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Guarantor Subsidiaries | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | Non-Guarantor Subsidiaries | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 9,205 | 6,136 | 4,479 | 3,148 | |||||
Receivables | 3,911 | 3,246 | |||||||
Escrow proceeds receivable | 0 | 0 | |||||||
Real estate inventories | 257,444 | 216,063 | |||||||
Investment in unconsolidated joint ventures | 0 | 0 | |||||||
Goodwill | 0 | 0 | |||||||
Intangibles, net | 0 | 0 | |||||||
Deferred income taxes, net | 0 | 0 | |||||||
Lease right-of-use assets | 0 | 0 | |||||||
Other assets, net | 494 | 415 | |||||||
Investments in subsidiaries | 0 | 0 | |||||||
Intercompany receivables | 0 | 0 | |||||||
Total assets | 271,054 | 225,860 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable | 10,605 | 5,486 | |||||||
Accrued expenses | 103 | 98 | |||||||
Notes payable | 105,785 | 102,076 | |||||||
Intercompany payables | 82,822 | 75,593 | |||||||
Total liabilities | 199,315 | 183,253 | |||||||
Equity | |||||||||
William Lyon Homes stockholders’ equity (deficit) | (18,249) | (23,736) | |||||||
Noncontrolling interests | 89,988 | 66,343 | |||||||
Total liabilities and equity | 271,054 | 225,860 | |||||||
Reporting Entities | Non-Guarantor Subsidiaries | Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Non-Guarantor Subsidiaries | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Non-Guarantor Subsidiaries | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | Non-Guarantor Subsidiaries | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Non-Guarantor Subsidiaries | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | Delaware Lyon | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 0 | 0 | 0 | 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 | 0 | 0 | |||||||
Deferred income taxes, net | 0 | 0 | |||||||
Lease right-of-use assets | 0 | 0 | |||||||
Other assets, net | 0 | 0 | |||||||
Investments in subsidiaries | 735,984 | 697,086 | |||||||
Intercompany receivables | 0 | 0 | |||||||
Total assets | 735,984 | 697,086 | |||||||
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 (deficit) | 735,984 | 697,086 | |||||||
Noncontrolling interests | 0 | 0 | |||||||
Total liabilities and equity | 735,984 | 697,086 | |||||||
Reporting Entities | Delaware Lyon | Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Delaware Lyon | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Delaware Lyon | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | Delaware Lyon | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Reporting Entities | Delaware Lyon | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Reporting Entities | California Lyon | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 34,727 | 36,204 | 35,703 | 44,332 | |||||
Receivables | 4,048 | 2,989 | |||||||
Escrow proceeds receivable | 228 | 85 | |||||||
Real estate inventories | 900,390 | 910,594 | |||||||
Investment in unconsolidated joint ventures | 8,075 | 7,132 | |||||||
Goodwill | 14,209 | 14,209 | |||||||
Intangibles, net | 0 | 0 | |||||||
Deferred income taxes, net | 73,597 | 75,751 | |||||||
Lease right-of-use assets | 15,074 | 13,129 | |||||||
Other assets, net | 18,762 | 15,779 | |||||||
Investments in subsidiaries | (18,249) | (23,736) | |||||||
Intercompany receivables | 0 | 0 | |||||||
Total assets | 1,050,861 | 1,052,136 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable | 48,450 | 52,380 | |||||||
Accrued expenses | 88,318 | 88,185 | |||||||
Notes payable | 55,226 | 50,713 | |||||||
Intercompany payables | 158,338 | 177,267 | |||||||
Total liabilities | 1,286,954 | 1,293,427 | |||||||
Equity | |||||||||
William Lyon Homes stockholders’ equity (deficit) | (236,091) | (241,291) | |||||||
Noncontrolling interests | (2) | 0 | |||||||
Total liabilities and equity | 1,050,861 | 1,052,136 | |||||||
Reporting Entities | California Lyon | Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 1,619 | 7,225 | |||||||
Reporting Entities | California Lyon | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 149,226 | 148,826 | |||||||
Reporting Entities | California Lyon | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 422,817 | ||||||||
Reporting Entities | California Lyon | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 346,556 | 346,014 | |||||||
Reporting Entities | California Lyon | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 439,221 | ||||||||
Consolidation, Eliminations | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 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 | 0 | 0 | |||||||
Deferred income taxes, net | 0 | 0 | |||||||
Lease right-of-use assets | 0 | 0 | |||||||
Other assets, net | 0 | 0 | |||||||
Investments in subsidiaries | (141,810) | (99,700) | |||||||
Intercompany receivables | (241,160) | (252,860) | |||||||
Total assets | (382,970) | (352,560) | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable | 0 | 0 | |||||||
Accrued expenses | 0 | 0 | |||||||
Notes payable | 0 | 0 | |||||||
Intercompany payables | (241,160) | (252,860) | |||||||
Total liabilities | (241,160) | (252,860) | |||||||
Equity | |||||||||
William Lyon Homes stockholders’ equity (deficit) | (141,810) | (99,700) | |||||||
Noncontrolling interests | 0 | 0 | |||||||
Total liabilities and equity | (382,970) | (352,560) | |||||||
Consolidation, Eliminations | Subordinated amortizing notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Consolidation, Eliminations | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Consolidation, Eliminations | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Consolidation, Eliminations | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | 0 | |||||||
Consolidation, Eliminations | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 0 | ||||||||
Senior Notes | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | 935,003 | 917,657 | |||||||
Senior Notes | 5 3/4% Senior Notes due April 15, 2019 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 149,226 | $ 148,826 | |||||||
Equity | |||||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | ||||||
Senior Notes | 8 1/2% Senior Notes due November 15, 2020 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 0 | $ 422,817 | |||||||
Equity | |||||||||
Stated interest rate | 8.50% | 8.50% | 8.50% | ||||||
Senior Notes | 7% Senior Notes due August 15, 2022 | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 346,556 | $ 346,014 | |||||||
Equity | |||||||||
Stated interest rate | 7.00% | 7.00% | 7.00% | ||||||
Senior Notes | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | |||||||||
LIABILITIES AND EQUITY | |||||||||
Total debt | $ 439,221 | $ 0 | |||||||
Equity | |||||||||
Stated interest rate | 5.875% | 5.875% |
Senior Notes, Secured, and Un50
Senior Notes, Secured, and Unsecured Indebtedness - Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Operating revenue | ||||
Sales | $ 490,304 | $ 342,628 | $ 1,171,791 | $ 928,982 |
Construction services | 35 | 86 | 94 | 3,810 |
Management fees | 0 | 0 | 0 | 0 |
Operating revenue | 490,339 | 342,714 | 1,171,885 | 932,792 |
Operating costs | ||||
Cost of sales — homes | (401,700) | (285,896) | (973,212) | (769,705) |
Construction services | (35) | (86) | (41) | (3,458) |
Sales and marketing | (21,935) | (18,246) | (57,924) | (51,351) |
General and administrative | (22,951) | (17,360) | (61,447) | (51,879) |
Other | (548) | 198 | (1,548) | (612) |
Total operating costs | (447,169) | (321,390) | (1,094,172) | (877,005) |
Income from subsidiaries | 0 | 0 | 0 | 0 |
Operating income (loss) | 43,170 | 21,324 | 77,713 | 55,787 |
Equity in income of unconsolidated joint ventures | 1,160 | 1,435 | 2,622 | 3,810 |
Other income (expense), net | (365) | 2,050 | (12) | 2,803 |
Income before extinguishment of debt | 43,965 | 24,809 | 80,323 | 62,400 |
Loss on extinguishment of debt | 0 | 0 | (21,828) | 0 |
Income (loss) before provision for income taxes | 43,965 | 24,809 | 58,495 | 62,400 |
Provision for income taxes | (13,905) | (8,295) | (17,480) | (20,859) |
Net income (loss) | 30,060 | 16,514 | 41,015 | 41,541 |
Less: Net income attributable to noncontrolling interests | (2,642) | (3,445) | (4,643) | (4,897) |
Net income available to common stockholders | 27,418 | 13,069 | 36,372 | 36,644 |
Reporting Entities | Guarantor Subsidiaries | ||||
Operating revenue | ||||
Sales | 218,033 | 181,594 | 535,828 | 494,597 |
Construction services | 0 | 0 | 0 | 0 |
Management fees | 0 | 0 | 0 | 0 |
Operating revenue | 218,033 | 181,594 | 535,828 | 494,597 |
Operating costs | ||||
Cost of sales — homes | (181,184) | (151,306) | (445,737) | (411,339) |
Construction services | 0 | 0 | 0 | 0 |
Sales and marketing | (11,521) | (9,774) | (29,241) | (26,731) |
General and administrative | (3,780) | (3,091) | (12,161) | (10,129) |
Other | 86 | 69 | 232 | (14) |
Total operating costs | (196,399) | (164,102) | (486,907) | (448,213) |
Income from subsidiaries | 0 | 0 | 0 | 0 |
Operating income (loss) | 21,634 | 17,492 | 48,921 | 46,384 |
Equity in income of unconsolidated joint ventures | 341 | 295 | 879 | 809 |
Other income (expense), net | (4) | (19) | (10) | (34) |
Income before extinguishment of debt | 49,790 | |||
Loss on extinguishment of debt | 0 | |||
Income (loss) before provision for income taxes | 21,971 | 17,768 | 49,790 | 47,159 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 21,971 | 17,768 | 49,790 | 47,159 |
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income available to common stockholders | 21,971 | 17,768 | 49,790 | 47,159 |
Reporting Entities | Non-Guarantor Subsidiaries | ||||
Operating revenue | ||||
Sales | 60,954 | 55,072 | 130,957 | 89,926 |
Construction services | 0 | 0 | 0 | 0 |
Management fees | 0 | 0 | 0 | 0 |
Operating revenue | 60,954 | 55,072 | 130,957 | 89,926 |
Operating costs | ||||
Cost of sales — homes | (53,225) | (48,397) | (115,554) | (79,298) |
Construction services | 0 | 0 | 0 | 0 |
Sales and marketing | (2,510) | (2,267) | (7,204) | (6,540) |
General and administrative | 0 | (1) | (1) | (1) |
Other | 1 | (11) | 6 | (11) |
Total operating costs | (55,734) | (50,676) | (122,753) | (85,850) |
Income from subsidiaries | 0 | 0 | 0 | 0 |
Operating income (loss) | 5,220 | 4,396 | 8,204 | 4,076 |
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | 0 |
Other income (expense), net | (408) | (481) | (1,074) | (1,036) |
Income before extinguishment of debt | 7,130 | |||
Loss on extinguishment of debt | 0 | |||
Income (loss) before provision for income taxes | 4,812 | 3,915 | 7,130 | 3,040 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 4,812 | 3,915 | 7,130 | 3,040 |
Less: Net income attributable to noncontrolling interests | (2,642) | (3,445) | (4,643) | (4,897) |
Net income available to common stockholders | 2,170 | 470 | 2,487 | (1,857) |
Reporting Entities | Delaware Lyon | ||||
Operating revenue | ||||
Sales | 0 | 0 | 0 | 0 |
Construction services | 0 | 0 | 0 | 0 |
Management fees | 0 | 0 | 0 | 0 |
Operating revenue | 0 | 0 | 0 | 0 |
Operating costs | ||||
Cost of sales — homes | 0 | 0 | 0 | 0 |
Construction services | 0 | 0 | 0 | 0 |
Sales and marketing | 0 | 0 | 0 | 0 |
General and administrative | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Total operating costs | 0 | 0 | 0 | 0 |
Income from subsidiaries | 27,418 | 13,069 | 36,372 | 36,644 |
Operating income (loss) | 27,418 | 13,069 | 36,372 | 36,644 |
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | 0 |
Other income (expense), net | 0 | 0 | 0 | 0 |
Income before extinguishment of debt | 36,372 | |||
Loss on extinguishment of debt | 0 | |||
Income (loss) before provision for income taxes | 27,418 | 13,069 | 36,372 | 36,644 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 27,418 | 13,069 | 36,372 | 36,644 |
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income available to common stockholders | 27,418 | 13,069 | 36,372 | 36,644 |
Reporting Entities | California Lyon | ||||
Operating revenue | ||||
Sales | 211,317 | 105,962 | 505,006 | 344,459 |
Construction services | 35 | 86 | 94 | 3,810 |
Management fees | (1,899) | (1,541) | (3,501) | (2,587) |
Operating revenue | 209,453 | 104,507 | 501,599 | 345,682 |
Operating costs | ||||
Cost of sales — homes | (165,392) | (84,652) | (408,420) | (276,481) |
Construction services | (35) | (86) | (41) | (3,458) |
Sales and marketing | (7,904) | (6,205) | (21,479) | (18,080) |
General and administrative | (19,171) | (14,268) | (49,285) | (41,749) |
Other | (635) | 140 | (1,786) | (587) |
Total operating costs | (193,137) | (105,071) | (481,011) | (340,355) |
Income from subsidiaries | 6,162 | 3,548 | 13,328 | 7,472 |
Operating income (loss) | 22,478 | 2,984 | 33,916 | 12,799 |
Equity in income of unconsolidated joint ventures | 819 | 1,140 | 1,743 | 3,001 |
Other income (expense), net | 47 | 2,550 | 1,072 | 3,873 |
Income before extinguishment of debt | 36,731 | |||
Loss on extinguishment of debt | (21,828) | |||
Income (loss) before provision for income taxes | 23,344 | 6,674 | 14,903 | 19,673 |
Provision for income taxes | (13,905) | (8,295) | (17,480) | (20,859) |
Net income (loss) | 9,439 | (1,621) | (2,577) | (1,186) |
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income available to common stockholders | 9,439 | (1,621) | (2,577) | (1,186) |
Consolidation, Eliminations | ||||
Operating revenue | ||||
Sales | 0 | 0 | 0 | 0 |
Construction services | 0 | 0 | 0 | 0 |
Management fees | 1,899 | 1,541 | 3,501 | 2,587 |
Operating revenue | 1,899 | 1,541 | 3,501 | 2,587 |
Operating costs | ||||
Cost of sales — homes | (1,899) | (1,541) | (3,501) | (2,587) |
Construction services | 0 | 0 | 0 | 0 |
Sales and marketing | 0 | 0 | 0 | 0 |
General and administrative | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Total operating costs | (1,899) | (1,541) | (3,501) | (2,587) |
Income from subsidiaries | (33,580) | (16,617) | (49,700) | (44,116) |
Operating income (loss) | (33,580) | (16,617) | (49,700) | (44,116) |
Equity in income of unconsolidated joint ventures | 0 | 0 | 0 | 0 |
Other income (expense), net | 0 | 0 | 0 | 0 |
Income before extinguishment of debt | (49,700) | |||
Loss on extinguishment of debt | 0 | |||
Income (loss) before provision for income taxes | (33,580) | (16,617) | (49,700) | (44,116) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | (33,580) | (16,617) | (49,700) | (44,116) |
Less: Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income available to common stockholders | $ (33,580) | $ (16,617) | $ (49,700) | $ (44,116) |
Senior Notes, Secured, and Un51
Senior Notes, Secured, and Unsecured Indebtedness - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Operating activities | ||
Net cash (used in) provided by operating activities | $ (22,990) | $ (82,978) |
Investing activities | ||
Collection of related party note receivable | 0 | 6,188 |
Purchases of property and equipment | (2,416) | (773) |
Investments in subsidiaries | 0 | 0 |
Net cash (used in) provided by investing activities | (2,416) | 5,415 |
Financing activities | ||
Proceeds from borrowings on notes payable | 105,109 | 111,992 |
Principal payments on notes payable | (101,400) | (91,250) |
Redemption premium of 8.5% Senior Notes | (19,645) | 0 |
Principal payments of 8.5% Senior Notes | (425,000) | 0 |
Proceeds from issuance of 7% senior notes | 446,468 | 0 |
Proceeds from borrowings on Revolver | 275,000 | 198,000 |
Payments on Revolver | (254,000) | (167,000) |
Principal payments on subordinated amortizing notes | (5,606) | (5,096) |
Payment of deferred loan costs | (9,794) | (792) |
Shares remitted to, or withheld by the Company for employee tax withholding | (1,450) | (918) |
Payments for Repurchase of Common Stock | (2,284) | 0 |
Excess income tax benefit from stock based awards | 238 | |
Noncontrolling interest contributions | 58,829 | 36,140 |
Noncontrolling interest distributions | (39,829) | (12,768) |
Advances to affiliates | 0 | 0 |
Intercompany receivables/payables | 0 | 0 |
Net cash provided by financing activities | 26,398 | 68,070 |
Net decrease in cash and cash equivalents | 992 | (9,493) |
Cash and cash equivalents — beginning of period | 42,612 | 50,203 |
Cash and cash equivalents — end of period | 43,604 | 40,710 |
Reporting Entities | Guarantor Subsidiaries | ||
Operating activities | ||
Net cash (used in) provided by operating activities | 4,366 | (35,182) |
Investing activities | ||
Collection of related party note receivable | 0 | |
Purchases of property and equipment | (572) | 56 |
Investments in subsidiaries | 2,275 | 46,801 |
Net cash (used in) provided by investing activities | 1,703 | 46,857 |
Financing activities | ||
Proceeds from borrowings on notes payable | 0 | 0 |
Principal payments on notes payable | 0 | 0 |
Proceeds from borrowings on Revolver | 0 | 0 |
Payments on Revolver | 0 | 0 |
Principal payments on subordinated amortizing notes | 0 | 0 |
Payment of deferred loan costs | 0 | 0 |
Shares remitted to, or withheld by the Company for employee tax withholding | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | |
Excess income tax benefit from stock based awards | 0 | |
Noncontrolling interest contributions | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 |
Advances to affiliates | (18,367) | (4,479) |
Intercompany receivables/payables | 11,698 | (9,391) |
Net cash provided by financing activities | (6,669) | (13,870) |
Net decrease in cash and cash equivalents | (600) | (2,195) |
Cash and cash equivalents — beginning of period | 272 | 2,723 |
Cash and cash equivalents — end of period | (328) | 528 |
Reporting Entities | Non-Guarantor Subsidiaries | ||
Operating activities | ||
Net cash (used in) provided by operating activities | (29,808) | (65,970) |
Investing activities | ||
Collection of related party note receivable | 0 | |
Purchases of property and equipment | (63) | (20) |
Investments in subsidiaries | 0 | 0 |
Net cash (used in) provided by investing activities | (63) | (20) |
Financing activities | ||
Proceeds from borrowings on notes payable | 105,109 | 109,781 |
Principal payments on notes payable | (101,400) | (80,810) |
Proceeds from borrowings on Revolver | 0 | 0 |
Payments on Revolver | 0 | 0 |
Principal payments on subordinated amortizing notes | 0 | 0 |
Payment of deferred loan costs | 0 | 0 |
Shares remitted to, or withheld by the Company for employee tax withholding | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | |
Excess income tax benefit from stock based awards | 0 | |
Noncontrolling interest contributions | 58,829 | 36,140 |
Noncontrolling interest distributions | (39,829) | (12,768) |
Advances to affiliates | 3,000 | 11,056 |
Intercompany receivables/payables | 7,231 | 3,922 |
Net cash provided by financing activities | 32,940 | 67,321 |
Net decrease in cash and cash equivalents | 3,069 | 1,331 |
Cash and cash equivalents — beginning of period | 6,136 | 3,148 |
Cash and cash equivalents — end of period | 9,205 | 4,479 |
Reporting Entities | Delaware Lyon | ||
Operating activities | ||
Net cash (used in) provided by operating activities | (2,526) | (2,931) |
Investing activities | ||
Collection of related party note receivable | 0 | |
Purchases of property and equipment | 0 | 0 |
Investments in subsidiaries | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | 0 |
Financing activities | ||
Proceeds from borrowings on notes payable | 0 | 0 |
Principal payments on notes payable | 0 | 0 |
Proceeds from borrowings on Revolver | 0 | 0 |
Payments on Revolver | 0 | 0 |
Principal payments on subordinated amortizing notes | 0 | 0 |
Payment of deferred loan costs | 0 | 0 |
Shares remitted to, or withheld by the Company for employee tax withholding | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | |
Excess income tax benefit from stock based awards | 0 | |
Noncontrolling interest contributions | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 |
Advances to affiliates | 0 | 0 |
Intercompany receivables/payables | 2,526 | 2,931 |
Net cash provided by financing activities | 2,526 | 2,931 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents — beginning of period | 0 | 0 |
Cash and cash equivalents — end of period | 0 | 0 |
Reporting Entities | California Lyon | ||
Operating activities | ||
Net cash (used in) provided by operating activities | 2,452 | 18,174 |
Investing activities | ||
Collection of related party note receivable | 6,188 | |
Purchases of property and equipment | (1,781) | (809) |
Investments in subsidiaries | 7,841 | (1,727) |
Net cash (used in) provided by investing activities | 6,060 | 3,652 |
Financing activities | ||
Proceeds from borrowings on notes payable | 0 | 2,211 |
Principal payments on notes payable | 0 | (10,440) |
Proceeds from borrowings on Revolver | 275,000 | 198,000 |
Payments on Revolver | (254,000) | (167,000) |
Principal payments on subordinated amortizing notes | (5,606) | (5,096) |
Payment of deferred loan costs | (9,794) | (792) |
Shares remitted to, or withheld by the Company for employee tax withholding | (1,450) | (918) |
Payments for Repurchase of Common Stock | (2,284) | |
Excess income tax benefit from stock based awards | 238 | |
Noncontrolling interest contributions | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 |
Advances to affiliates | 0 | 0 |
Intercompany receivables/payables | (13,678) | (46,182) |
Net cash provided by financing activities | (9,989) | (30,455) |
Net decrease in cash and cash equivalents | (1,477) | (8,629) |
Cash and cash equivalents — beginning of period | 36,204 | 44,332 |
Cash and cash equivalents — end of period | 34,727 | 35,703 |
Consolidation, Eliminations | ||
Operating activities | ||
Net cash (used in) provided by operating activities | 2,526 | 2,931 |
Investing activities | ||
Collection of related party note receivable | 0 | |
Purchases of property and equipment | 0 | 0 |
Investments in subsidiaries | (10,116) | (45,074) |
Net cash (used in) provided by investing activities | (10,116) | (45,074) |
Financing activities | ||
Proceeds from borrowings on notes payable | 0 | 0 |
Principal payments on notes payable | 0 | 0 |
Proceeds from borrowings on Revolver | 0 | 0 |
Payments on Revolver | 0 | 0 |
Principal payments on subordinated amortizing notes | 0 | 0 |
Payment of deferred loan costs | 0 | 0 |
Shares remitted to, or withheld by the Company for employee tax withholding | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | |
Excess income tax benefit from stock based awards | 0 | |
Noncontrolling interest contributions | 0 | 0 |
Noncontrolling interest distributions | 0 | 0 |
Advances to affiliates | 15,367 | (6,577) |
Intercompany receivables/payables | (7,777) | 48,720 |
Net cash provided by financing activities | 7,590 | 42,143 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents — beginning of period | 0 | 0 |
Cash and cash equivalents — end of period | 0 | $ 0 |
7% Senior Notes due August 15, 2022 | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 446,468 | |
7% Senior Notes due August 15, 2022 | Reporting Entities | Guarantor Subsidiaries | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 0 | |
7% Senior Notes due August 15, 2022 | Reporting Entities | Non-Guarantor Subsidiaries | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 0 | |
7% Senior Notes due August 15, 2022 | Reporting Entities | Delaware Lyon | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 0 | |
7% Senior Notes due August 15, 2022 | Reporting Entities | California Lyon | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 446,468 | |
7% Senior Notes due August 15, 2022 | Consolidation, Eliminations | ||
Financing activities | ||
Proceeds from issuance of 7% senior notes | 0 | |
8 1/2% Senior Notes due November 15, 2020 | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | (19,645) | |
Principal payments of 8.5% Senior Notes | (425,000) | |
8 1/2% Senior Notes due November 15, 2020 | Reporting Entities | Guarantor Subsidiaries | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | 0 | |
Principal payments of 8.5% Senior Notes | 0 | |
8 1/2% Senior Notes due November 15, 2020 | Reporting Entities | Non-Guarantor Subsidiaries | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | 0 | |
Principal payments of 8.5% Senior Notes | 0 | |
8 1/2% Senior Notes due November 15, 2020 | Reporting Entities | Delaware Lyon | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | 0 | |
Principal payments of 8.5% Senior Notes | 0 | |
8 1/2% Senior Notes due November 15, 2020 | Reporting Entities | California Lyon | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | (19,645) | |
Principal payments of 8.5% Senior Notes | (425,000) | |
8 1/2% Senior Notes due November 15, 2020 | Consolidation, Eliminations | ||
Financing activities | ||
Redemption premium of 8.5% Senior Notes | 0 | |
Principal payments of 8.5% Senior Notes | $ 0 |
Fair Value of Financial Instr52
Fair Value of Financial Instruments - Schedule of Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Financial liabilities: | ||
Notes payable, fair value | $ 161,011 | $ 155,768 |
Subordinated amortizing notes | ||
Financial liabilities: | ||
Long-term debt, fair value | 1,700 | 7,478 |
5 3/4% Senior Notes due April 15, 2019 | ||
Financial liabilities: | ||
Long-term debt, fair value | $ 151,875 | $ 151,125 |
Stated interest rate | 5.75% | 5.75% |
8 1/2% Senior Notes due November 15, 2020 | ||
Financial liabilities: | ||
Long-term debt, fair value | $ 0 | $ 444,125 |
Stated interest rate | 8.50% | 8.50% |
7% Senior Notes due August 15, 2022 | ||
Financial liabilities: | ||
Long-term debt, fair value | $ 362,250 | $ 363,125 |
Stated interest rate | 7.00% | 7.00% |
Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||
Financial liabilities: | ||
Long-term debt, fair value | $ 462,375 | $ 0 |
Stated interest rate | 5.875% | |
Carrying Amount | ||
Financial liabilities: | ||
Notes payable, fair value | $ 161,011 | 155,768 |
Carrying Amount | Subordinated amortizing notes | ||
Financial liabilities: | ||
Long-term debt, fair value | 1,619 | 7,225 |
Carrying Amount | 5 3/4% Senior Notes due April 15, 2019 | ||
Financial liabilities: | ||
Long-term debt, fair value | 149,226 | 148,826 |
Carrying Amount | 8 1/2% Senior Notes due November 15, 2020 | ||
Financial liabilities: | ||
Long-term debt, fair value | 0 | 422,817 |
Carrying Amount | 7% Senior Notes due August 15, 2022 | ||
Financial liabilities: | ||
Long-term debt, fair value | 346,556 | 346,014 |
Carrying Amount | Five Point Eight Seven Five Percent Senior Notes Due Two Thousand Twenty Five [Member] | ||
Financial liabilities: | ||
Long-term debt, fair value | $ 439,221 | $ 0 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Paulson & Co. Inc. - Investor $ in Millions | 1 Months Ended |
Aug. 31, 2016USD ($) | |
Related Party Transaction [Line Items] | |
Purchase price of lots | $ 9.3 |
Related party stock ownership | 5.00% |
Notes payable, related parties | $ 3 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Taxes [Line Items] | ||||
Effective income tax rate | 31.60% | 33.40% | 29.90% | 33.40% |
Valuation allowance | $ 0 | $ 0 | ||
Testing period | 5 years | |||
AMT credit carryovers | 1,400,000 | $ 1,400,000 | ||
Unrecognized tax benefits | 0 | 0 | ||
Federal | ||||
Income Taxes [Line Items] | ||||
Operating loss carryforwards | 0 | 0 | ||
Unused built-in losses | 52,100,000 | 52,100,000 | ||
State | ||||
Income Taxes [Line Items] | ||||
Operating loss carryforwards | 56,500,000 | 56,500,000 | ||
Unused built-in losses | $ 7,300,000 | $ 7,300,000 |
Income Per Common Share - Sched
Income Per Common Share - Schedule of Basic and Diluted Income Per Common Share Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Basic weighted average number of common shares outstanding (in shares) | 37,059,483 | 36,801,464 | 37,007,144 | 36,746,727 |
Effect of dilutive securities: | ||||
Diluted average shares outstanding (in shares) | 38,583,341 | 38,333,027 | 38,381,292 | 38,314,021 |
Net income available to common stockholders | $ 27,418 | $ 13,069 | $ 36,372 | $ 36,644 |
Basic income per common share (in USD per share) | $ 0.74 | $ 0.36 | $ 0.98 | $ 1 |
Dilutive income per common share (in USD per share) | $ 0.71 | $ 0.34 | $ 0.95 | $ 0.96 |
Stock Options, Unvested Common Shares, and Warrants | ||||
Effect of dilutive securities: | ||||
Stock options, unvested common shares, and warrants (in shares) | 1,523,858 | 636,633 | 1,374,148 | 672,364 |
Tangible Equity Units | ||||
Effect of dilutive securities: | ||||
Tangible equity units (in shares) | 0 | 894,930 | 0 | 894,930 |
Unvested Stock Options | ||||
Antidilutive securities not included in the calculation of diluted income per common share (weighted average): | ||||
Antidilutive securities (in shares) | 240,000 | 240,000 | 240,000 | 240,000 |
Warrants | ||||
Antidilutive securities not included in the calculation of diluted income per common share (weighted average): | ||||
Antidilutive securities (in shares) | 0 | 1,907,551 | 0 | 1,907,551 |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock based compensation expense | $ 6,260 | |||
Stock based compensation expense | $ 1,500 | 6,260 | $ 4,087 | |
Allocated Share-based Compensation Expense | $ 1,500 | |||
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 6,434 | 259,677 | ||
Restricted stock | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 259,677 | |||
Restricted stock | Non Employee Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 35,275 | |||
Restricted stock | Share-based Compensation Award, Tranche One | Non Employee Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 25.00% | |||
Restricted stock | Share-based Compensation Award, Tranche Two | Non Employee Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 25.00% | |||
Restricted stock | Share-based Compensation Award, Tranche Three | Non Employee Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 25.00% | |||
Restricted stock | Share-based Compensation Award, Tranche Four | Non Employee Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 25.00% | |||
Three Year Vesting Restricted Stock | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 172,857 | |||
Three Year Vesting Restricted Stock | Share-based Compensation Award, Tranche One | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Three Year Vesting Restricted Stock | Share-based Compensation Award, Tranche Two | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Three Year Vesting Restricted Stock | Share-based Compensation Award, Tranche Three | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Two Year Vesting Restricted Stock, March Schedule | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 45,111 | |||
Two Year Vesting Restricted Stock, March Schedule | Share-based Compensation Award, Tranche One | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 50.00% | |||
Two Year Vesting Restricted Stock, March Schedule | Share-based Compensation Award, Tranche Two | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 50.00% | |||
Two Year Vesting Restricted Stock, July Schedule [Member] | Share-based Compensation Award, Tranche One | Other Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 50.00% | |||
Performance Based Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of stock (in shares) | 553,909 | |||
Performance Based Restricted Stock | Share-based Compensation Award, Tranche One | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Performance Based Restricted Stock | Share-based Compensation Award, Tranche Two | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Performance Based Restricted Stock | Share-based Compensation Award, Tranche Three | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock awards, vesting percentage | 33.33% | |||
Additional Paid-in Capital [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock based compensation expense | $ 3,100 | $ 6,260 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | |||
Outstanding performance and surety bonds | $ 209.6 | ||
Non-refundable deposits | 61.1 | ||
Remaining purchase price of land | 455.4 | ||
Project construction commitment | |||
Loss Contingencies [Line Items] | |||
Other commitment | 181 | ||
Accrued Expenses | |||
Loss Contingencies [Line Items] | |||
Lease liability | $ 15.9 | $ 15.6 | $ 13.1 |
Commitments and Contingencies58
Commitments and Contingencies - Summary of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Lease cost | ||||
Operating lease cost | $ 1,646 | $ 1,006 | $ 4,405 | $ 2,874 |
Sublease income | (29) | (29) | (87) | (87) |
Total lease cost | 1,617 | 977 | 4,318 | 2,787 |
Operating cash flows | 1,621 | 811 | 3,879 | 2,410 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 155 | $ 740 | $ 5,213 | $ 1,353 |
Weighted-average discount rate | 6.60% | 6.60% | 6.60% | 6.60% |
Commitments and Contingencies59
Commitments and Contingencies - Weighted Average Remaining Lease Term (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Weighted-average remaining lease term (in years) | 3 years 9 months 14 days | 5 years 1 month 28 days |
Commitments and Contingencies60
Commitments and Contingencies - Schedule of Future Minimum Payments Under Non-Cancelable Operating Leases (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Future Minimum Payments Under Non-cancelable Operating Leases | |
2,017 | $ 1,703 |
2,018 | 6,673 |
2,019 | 3,740 |
2,020 | 2,556 |
2,021 | 2,398 |
Thereafter | 1,782 |
Total | $ 18,852 |