Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 8-May-15 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Green Brick Partners, Inc. | |
Entity Central Index Key | 1373670 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 31,368,992 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Assets | ||
Cash and cash equivalents | $17,068 | $21,267 |
Restricted cash | 2,189 | 1,709 |
Accounts receivable | 925 | 749 |
Inventory | 289,259 | 274,303 |
Investment in direct financing leases | 0 | 2,768 |
Property and equipment, net | 1,776 | 1,629 |
Earnest money deposits | 8,535 | 6,676 |
Deferred income tax assets, net | 87,196 | 89,197 |
Other assets | 2,075 | 2,027 |
Total assets | 409,023 | 400,325 |
Liabilities and stockholders' equity | ||
Accounts payable | 11,329 | 13,551 |
Accrued expenses | 12,383 | 11,299 |
Customer and builder deposits | 10,007 | 9,752 |
Obligations related to land not owned under option agreements | 7,441 | 7,914 |
Borrowings on lines of credit | 19,500 | 14,061 |
Notes payable | 10,750 | 12,151 |
Term loan facility | 150,000 | 150,000 |
Total liabilities | 221,410 | 218,728 |
Commitments and contingencies (Note 11) | 0 | 0 |
Stockholders’ equity | ||
Common shares, $0.01 par value: 100,000,000 shares authorized; 31,346,084 issued and outstanding | 313 | 313 |
Additional paid-in capital | 101,709 | 101,626 |
Retained earnings | 73,937 | 69,919 |
Total Green Brick Partners, Inc. stockholders’ equity | 175,959 | 171,858 |
Noncontrolling interests | 11,654 | 9,739 |
Total stockholders’ equity | 187,613 | 181,597 |
Total liabilities and stockholders’ equity | $409,023 | $400,325 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets [Parenthetical] (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares outstanding (in shares) | 31,346,084 | 31,346,084 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Sale of residential units | $49,661 | $49,636 |
Cost of residential units | -35,814 | -37,392 |
Gross profit on sale of residential units | 13,847 | 12,244 |
Sale of land and lots | 8,791 | 13,373 |
Cost of land and lots | -6,278 | -9,768 |
Gross profit on sale of land and lots | 2,513 | 3,605 |
Salary expense | -4,862 | -3,155 |
Management fees expense – related party | 0 | -380 |
Selling, general and administrative expense | -2,939 | -2,281 |
Interest expense | -281 | -199 |
Depreciation and amortization expense | -227 | -108 |
Interest and fees income | 0 | 150 |
Interest on direct financing leases income | 13 | 225 |
Other income, net | 331 | 53 |
Operating and nonoperating income (loss) | -7,965 | -5,695 |
Net income before taxes | 8,395 | 10,154 |
Income tax provision | 2,207 | 338 |
Net income | 6,188 | 9,816 |
Less: net income attributable to noncontrolling interests | 2,170 | 2,467 |
Net income attributable to Green Brick Partners, Inc. | $4,018 | $7,349 |
Net income attributable to Green Brick Partners, Inc. per common share: | ||
Basic (in dollars per share) | $0.13 | $0.66 |
Diluted (in dollars per share) | $0.13 | $0.66 |
Weighted average common shares used in the calculation of net income attributable to Green Brick Partners, Inc. per common share: | ||
Weighted-average number of shares outstanding —basic | 31,346 | 11,109 |
Weighted-average number of shares outstanding —diluted | 31,346 | 11,109 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net income | $6,188 | $9,816 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization expense | 227 | 108 |
Share-based compensation | 83 | 0 |
Deferred income taxes, net | 2,001 | 0 |
Changes in operating assets and liabilities | ||
Increase in restricted cash | -480 | -245 |
Increase in accounts receivable | -177 | -738 |
Increase in inventory | -15,429 | -4,432 |
Increase in earnest money deposits | -1,858 | -2,091 |
Increase in other assets | -61 | -120 |
Decrease in accounts payable | -2,222 | -1,001 |
Increase in accrued expenses | 1,084 | 1,055 |
Increase in customer and builder deposits | 255 | 481 |
Net cash (used in) provided by operating activities | -10,389 | 2,833 |
Cash flows from investing activities | ||
Proceeds from sale of investment in direct financing leases | 2,768 | 951 |
Issuance of notes receivable | 0 | -1,757 |
Repayments of notes receivable | 0 | 1,605 |
Acquisition of property and equipment | -361 | -256 |
Net cash provided by investing activities | 2,407 | 543 |
Cash flows from financing activities | ||
Borrowings from lines of credit | 7,000 | 4,000 |
Proceeds from notes payable | 1,009 | 690 |
Repayments of lines of credit | -1,561 | -536 |
Repayments of notes payable | -2,410 | -9,366 |
Contributions from noncontrolling interests | 45 | 0 |
Distributions to controlling interests | 0 | -877 |
Distributions to noncontrolling interests | -300 | -1,157 |
Net cash provided by (used in) financing activities | 3,783 | -7,246 |
Net cash provided by (used in) financing activities | -4,199 | -3,870 |
Cash and cash equivalents at beginning of period | 21,267 | 16,683 |
Cash and cash equivalents at beginning of period | 17,068 | 12,813 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest, net of capitalized interest | 453 | 261 |
Cash paid for taxes | 273 | 154 |
Supplemental disclosure of noncash investing and financing activities: | ||
Decrease in land not owned under option agreements | $473 | $0 |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES |
When used in these notes, references to the “Company”, “Green Brick”, “we”, “us” or “our” refer to the combined company, which has been renamed Green Brick Partners, Inc. and its subsidiaries, resulting from the acquisition by BioFuel Energy Corp. and its then consolidated subsidiaries (“BioFuel”) of JBGL Builder Finance LLC and its consolidated subsidiaries and affiliated companies (collectively “Builder Finance”), and JBGL Capital Companies (“Capital”), a combined group of commonly managed limited liability companies and partnerships (collectively with Builder Finance “JBGL”) by means of a reverse recapitalization transaction on October 27, 2014. | |
Green Brick Partners, Inc. (formerly named BioFuel Energy Corp.) was incorporated as a Delaware corporation on April 11, 2006, to invest solely in BioFuel Energy, LLC, a limited liability company organized on January 25, 2006, to build and operate ethanol production facilities in the Midwestern United States. On November 22, 2013, the Company disposed of its ethanol plants and all related assets. Following the disposition of these production facilities, we were a public shell company with no substantial operations. | |
On June 10, 2014, the Company entered into a definitive transaction agreement with the owners of JBGL, which provided that we would acquire JBGL for $275 million, payable in cash and shares of our common stock (the “Transaction”). JBGL is a real estate operator involved in the purchase and development of land for residential use, construction lending and home building operations. The Transaction was completed on October 27, 2014 (the “Transaction Date”). Pursuant to the terms of the Transaction, we paid the $275 million purchase price with approximately $191.8 million in cash and the remainder in 11,108,500 shares of our common stock valued at approximately $7.49 per share. | |
The cash portion of the purchase price was primarily funded from the proceeds of a $70.0 million rights offering conducted by the Company (the $70.0 million includes proceeds from purchases of shares of common stock by certain funds and accounts managed by Greenlight Capital, Inc. and its affiliates (“Greenlight”) and Third Point LLC and its affiliates (“Third Point”)) and $150.0 million of debt financing provided by Greenlight pursuant to a loan agreement, with the lenders from time to time party thereto (the “Loan Agreement”). | |
The $70.0 million rights offering included a registered offering by the Company of transferable rights to the public holders of its common stock, as of September 15, 2014 (the “Rights Offering”) to purchase additional shares of common stock. Each right permitted the holder to purchase, at a rights price ultimately equal to $5.00 per share of common stock, 2.2445 shares of common stock. 4,843,384 shares of common stock were purchased in the public Rights Offering for aggregate gross proceeds of approximately $24.2 million. | |
In addition to the Rights Offering, Greenlight and Third Point participated in a private rights offering to purchase additional shares of common stock pursuant to commitment letters. Pursuant to its commitment letter, Third Point agreed to participate in the private rights offering for its full basic subscription privilege in the Rights Offering and to purchase, simultaneously with the consummation of the Rights Offering to the public, all of the available shares not otherwise sold in the Rights Offering following the exercise of all other public holders’ basic subscription privileges. Pursuant to such commitment letters, Greenlight purchased 4,957,618 shares of common stock for aggregate gross proceeds of approximately $24.8 million and Third Point purchased 4,198,998 shares of common stock for aggregate gross proceeds of approximately $21.0 million. | |
As described above, at the time the Transaction was completed, BioFuel was a non-operating public shell corporation with nominal operations and assets consisting of cash, deferred tax assets, and nominal other nonoperating assets. As a result of the Transaction the owners and management of JBGL gained effective operating control of the combined company. As of the Transaction Date, BioFuel did not meet the definition of a business for accounting purposes. | |
Accordingly, for financial reporting purposes, the Transaction was deemed to be a capital transaction in substance and recorded as a reverse recapitalization of JBGL whereby JBGL is deemed to be the continuing, surviving entity for accounting purposes, but through reorganization, has deemed to have adopted the capital structure of BioFuel. Because the acquisition was considered a reverse recapitalization for accounting purposes, the combined historical financial statements of JBGL became our historical financial statements and from the completion of the acquisition on October 27, 2014, the financial statements have been prepared on a consolidated basis. The assets and liabilities of BioFuel have been brought forward at their book value and no goodwill has been recognized in connection with the Transaction. | |
As a result of the Transaction, Green Brick changed its business direction and is now in the real estate industry. The Company is a real estate operator involved in the purchase and development of land for residential use, construction lending and home building operations. The Company is engaged in all aspects of the homebuilding process, including land acquisition and development, entitlements, design, construction, marketing and sales of various residential projects in master planned communities, primarily in the high-growth metropolitan areas of Dallas, Texas and Atlanta, Georgia. | |
The consolidated financial statements set forth in this Quarterly Report on Form 10-Q consist of JBGL and BioFuel Energy, LLC. The consolidated financial statements for all periods prior to the reverse recapitalization are the historical financial statements of JBGL, and have been retroactively restated to give effect to the Transaction. | |
Basis of Presentation and Principles of Consolidation | |
The unaudited consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and applicable regulations of the Securities and Exchange Commission (“SEC”), but do not include all of the information and footnotes required for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements for the periods presented reflect all adjustments, of a normal, recurring nature, necessary to fairly state our financial position, results of operations and cash flows. These consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2014, included in our Annual Report on Form 10-K filed with the SEC on March 31, 2015. Our operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for any future periods. | |
The consolidated financial statements include the historic accounts of JBGL and are consolidated with Green Brick beginning October 27, 2014. All intercompany balances and transactions have been eliminated in consolidation. Investments in which the Company directly or indirectly has an interest of more than 50 percent and/or is able to exercise control over the operations have been fully consolidated and noncontrolling interests are stated separately in the consolidated financial statements as required under the provisions of FASB ASC 810, Consolidations. | |
Use of Estimates | |
The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, including the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. | |
Noncontrolling Interests | |
We own 50% controlling interests in several builders. The financial statements of these builders are consolidated in our consolidated financial statements. The noncontrolling interests attributable to the 50% minority interests not owned by us are included as part of noncontrolling interests on the consolidated balance sheets. | |
Segment Information | |
The Company’s operations are organized into two reportable segments: builder operations and land development. Builder operations consist of two operating segments: Texas and Georgia. In accordance with ASC 280, Segment Reporting, in determining the most appropriate reportable segments, we considered similar economic and other characteristics, geography including product types, production processes, average selling prices, gross profits, suppliers, land acquisition results, and underlying demand and supply. | |
Recent Accounting Pronouncements | |
In May 2014, FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The standard will replace most existing revenue recognition guidance in GAAP when it becomes effective. The standard is effective for the Company on January 1, 2017. Early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. In April 2015, the FASB proposed to defer the effective date of the standard by one year. If the proposal is approved, early adoption would be permitted as of the original effective date, and the standard would be effective for the Company beginning January 1, 2018. The Company has not yet selected a transition method and is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures. | |
In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which amends the consolidation requirements in ASC 810, primarily related to limited partnerships and VIEs. The standard is effective for the Company beginning on January 1, 2016. Early adoption is permitted. The Company does not believe that the adoption of this standard will have a material effect on its consolidated financial statements and related disclosures. |
Net_Income_Attributable_to_Gre
Net Income Attributable to Green Brick Partners, Inc. Per Share | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Net Income Attributable to Green Brick Partners, Inc. Per Share | NET INCOME ATTRIBUTABLE TO GREEN BRICK PARTNERS, INC. PER SHARE | |||||||
Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted earnings per share is calculated using the treasury stock method and includes the effect of all dilutive securities, including stock options. | ||||||||
The computation of basic and diluted net income attributable to Green Brick Partners, Inc. per share using the treasury stock method is as follows (in thousands, except per share amounts): | ||||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Basic net income attributable to Green Brick Partners, Inc. per share | ||||||||
Net income attributable to Green Brick Partners, Inc. —basic | $ | 4,018 | $ | 7,349 | ||||
Weighted-average number of shares outstanding —basic | 31,346 | 11,109 | ||||||
Basic net income attributable to Green Brick Partners, Inc. per share | $ | 0.13 | $ | 0.66 | ||||
Diluted net income attributable to Green Brick Partners, Inc. per share | ||||||||
Net income attributable to Green Brick Partners, Inc. —diluted | $ | 4,018 | $ | 7,349 | ||||
Weighted-average number of shares outstanding —diluted | 31,346 | 11,109 | ||||||
Diluted net income attributable to Green Brick Partners, Inc. per share | $ | 0.13 | $ | 0.66 | ||||
The following securities that could potentially dilute earnings per share in the future are not included in the determination of diluted net income attributable to Green Brick Partners, Inc. per common share (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Antidilutive options to purchase common stock | 158 | — | ||||||
Reverse_Recapitalization
Reverse Recapitalization | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||||||||
Reverse Recapitalization | REVERSE RECAPITALIZATION | ||||||||||||||||||||||||||
The authorized common stock of the Company consists of 100,000,000 shares with a $0.01 par value. | |||||||||||||||||||||||||||
On June 10, 2014, the Company entered into a definitive transaction agreement with the owners of JBGL, which provided that we would acquire JBGL for $275 million, payable in cash and shares of our common stock. The Transaction was completed on October 27, 2014. Pursuant to the terms of the Transaction, we paid the $275 million purchase price with approximately $191.8 million in cash and the remainder in 11,108,500 shares of our common stock valued at approximately $7.49 per share. | |||||||||||||||||||||||||||
After giving effect to the Transaction, there were 31,346,084 shares of our common stock outstanding. Prior to the Transaction, we were a non-operating public shell company with nominal operations and assets consisting of cash, deferred tax assets, and nominal other nonoperating assets. | |||||||||||||||||||||||||||
For accounting purposes, this transaction is being accounted for as a reverse recapitalization and has been treated as a recapitalization of JBGL, the accounting acquirer. JBGL's financial statements became the financial statements of the registrant The Company did not recognize goodwill or any intangible assets in connection with the transaction. The historical financial consolidated statements of the Company are those of JBGL. From the date of the Transaction and subsequent, the consolidated financial statements include the results of the consolidated entities of the Company. | |||||||||||||||||||||||||||
For financial reporting purposes, the 11,108,500 shares issued by BioFuel in conjunction with the Transaction have been presented as outstanding for all periods prior to the Transaction. All share and per share amounts have been retroactively restated to the earliest periods presented to reflect the transaction. The contributions from and distributions to equity holders during the historical periods presented were contributed from and distributed to equity holders whom were members of JBGL pre-Transaction. | |||||||||||||||||||||||||||
The following table summarizes the net identifiable liabilities of BioFuel retained on the Transaction Date (in thousands): | |||||||||||||||||||||||||||
Cash | $ | 31,916 | |||||||||||||||||||||||||
Deferred tax assets | 65,020 | ||||||||||||||||||||||||||
Deferred tax assets valuation allowance | (1,161 | ) | |||||||||||||||||||||||||
Other assets | 591 | ||||||||||||||||||||||||||
Debt | (150,000 | ) | |||||||||||||||||||||||||
Other liabilities | (312 | ) | |||||||||||||||||||||||||
Net liabilities acquired | $ | (53,946 | ) | ||||||||||||||||||||||||
BioFuel incurred acquisition costs of approximately $3.2 million included in additional paid-in-capital on our consolidated balance sheets for the year ended December 31, 2014. Since the transaction was considered a reverse recapitalization, the presentation of pro-forma financial information was not required. | |||||||||||||||||||||||||||
STOCKHOLDERS’ EQUITY | |||||||||||||||||||||||||||
A summary of changes in stockholders’ equity is presented below (dollars in thousands): | |||||||||||||||||||||||||||
Common Stock | Additional Paid-in Capital | Retained Earnings | Total Green Brick Partners, Inc. Stockholders’ Equity | Noncontrolling Interests | Total Stockholders’ Equity | ||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||||
Balance at December 31, 2013 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 33,014 | $ | 189,110 | $ | 9,709 | $ | 198,819 | ||||||||||||||
Contributions | — | — | — | — | — | — | — | ||||||||||||||||||||
Distributions | — | — | — | (877 | ) | (877 | ) | (1,157 | ) | (2,034 | ) | ||||||||||||||||
Net income | — | — | — | 7,349 | 7,349 | 2,467 | 9,816 | ||||||||||||||||||||
Balance at March 31, 2014 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 39,486 | $ | 195,582 | $ | 11,019 | $ | 206,601 | ||||||||||||||
Balance at December 31, 2014 | 31,346,084 | $ | 313 | $ | 101,626 | $ | 69,919 | $ | 171,858 | $ | 9,739 | $ | 181,597 | ||||||||||||||
Share-based compensation | — | — | 83 | — | 83 | — | 83 | ||||||||||||||||||||
Contributions | — | — | — | — | — | 45 | 45 | ||||||||||||||||||||
Distributions | — | — | — | — | — | (300 | ) | (300 | ) | ||||||||||||||||||
Net income | — | — | — | 4,018 | 4,018 | 2,170 | 6,188 | ||||||||||||||||||||
Balance at March 31, 2015 | 31,346,084 | $ | 313 | $ | 101,709 | $ | 73,937 | $ | 175,959 | $ | 11,654 | $ | 187,613 | ||||||||||||||
Inventory
Inventory | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventory | INVENTORY | |||||||
Inventory consists primarily of land in the process of development, undeveloped land, developed lots, completed homes, and raw land scheduled for development, primarily in Texas and Georgia. Inventory is valued at cost unless the carrying value is determined to be not recoverable in which case the affected inventory is written down to fair value. Cost includes any related pre-acquisition costs that are directly identifiable with a specific property so long as those pre-acquisition costs are recoverable at the sale of the property. | ||||||||
A summary of inventory is as follows (in thousands): | ||||||||
March 31, 2015 | December 31, 2014 | |||||||
Completed home inventory and residential lots held for sale | $ | 55,585 | $ | 47,048 | ||||
Work in process | 210,647 | 203,756 | ||||||
Undeveloped land | 16,220 | 16,220 | ||||||
Land not owned under option agreements | 6,807 | 7,279 | ||||||
Total Inventory | $ | 289,259 | $ | 274,303 | ||||
We capitalize interest costs incurred to inventory during active development and other qualifying activities. Interest capitalized as cost of inventory is charged to cost of sales as related homes, land and/or lots are closed. Interest incurred on undeveloped land is directly expensed and included in interest expense in our consolidated statements of income. | ||||||||
Interest costs incurred, capitalized and expensed were as follows (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Interest capitalized at beginning of period | $ | 3,713 | $ | 1,065 | ||||
Interest incurred | 3,800 | 304 | ||||||
Interest charged to cost of sales | (14 | ) | (105 | ) | ||||
Interest charged to interest expense | (281 | ) | (199 | ) | ||||
Interest capitalized at end of period | $ | 7,218 | $ | 1,065 | ||||
Debt
Debt | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt | DEBT | |||||||
Term Loan Facility | ||||||||
Term loan facility outstanding consists of the following (in thousands): | ||||||||
March 31, 2015 | December 31, 2014 | |||||||
Term Loan Facility | $ | 150,000 | $ | 150,000 | ||||
On October 27, 2014, in connection with the Transaction, the Company entered into the Loan Agreement, a guaranty and a pledge and security agreement with certain funds and accounts managed by Greenlight, our largest shareholder. Greenlight beneficially owns approximately 49.9% of the voting power of the Company. The Loan Agreement provides for a five year term loan facility in an aggregate principal amount of $150.0 million which funded part of the Transaction (the “Term Loan Facility”). Certain subsidiaries of the Company guarantee obligations under the Term Loan Facility pursuant to the guaranty. | ||||||||
The Term Loan Facility bears interest at 9.0% per annum, payable quarterly, from October 27, 2014 through the first anniversary thereof and 10.0% per annum thereafter. The Company has a one-time right to elect to pay up to four consecutive quarters’ interest in kind. The Term Loan Facility is subject to mandatory prepayment with 100% of the net cash proceeds received from the incurrence of certain debt by the Company or the issuance of certain equity securities. Voluntary prepayments of the Term Loan Facility is permitted at any time. All prepayments made prior to October 27, 2016 are subject to a 1.0% prepayment premium. | ||||||||
The Term Loan Facility is secured by a first priority lien on substantially all of our assets and substantially all of the assets, subject to certain exceptions, of each of the Company’s subsidiaries. | ||||||||
The costs associated with the issuance of the Term Loan Facility of $0.4 million were deferred and are included in other assets in our consolidated balance sheets. We are amortizing these debt issuance costs to interest expense over the term of the Term Loan Facility using the effective interest method. | ||||||||
The Term Loan Facility is subject to customary affirmative covenants, including affirmative covenants relating to: reporting requirements; preservation of existence; payment of liabilities, including taxes; maintenance of insurance; visitation rights; keeping of records and books of accounts; compliance with laws; use of proceeds; further assurance; additional security; environmental compliance; and accounting and financial management. | ||||||||
The Term Loan Facility is also subject to customary negative covenants, including negative covenants relating to limits on: incurrence of indebtedness and liens; investments; dividends and related distributions; liquidations; mergers and acquisitions; disposition of assets or subsidiaries; transactions with affiliates; change in business; change of fiscal year; issuance of stock by subsidiaries; amendments to organizational documents; entering into inconsistent agreements; foreign subsidiaries; and entering into hedging arrangements. | ||||||||
In addition, the Term Loan Facility requires the Company to maintain a fixed charge coverage ratio, tested quarterly, of no more than (a) 0.80 to 1.00 as of the last day of any fiscal quarter in which all or a portion of the interest on the facility for such fiscal quarter is paid-in kind for the previous four quarter period ending prior to such date or (b) 1.00 to 1.20 as of the last day of any other fiscal quarter for the previous four quarter period ending prior to such date. | ||||||||
We were in compliance with all covenants of the Term Loan Facility at March 31, 2015. | ||||||||
Lines of Credit | ||||||||
Lines of credit outstanding at March 31, 2015 and December 31, 2014 consist of the following (in thousands): | ||||||||
March 31, 2015 | December 31, 2014 | |||||||
Promissory note to Inwood National Bank (“Inwood”): | ||||||||
Direct finance leases A(1) | $ | — | $ | 662 | ||||
Direct finance leases B(2) | — | 899 | ||||||
John’s Creek(3) | 19,500 | 12,500 | ||||||
Total lines of credit | $ | 19,500 | $ | 14,061 | ||||
-1 | During 2012, a subsidiary of JBGL opened a line of credit (“LOC”) issued by Inwood in the amount of $4.8 million maturing on April 13, 2014, bearing a minimum interest rate of 4.0%, which was in effect during the three months ended March 31, 2015, and collateralized by the leased assets. The LOC was renewed during 2014 until April 13, 2015. This LOC was paid off as of March 31, 2015. | |||||||
-2 | During 2012, a subsidiary of JBGL opened a LOC issued by Inwood in the amount of $3.0 million maturing on September 15, 2014, bearing a minimum interest rate of 4.0%, which was in effect during the three months ended March 31, 2015, and collateralized by the leased assets. The LOC was renewed until April 13, 2015. This LOC was paid off as of March 31, 2015. | |||||||
-3 | During 2012, a subsidiary of JBGL opened a LOC with Inwood in the amount of $8.0 million. On October 13, 2013, the JBGL subsidiary extended this revolving credit facility and increased the size from $8.0 million to $25.0 million maturing on October 13, 2014. Interest accrues and is payable monthly at a rate of 4.0%. Amounts drawn under this credit facility as of March 31, 2015 totaled $19.5 million and were secured by land owned in John’s Creek, Georgia. The credit facility was renewed until October 13, 2015. | |||||||
Under the LOC agreements with Inwood described above, the Company is required to maintain minimum multiples of net worth in excess of the outstanding LOC balances. We were in compliance with this covenant as of March 31, 2015. | ||||||||
Notes Payable | ||||||||
Notes payable outstanding at March 31, 2015 and December 31, 2014 consist of the following (in thousands): | ||||||||
March 31, 2015 | December 31, 2014 | |||||||
Note payable to unrelated third party: | ||||||||
Briar Ridge Investments, LTD(1) | $ | 9,000 | $ | 9,000 | ||||
Lakeside DFW Land, LTD(2) | — | 1,824 | ||||||
Subordinated Lot Notes(3) | 1,750 | 1,327 | ||||||
Total notes payable | $ | 10,750 | $ | 12,151 | ||||
-1 | On December 13, 2013, a subsidiary of JBGL signed a promissory note for $9 million maturing at December 13, 2017, bearing interest at 6.0% per annum collateralized by land purchased in Allen, Texas. Accrued interest at March 31, 2015 was $0. | |||||||
-2 | On April 15, 2013, a subsidiary of JBGL signed a promissory note for $3.5 million maturing on January 22, 2014 bearing interest at 6.0% per annum collateralized by land located in Denton, Texas. This note was paid in full during 2014. On April 16, 2014, a new promissory note was signed for $3.3 million maturing on April 30, 2015 bearing interest at 5.0% collateralized by land located in Denton, Texas. $1.5 million of this note was repaid in July, 2014. This note was paid in full during the three months ended March 31, 2015. | |||||||
-3 | Subsidiaries of the Company purchased lots under various agreements from unrelated third parties. The sellers of these lots have subordinated a percentage of the lot purchase price to various construction loans of subsidiaries of the Company’s construction loans. Notes were signed in relation to the subordination bearing interest at between 8.0% and 14.0%, collateralized by liens on the homes built on each lot. The sellers will release their lien upon payment of principle plus accrued interest at the closing of each individual home to a third party buyer. |
Stockholders_Equity_Stockholde
Stockholders' Equity Stockholders' Equity (Notes) | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||
Stockholders' Equity Attributable to Parent [Abstract] | |||||||||||||||||||||||||||
Stockholders' Equity | REVERSE RECAPITALIZATION | ||||||||||||||||||||||||||
The authorized common stock of the Company consists of 100,000,000 shares with a $0.01 par value. | |||||||||||||||||||||||||||
On June 10, 2014, the Company entered into a definitive transaction agreement with the owners of JBGL, which provided that we would acquire JBGL for $275 million, payable in cash and shares of our common stock. The Transaction was completed on October 27, 2014. Pursuant to the terms of the Transaction, we paid the $275 million purchase price with approximately $191.8 million in cash and the remainder in 11,108,500 shares of our common stock valued at approximately $7.49 per share. | |||||||||||||||||||||||||||
After giving effect to the Transaction, there were 31,346,084 shares of our common stock outstanding. Prior to the Transaction, we were a non-operating public shell company with nominal operations and assets consisting of cash, deferred tax assets, and nominal other nonoperating assets. | |||||||||||||||||||||||||||
For accounting purposes, this transaction is being accounted for as a reverse recapitalization and has been treated as a recapitalization of JBGL, the accounting acquirer. JBGL's financial statements became the financial statements of the registrant The Company did not recognize goodwill or any intangible assets in connection with the transaction. The historical financial consolidated statements of the Company are those of JBGL. From the date of the Transaction and subsequent, the consolidated financial statements include the results of the consolidated entities of the Company. | |||||||||||||||||||||||||||
For financial reporting purposes, the 11,108,500 shares issued by BioFuel in conjunction with the Transaction have been presented as outstanding for all periods prior to the Transaction. All share and per share amounts have been retroactively restated to the earliest periods presented to reflect the transaction. The contributions from and distributions to equity holders during the historical periods presented were contributed from and distributed to equity holders whom were members of JBGL pre-Transaction. | |||||||||||||||||||||||||||
The following table summarizes the net identifiable liabilities of BioFuel retained on the Transaction Date (in thousands): | |||||||||||||||||||||||||||
Cash | $ | 31,916 | |||||||||||||||||||||||||
Deferred tax assets | 65,020 | ||||||||||||||||||||||||||
Deferred tax assets valuation allowance | (1,161 | ) | |||||||||||||||||||||||||
Other assets | 591 | ||||||||||||||||||||||||||
Debt | (150,000 | ) | |||||||||||||||||||||||||
Other liabilities | (312 | ) | |||||||||||||||||||||||||
Net liabilities acquired | $ | (53,946 | ) | ||||||||||||||||||||||||
BioFuel incurred acquisition costs of approximately $3.2 million included in additional paid-in-capital on our consolidated balance sheets for the year ended December 31, 2014. Since the transaction was considered a reverse recapitalization, the presentation of pro-forma financial information was not required. | |||||||||||||||||||||||||||
STOCKHOLDERS’ EQUITY | |||||||||||||||||||||||||||
A summary of changes in stockholders’ equity is presented below (dollars in thousands): | |||||||||||||||||||||||||||
Common Stock | Additional Paid-in Capital | Retained Earnings | Total Green Brick Partners, Inc. Stockholders’ Equity | Noncontrolling Interests | Total Stockholders’ Equity | ||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||||
Balance at December 31, 2013 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 33,014 | $ | 189,110 | $ | 9,709 | $ | 198,819 | ||||||||||||||
Contributions | — | — | — | — | — | — | — | ||||||||||||||||||||
Distributions | — | — | — | (877 | ) | (877 | ) | (1,157 | ) | (2,034 | ) | ||||||||||||||||
Net income | — | — | — | 7,349 | 7,349 | 2,467 | 9,816 | ||||||||||||||||||||
Balance at March 31, 2014 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 39,486 | $ | 195,582 | $ | 11,019 | $ | 206,601 | ||||||||||||||
Balance at December 31, 2014 | 31,346,084 | $ | 313 | $ | 101,626 | $ | 69,919 | $ | 171,858 | $ | 9,739 | $ | 181,597 | ||||||||||||||
Share-based compensation | — | — | 83 | — | 83 | — | 83 | ||||||||||||||||||||
Contributions | — | — | — | — | — | 45 | 45 | ||||||||||||||||||||
Distributions | — | — | — | — | — | (300 | ) | (300 | ) | ||||||||||||||||||
Net income | — | — | — | 4,018 | 4,018 | 2,170 | 6,188 | ||||||||||||||||||||
Balance at March 31, 2015 | 31,346,084 | $ | 313 | $ | 101,709 | $ | 73,937 | $ | 175,959 | $ | 11,654 | $ | 187,613 | ||||||||||||||
ShareBased_Compensation
Share-Based Compensation | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Share-Based Compensation | SHARE-BASED COMPENSATION | |||||||||||||
We measure and account for share-based awards in accordance with ASC Topic 718, “Compensation - Stock Compensation”. Share-based compensation expense associated with stock options with vesting contingent upon the achievement of service conditions is recognized on a straight-line basis, net of estimated forfeitures of unvested stock options, over the requisite service period the awards are expected to vest. We estimate the aggregate intrinsic value of stock options with vesting contingent upon the achievement of service conditions as of the date the award was granted using the Black-Scholes option pricing model. The Black-Scholes option-pricing model requires the use of certain input variables, such as expected volatility, risk-free interest rate and expected award life. | ||||||||||||||
Share-Based Award Activity | ||||||||||||||
A summary of stock option activity as of March 31, 2015, and the changes during the three months ended March 31, 2015 is as follows: | ||||||||||||||
Number of Shares (in thousands) | Weighted Average Exercise Price per Share | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in thousands) | |||||||||||
Options outstanding, December 31, 2014 | 500 | $ | 7.49 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Options outstanding, March 31, 2015 | 500 | $ | 7.49 | 9.63 | $ | 397 | ||||||||
Options exercisable, March 31, 2015 | — | $ | — | — | $ | — | ||||||||
A summary of our unvested stock options as of March 31, 2015, and the changes during the three months ended March 31, 2015 is as follows: | ||||||||||||||
Number of Shares (in thousands) | Weighted Average Per Share Grant Date Fair Value | |||||||||||||
Unvested, December 31, 2014 | 500 | $ | 2.88 | |||||||||||
Granted | — | — | ||||||||||||
Vested | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Unvested, March 31, 2015 | 500 | $ | 2.88 | |||||||||||
Valuation of Share-Based Awards | ||||||||||||||
We utilize the Black-Scholes option pricing model for estimating the grant date fair value of stock options. There were no stock options issued during the three months ended March 31, 2015 and March 31, 2014. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES |
We recorded an income tax provision of $2.2 million and $0.3 million for the three months ended March 31, 2015 and 2014, respectively. The effective tax rate for the three months ended March 31, 2015 and 2014 was 26.3%, compared to 3.3% for the three months ended March 31, 2014. The effective tax rate for the months ended March 31, 2015 is driven by the statutory tax rate and a benefit related to non-controlled earnings. The effective tax rate for the months ended March 31, 2014 is driven by state income taxes. | |
In accordance with ASC Topic 740, “Income Taxes” (“ASC 740”), the Company assesses the recoverability of deferred tax assets and the need for a valuation allowance on an ongoing basis. In making this assessment, management considers all available positive and negative evidence and available income tax planning to determine whether it is more-likely-than-not that some portion or all of the deferred tax assets will be realized in future periods. This assessment requires significant judgment and estimates involving current and deferred income taxes, tax attributes relating to the interpretation of various tax laws, historical bases of tax attributes associated with certain assets and limitations surrounding the realization of deferred tax assets. | |
As of March 31, 2015, we had deferred tax assets of $87.2 million, which was net of a valuation allowance in the amount of $1.2 million relating to state loss carryforwards. Our deferred tax asset valuation allowance remained unchanged during the three months ended March 31, 2015 from December 31, 2014. | |
As of December 31, 2014, we had $178.8 million of federal net operating loss carryforwards that will expire beginning with the year ending in December 31, 2029. We also have approximately $21.6 million of state net operating loss carryforwards that have varying dates of expiration. We believe it is more-likely-than-not that the state loss carryforwards will expire prior to their utilization. As a result, a valuation allowance in the amount of $21.6 million is recorded against the state loss carryforwards in full. | |
At March 31, 2015 and December 31, 2014, the Company had no unrecognized tax benefit. Our policy is to accrue interest and penalties on unrecognized tax benefits and include them in federal income tax expense. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS |
During the three months ended March 31, 2015 and 2014, the Company had related party transactions through the normal course of business. These transactions include the following: | |
Through November 2014, the Company leased its Dallas, Texas headquarters on a month-to-month basis from family members of the Company's Chief Executive Officer. The Company terminated this lease during the fourth quarter of 2014. During the three months ended March 31, 2015 and 2014, the Company paid rent of $0 and $8,149, respectively under this agreement which is included in selling, general and administrative expense in the consolidated statements of income. | |
Through the Transaction Date, the Company paid a quarterly management fee to an executive calculated at .375% of cumulative capital contributions of certain members of Builder Finance at the end of each quarter. During the three months ended March 31, 2015 and 2014, the Company incurred $0.0 million and $0.4 million, respectively, of expenses from this arrangement which are included as management fees in the consolidated statements of income. | |
On October 27, 2014, in connection with the Transaction, the Company entered into the Loan Agreement, a guaranty and a pledge and security agreement with certain funds and accounts managed by Greenlight, our largest shareholder. Greenlight beneficially owns approximately 49.9% of the voting power of the Company. The Loan Agreement provides for a five year term loan facility in an aggregate principal amount of $150.0 million which funded part of the Transaction. Certain subsidiaries of the Company guarantee obligations under the Term Loan Facility pursuant to the guaranty. The Term Loan Facility bears interest at 9.0% per annum, payable quarterly, from October 27, 2014 through the first anniversary thereof and 10.0% per annum thereafter. The total Term Loan Facility, including accrued interest, payable at March 31, 2015 was approximately $153.4 million. During the three months ended March 31, 2015, the Company incurred and capitalized interest costs of $3.4 million under the Term Loan Facility. | |
In 2012, we formed Centre Living Homes, LLC (“Centre Living”), a builder that focuses on a limited number of homes and luxury townhomes each year in the Dallas, Texas market. Trevor Brickman, the son of Green Brick's Chief Executive Officer, is the President of Centre Living. Effective as of January 1, 2015, Centre Living's operating agreement was amended and restated to the same general terms as with our other builders, such that Green Brick's ownership interest in Centre Living is 50% and Trevor Brickman's ownership interest is 50% for future operations beginning January 1, 2015. Subsequent to this amendment, Green Brick has 51% voting control over the operations of Centre Living. As such, 100% of Centre Living's operations are included within our consolidated financial statements for the three months ended March 31, 2015. The noncontroling interest attributable to Centre Living was $0.2 million as of March 31, 2015. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS |
Fair Value of Financial Instruments | |
The Company’s financial instruments, none of which are held for trading purposes, include cash and cash equivalents, restricted cash, accounts receivable, notes receivable, investment in direct financing lease, earnest money deposits, other assets, accounts payable, accrued liabilities, customer and builder deposits, obligations related to land not owned under option agreements, borrowings on lines of credit, notes payable, and the Term Loan Facility. The Company estimates that due to the short term nature of underlying instruments or the proximity of the underlying transaction to the applicable reporting date that the fair value of all financial instruments does not differ materially from the aggregate carrying values recorded in the consolidated financial statements at March 31, 2015 and December 31, 2014. Per the fair value hierarchy, level 1 financial instruments include: cash and cash equivalents, restricted cash, earnest money deposits, and customer and builder deposits. All other instruments are deemed to be level 3. | |
The fair value of our Term Loan Facility approximates its carrying value of $150.0 million at March 31, 2015. The fair value is based upon a discounted future cash flow model, which uses level 3 inputs. | |
Fair Value of Nonfinancial Instruments | |
Nonfinancial assets and liabilities include items such as inventory and long lived assets that are measured at cost unless the carrying value is determined to be not recoverable in which case the affected instrument is written down to fair value. During the three months ended March 31, 2015 and the year ended December 31, 2014, the Company did not record any fair value adjustments to those financial and nonfinancial assets and liabilities measured at fair value on a nonrecurring basis. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES |
Warranties | |
The Company accrues an estimate of its exposure to warranty claims based on both current and historical home sales data and warranty costs incurred. The Company offers homeowners a comprehensive third party warranty on each home. Homes are generally covered by a ten year warranty for qualified and defined structural defects, one year for defects and products used, and two years for electrical, mechanical and plumbing systems. The Company accrues between $250 and $800 per home closed for future warranty claims, and evaluates the adequacy of the reserve annually. Warranty accruals are included within accrued expenses in the consolidated balance sheets. | |
Commitments | |
The Company has leases associated with office space in Georgia and Texas which are classified as operating leases. Rent expense under these leases are included in the selling, general and administrative expense in the consolidated statements of income. | |
Legal Matters | |
Lawsuits, claims and proceedings may be instituted or asserted against us in the normal course of business. The Company is also subject to local, state and federal laws and regulations related to land development activities, house construction standards, sales practices, employment practices and environmental protection. As a result, the Company may be subject to periodic examinations or inquiry by agencies administering these laws and regulations. | |
The Company records a reserve for potential legal claims and regulatory matters when they are probable of occurring and a potential loss is reasonably estimable. The Company accrues for these matters based on facts and circumstances specific to each matter and revises these estimates when necessary. | |
In view of the inherent difficulty of predicting outcomes of legal claims and related contingencies, the Company generally cannot predict their ultimate resolution, related timing or eventual loss. If evaluations indicate loss contingencies that could be material are not probable, but are reasonably possible, the Company will disclose their nature with an estimate of possible range of losses or a statement that such loss is not reasonably estimable. The Company has no litigation outstanding as of March 31, 2015. At March 31, 2015 and 2014, the Company did not have any accruals for asserted or unasserted matters. |
Segment_Information
Segment Information | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Segment Information | SEGMENT INFORMATION | |||||||
Financial information relating to Company’s reportable segments was as follows. Operational results of each reportable segment are not necessarily indicative of the results that would have been achieved had the reportable segment been an independent, stand-alone entity during the periods presented. | ||||||||
Three Months Ended March 31, | ||||||||
(in thousands) | 2015 | 2014 | ||||||
Revenues: | ||||||||
Builder Operations | ||||||||
Texas | $ | 29,088 | $ | 18,099 | ||||
Georgia | 20,573 | 31,537 | ||||||
Land Development | 8,791 | 13,373 | ||||||
$ | 58,452 | $ | 63,009 | |||||
Gross profit: | ||||||||
Builder Operations | ||||||||
Texas | $ | 7,871 | $ | 5,023 | ||||
Georgia | 5,976 | 7,221 | ||||||
Land Development | 2,513 | 3,605 | ||||||
$ | 16,360 | $ | 15,849 | |||||
March 31, 2015 | December 31, 2014 | |||||||
Inventory: | ||||||||
Builder Operations | ||||||||
Texas | $ | 54,282 | $ | 44,771 | ||||
Georgia | 138,275 | 129,361 | ||||||
Land Development | 96,702 | 100,171 | ||||||
$ | 289,259 | $ | 274,303 | |||||
Subsequent_Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT |
No events have occurred subsequent to March 31, 2015, that have required recognition or disclosure in the Company's consolidated financial statements. |
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation |
The unaudited consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and applicable regulations of the Securities and Exchange Commission (“SEC”), but do not include all of the information and footnotes required for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements for the periods presented reflect all adjustments, of a normal, recurring nature, necessary to fairly state our financial position, results of operations and cash flows. These consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2014, included in our Annual Report on Form 10-K filed with the SEC on March 31, 2015. Our operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for any future periods. | |
The consolidated financial statements include the historic accounts of JBGL and are consolidated with Green Brick beginning October 27, 2014. All intercompany balances and transactions have been eliminated in consolidation. Investments in which the Company directly or indirectly has an interest of more than 50 percent and/or is able to exercise control over the operations have been fully consolidated and noncontrolling interests are stated separately in the consolidated financial statements as required under the provisions of FASB ASC 810, Consolidations. | |
Use of Estimates | Use of Estimates |
The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes, including the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. | |
Noncontrolling Interests | Noncontrolling Interests |
We own 50% controlling interests in several builders. The financial statements of these builders are consolidated in our consolidated financial statements. The noncontrolling interests attributable to the 50% minority interests not owned by us are included as part of noncontrolling interests on the consolidated balance sheets. | |
Segment Reporting | Segment Information |
The Company’s operations are organized into two reportable segments: builder operations and land development. Builder operations consist of two operating segments: Texas and Georgia. In accordance with ASC 280, Segment Reporting, in determining the most appropriate reportable segments, we considered similar economic and other characteristics, geography including product types, production processes, average selling prices, gross profits, suppliers, land acquisition results, and underlying demand and supply. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In May 2014, FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The standard will replace most existing revenue recognition guidance in GAAP when it becomes effective. The standard is effective for the Company on January 1, 2017. Early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. In April 2015, the FASB proposed to defer the effective date of the standard by one year. If the proposal is approved, early adoption would be permitted as of the original effective date, and the standard would be effective for the Company beginning January 1, 2018. The Company has not yet selected a transition method and is currently evaluating the effect that the standard will have on its consolidated financial statements and related disclosures. | |
In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which amends the consolidation requirements in ASC 810, primarily related to limited partnerships and VIEs. The standard is effective for the Company beginning on January 1, 2016. Early adoption is permitted. The Company does not believe that the adoption of this standard will have a material effect on its consolidated financial statements and related disclosures. |
Net_Income_Attributable_to_Gre1
Net Income Attributable to Green Brick Partners, Inc. Per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Schedule of Earnings Per Share, Basic and Diluted | The computation of basic and diluted net income attributable to Green Brick Partners, Inc. per share using the treasury stock method is as follows (in thousands, except per share amounts): | |||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Basic net income attributable to Green Brick Partners, Inc. per share | ||||||||
Net income attributable to Green Brick Partners, Inc. —basic | $ | 4,018 | $ | 7,349 | ||||
Weighted-average number of shares outstanding —basic | 31,346 | 11,109 | ||||||
Basic net income attributable to Green Brick Partners, Inc. per share | $ | 0.13 | $ | 0.66 | ||||
Diluted net income attributable to Green Brick Partners, Inc. per share | ||||||||
Net income attributable to Green Brick Partners, Inc. —diluted | $ | 4,018 | $ | 7,349 | ||||
Weighted-average number of shares outstanding —diluted | 31,346 | 11,109 | ||||||
Diluted net income attributable to Green Brick Partners, Inc. per share | $ | 0.13 | $ | 0.66 | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following securities that could potentially dilute earnings per share in the future are not included in the determination of diluted net income attributable to Green Brick Partners, Inc. per common share (in thousands): | |||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Antidilutive options to purchase common stock | 158 | — | ||||||
Reverse_Recapitalization_Table
Reverse Recapitalization (Tables) | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Equity [Abstract] | ||||
Summary of Identifiable Liabilities of BioFuel Retained | The following table summarizes the net identifiable liabilities of BioFuel retained on the Transaction Date (in thousands): | |||
Cash | $ | 31,916 | ||
Deferred tax assets | 65,020 | |||
Deferred tax assets valuation allowance | (1,161 | ) | ||
Other assets | 591 | |||
Debt | (150,000 | ) | ||
Other liabilities | (312 | ) | ||
Net liabilities acquired | $ | (53,946 | ) |
Inventory_Inventory_Tables
Inventory Inventory (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Schedule of Real Estate Inventory [Table Text Block] | A summary of inventory is as follows (in thousands): | |||||||
March 31, 2015 | December 31, 2014 | |||||||
Completed home inventory and residential lots held for sale | $ | 55,585 | $ | 47,048 | ||||
Work in process | 210,647 | 203,756 | ||||||
Undeveloped land | 16,220 | 16,220 | ||||||
Land not owned under option agreements | 6,807 | 7,279 | ||||||
Total Inventory | $ | 289,259 | $ | 274,303 | ||||
Summary of Real Estate Inventory Capitalized Interest Costs [Table Text Block] | Interest costs incurred, capitalized and expensed were as follows (in thousands): | |||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Interest capitalized at beginning of period | $ | 3,713 | $ | 1,065 | ||||
Interest incurred | 3,800 | 304 | ||||||
Interest charged to cost of sales | (14 | ) | (105 | ) | ||||
Interest charged to interest expense | (281 | ) | (199 | ) | ||||
Interest capitalized at end of period | $ | 7,218 | $ | 1,065 | ||||
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Instrument [Line Items] | ||||||||
Schedule of Lines of Credit Outstanding | Lines of credit outstanding at March 31, 2015 and December 31, 2014 consist of the following (in thousands): | |||||||
March 31, 2015 | December 31, 2014 | |||||||
Promissory note to Inwood National Bank (“Inwood”): | ||||||||
Direct finance leases A(1) | $ | — | $ | 662 | ||||
Direct finance leases B(2) | — | 899 | ||||||
John’s Creek(3) | 19,500 | 12,500 | ||||||
Total lines of credit | $ | 19,500 | $ | 14,061 | ||||
-1 | During 2012, a subsidiary of JBGL opened a line of credit (“LOC”) issued by Inwood in the amount of $4.8 million maturing on April 13, 2014, bearing a minimum interest rate of 4.0%, which was in effect during the three months ended March 31, 2015, and collateralized by the leased assets. The LOC was renewed during 2014 until April 13, 2015. This LOC was paid off as of March 31, 2015. | |||||||
-2 | During 2012, a subsidiary of JBGL opened a LOC issued by Inwood in the amount of $3.0 million maturing on September 15, 2014, bearing a minimum interest rate of 4.0%, which was in effect during the three months ended March 31, 2015, and collateralized by the leased assets. The LOC was renewed until April 13, 2015. This LOC was paid off as of March 31, 2015. | |||||||
-3 | During 2012, a subsidiary of JBGL opened a LOC with Inwood in the amount of $8.0 million. On October 13, 2013, the JBGL subsidiary extended this revolving credit facility and increased the size from $8.0 million to $25.0 million maturing on October 13, 2014. Interest accrues and is payable monthly at a rate of 4.0%. Amounts drawn under this credit facility as of March 31, 2015 totaled $19.5 million and were secured by land owned in John’s Creek, Georgia. The credit facility was renewed until October 13, 2015. | |||||||
Notes Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Schedule of Long-term Debt | Notes payable outstanding at March 31, 2015 and December 31, 2014 consist of the following (in thousands): | |||||||
March 31, 2015 | December 31, 2014 | |||||||
Note payable to unrelated third party: | ||||||||
Briar Ridge Investments, LTD(1) | $ | 9,000 | $ | 9,000 | ||||
Lakeside DFW Land, LTD(2) | — | 1,824 | ||||||
Subordinated Lot Notes(3) | 1,750 | 1,327 | ||||||
Total notes payable | $ | 10,750 | $ | 12,151 | ||||
-1 | On December 13, 2013, a subsidiary of JBGL signed a promissory note for $9 million maturing at December 13, 2017, bearing interest at 6.0% per annum collateralized by land purchased in Allen, Texas. Accrued interest at March 31, 2015 was $0. | |||||||
-2 | On April 15, 2013, a subsidiary of JBGL signed a promissory note for $3.5 million maturing on January 22, 2014 bearing interest at 6.0% per annum collateralized by land located in Denton, Texas. This note was paid in full during 2014. On April 16, 2014, a new promissory note was signed for $3.3 million maturing on April 30, 2015 bearing interest at 5.0% collateralized by land located in Denton, Texas. $1.5 million of this note was repaid in July, 2014. This note was paid in full during the three months ended March 31, 2015. | |||||||
-3 | Subsidiaries of the Company purchased lots under various agreements from unrelated third parties. The sellers of these lots have subordinated a percentage of the lot purchase price to various construction loans of subsidiaries of the Company’s construction loans. Notes were signed in relation to the subordination bearing interest at between 8.0% and 14.0%, collateralized by liens on the homes built on each lot. The sellers will release their lien upon payment of principle plus accrued interest at the closing of each individual home to a third party buyer | |||||||
Secured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Schedule of Long-term Debt | Term loan facility outstanding consists of the following (in thousands): | |||||||
March 31, 2015 | December 31, 2014 | |||||||
Term Loan Facility | $ | 150,000 | $ | 150,000 | ||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||
Stockholders' Equity Attributable to Parent [Abstract] | |||||||||||||||||||||||||||
Schedule of Stockholders Equity | A summary of changes in stockholders’ equity is presented below (dollars in thousands): | ||||||||||||||||||||||||||
Common Stock | Additional Paid-in Capital | Retained Earnings | Total Green Brick Partners, Inc. Stockholders’ Equity | Noncontrolling Interests | Total Stockholders’ Equity | ||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||||
Balance at December 31, 2013 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 33,014 | $ | 189,110 | $ | 9,709 | $ | 198,819 | ||||||||||||||
Contributions | — | — | — | — | — | — | — | ||||||||||||||||||||
Distributions | — | — | — | (877 | ) | (877 | ) | (1,157 | ) | (2,034 | ) | ||||||||||||||||
Net income | — | — | — | 7,349 | 7,349 | 2,467 | 9,816 | ||||||||||||||||||||
Balance at March 31, 2014 | 11,108,500 | $ | 111 | $ | 155,985 | $ | 39,486 | $ | 195,582 | $ | 11,019 | $ | 206,601 | ||||||||||||||
Balance at December 31, 2014 | 31,346,084 | $ | 313 | $ | 101,626 | $ | 69,919 | $ | 171,858 | $ | 9,739 | $ | 181,597 | ||||||||||||||
Share-based compensation | — | — | 83 | — | 83 | — | 83 | ||||||||||||||||||||
Contributions | — | — | — | — | — | 45 | 45 | ||||||||||||||||||||
Distributions | — | — | — | — | — | (300 | ) | (300 | ) | ||||||||||||||||||
Net income | — | — | — | 4,018 | 4,018 | 2,170 | 6,188 | ||||||||||||||||||||
Balance at March 31, 2015 | 31,346,084 | $ | 313 | $ | 101,709 | $ | 73,937 | $ | 175,959 | $ | 11,654 | $ | 187,613 | ||||||||||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Summary of Stock Option Activity | A summary of stock option activity as of March 31, 2015, and the changes during the three months ended March 31, 2015 is as follows: | |||||||||||||
Number of Shares (in thousands) | Weighted Average Exercise Price per Share | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in thousands) | |||||||||||
Options outstanding, December 31, 2014 | 500 | $ | 7.49 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Options outstanding, March 31, 2015 | 500 | $ | 7.49 | 9.63 | $ | 397 | ||||||||
Options exercisable, March 31, 2015 | — | $ | — | — | $ | — | ||||||||
Summary of Unvested Stock Options Activity | A summary of our unvested stock options as of March 31, 2015, and the changes during the three months ended March 31, 2015 is as follows: | |||||||||||||
Number of Shares (in thousands) | Weighted Average Per Share Grant Date Fair Value | |||||||||||||
Unvested, December 31, 2014 | 500 | $ | 2.88 | |||||||||||
Granted | — | — | ||||||||||||
Vested | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Unvested, March 31, 2015 | 500 | $ | 2.88 | |||||||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Schedule of Segment Reporting Information | ||||||||
Three Months Ended March 31, | ||||||||
(in thousands) | 2015 | 2014 | ||||||
Revenues: | ||||||||
Builder Operations | ||||||||
Texas | $ | 29,088 | $ | 18,099 | ||||
Georgia | 20,573 | 31,537 | ||||||
Land Development | 8,791 | 13,373 | ||||||
$ | 58,452 | $ | 63,009 | |||||
Gross profit: | ||||||||
Builder Operations | ||||||||
Texas | $ | 7,871 | $ | 5,023 | ||||
Georgia | 5,976 | 7,221 | ||||||
Land Development | 2,513 | 3,605 | ||||||
$ | 16,360 | $ | 15,849 | |||||
March 31, 2015 | December 31, 2014 | |||||||
Inventory: | ||||||||
Builder Operations | ||||||||
Texas | $ | 54,282 | $ | 44,771 | ||||
Georgia | 138,275 | 129,361 | ||||||
Land Development | 96,702 | 100,171 | ||||||
$ | 289,259 | $ | 274,303 | |||||
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 0 Months Ended | |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 | Oct. 27, 2014 | Jun. 10, 2014 |
segment | |||
Class of Stock [Line Items] | |||
Number of Reportable Segments | 2 | ||
Number of Operating Segments | 2 | ||
Ownership percentage by parent included in consolidation (more than) | 50.00% | ||
Ownership percentage by parent | 50.00% | ||
Ownership percentage by noncontrolling owners | 50.00% | ||
Reverse Recapitalization | |||
Class of Stock [Line Items] | |||
Proceeds from rights offering | $70 | ||
Reverse Recapitalization | Common Stock | LLC and LP | JBGL | |||
Class of Stock [Line Items] | |||
Agreed upon purchase price, cash and equity | 275 | 275 | |
Cash payment to acquired business | 191.8 | ||
Noncash portion of business acquisition | 11,108,500 | ||
Issue price of shares | $7.49 | ||
Reverse Recapitalization | Term Loan Facility | Secured Debt | Greenlight Capital, Inc | |||
Class of Stock [Line Items] | |||
Debt instrument, face amount | 150 | ||
Reverse Recapitalization | Rights | Common Stock | |||
Class of Stock [Line Items] | |||
Issue price of shares | $5 | ||
Proceeds from rights offering | 24.2 | ||
Shares of common stock authorized, conversion ratio | 2.2445 | ||
Shares issued in rights offering | 4,843,384 | ||
Reverse Recapitalization | Private Placement | Common Stock | Third Point LLC and Affiliates | |||
Class of Stock [Line Items] | |||
Proceeds from rights offering | 21 | ||
Shares issued in rights offering | 4,198,998 | ||
Reverse Recapitalization | Private Placement | Greenlight Capital, Inc | Common Stock | Third Point LLC and Affiliates | |||
Class of Stock [Line Items] | |||
Proceeds from rights offering | $24.80 | ||
Shares issued in rights offering | 4,957,618 |
Net_Income_Attributable_to_Gre2
Net Income Attributable to Green Brick Partners, Inc. Per Share (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings Per Share [Abstract] | ||
Net income attributable to Green Brick Partners, Inc. —basic | $4,018 | $7,349 |
Weighted-average number of shares outstanding —basic | 31,346 | 11,109 |
Basic net income attributable to Green Brick Partners, Inc. per share (usd per share) | $0.13 | $0.66 |
Net income attributable to Green Brick Partners, Inc. —diluted | $4,018 | $7,349 |
Weighted-average number of shares outstanding —diluted | 31,346 | 11,109 |
Diluted net income attributable to Green Brick Partners, Inc. per share (usd per share) | $0.13 | $0.66 |
Antidilutive options to purchase common stock (shares) | 158 | 0 |
Reverse_Recapitalization_Narra
Reverse Recapitalization - Narrative (Details) (USD $) | 0 Months Ended | |||||
In Millions, except Share data, unless otherwise specified | Oct. 27, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 10, 2014 |
Class of Stock [Line Items] | ||||||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | ||||
Common stock, par value (in dollars per share) | $0.01 | $0.01 | ||||
Common stock, shares outstanding (in shares) | 31,346,084 | 31,346,084 | ||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Common stock, shares outstanding (in shares) | 31,346,084 | 31,346,084 | 11,108,500 | 11,108,500 | ||
Reverse Recapitalization | ||||||
Class of Stock [Line Items] | ||||||
Common stock, shares authorized (in shares) | 100,000,000 | |||||
Common stock, par value (in dollars per share) | $0.01 | |||||
Common stock, shares outstanding (in shares) | 31,346,084 | |||||
Business Acquisition, Transaction Costs | $3.20 | |||||
Reverse Recapitalization | JBGL | LLC and LP | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Agreed upon purchase price, cash and equity | 275 | 275 | ||||
Cash payment to acquired business | $191.80 | |||||
Noncash portion of business acquisition | 11,108,500 | |||||
Issue price of shares | $7.49 |
Reverse_Recapitalization_Summa
Reverse Recapitalization - Summary of Identifiable Liabilities of BioFuel Retained (Details) (Reverse Recapitalization, USD $) | Oct. 27, 2014 |
In Thousands, unless otherwise specified | |
Reverse Recapitalization | |
Business Acquisition [Line Items] | |
Cash | $31,916 |
Deferred tax assets | 65,020 |
Deferred tax assets valuation allowance | -1,161 |
Other assets | 591 |
Debt | -150,000 |
Other liabilities | -312 |
Net liabilities acquired | ($53,946) |
Inventory_Details
Inventory (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Completed home inventory and residential lots held for sale | $55,585 | $47,048 |
Work in process | 210,647 | 203,756 |
Undeveloped land | 16,220 | 16,220 |
Land not owned under option agreements | 6,807 | 7,279 |
Inventory | $289,259 | $274,303 |
Inventory_Capitalization_of_In
Inventory Capitalization of Interest (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Real Estate Inventory, Capitalized Interest Costs [Roll Forward] | ||
Interest capitalized at beginning of period | $3,713 | $1,065 |
Interest incurred | 3,800 | 304 |
Interest charged to cost of sales | -14 | -105 |
Interest charged to interest expense | -281 | -199 |
Interest capitalized at end of period | $7,218 | $1,065 |
Debt_Schedule_of_Longterm_Debt
Debt (Schedule of Long-term Debt - Term Loan Facility) (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Term Loan Facility | $150,000 | $150,000 |
Greenlight Capital, Inc | Reverse Recapitalization | Term Loan Facility | Secured Debt | ||
Debt Instrument [Line Items] | ||
Term Loan Facility | $150,000 | $150,000 |
Debt_Narrative_Details
Debt (Narrative) (Details) (Secured Debt, USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | Oct. 27, 2014 | Oct. 28, 2015 |
Debt Instrument [Line Items] | ||
Maximum period electable to pay interest in kind | 12 months | |
Reverse Recapitalization | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Mandatory prepayment, percentage of net cash proceeds from incurrence of debt | 100.00% | |
Voluntary prepayment premium | 1.00% | |
Reverse Recapitalization | Term Loan Facility | Other Assets | ||
Debt Instrument [Line Items] | ||
Debt issuance cost | 0.4 | |
Reverse Recapitalization | Term Loan Facility | Greenlight Capital, Inc | ||
Debt Instrument [Line Items] | ||
Percentage of voting interest | 49.90% | |
Debt instrument, term | 5 years | |
Debt instrument, face amount | 150 | |
Stated interest rate | 9.00% | |
Reverse Recapitalization | Minimum | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio, one (no more than) | 0.8 | |
Fixed charge coverage ratio, two (no more than) | 1 | |
Reverse Recapitalization | Maximum | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio, one (no more than) | 1 | |
Fixed charge coverage ratio, two (no more than) | 1.2 | |
Scenario, Forecast | Reverse Recapitalization | Term Loan Facility | Greenlight Capital, Inc | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 10.00% |
Debt_Schedule_of_Lines_of_Cred
Debt (Schedule of Lines of Credit Outstanding) (Details) (Subsidiary of JBGL, Inwood National Bank, USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Oct. 13, 2014 | Oct. 13, 2013 | Dec. 31, 2012 |
Line of Credit Facility [Line Items] | |||||
Borrowings on lines of credit | $19,500,000 | $14,061,000 | |||
Direct Finance Leases A | |||||
Line of Credit Facility [Line Items] | |||||
Borrowings on lines of credit | 0 | 662,000 | |||
Line of credit, maximum borrowing capacity | 4,800,000 | ||||
Direct Finance Leases B | |||||
Line of Credit Facility [Line Items] | |||||
Borrowings on lines of credit | 0 | 899,000 | |||
Line of credit, maximum borrowing capacity | 3,000,000 | ||||
John's Creek | |||||
Line of Credit Facility [Line Items] | |||||
Borrowings on lines of credit | 19,500,000 | 12,500,000 | |||
Line of credit, maximum borrowing capacity | $25,000,000 | $8,000,000 | |||
Stated interest rate | 4.00% | ||||
Minimum rate on Inwood loan | Direct Finance Leases A | |||||
Line of Credit Facility [Line Items] | |||||
Stated interest rate | 4.00% | ||||
Minimum rate on Inwood loan | Direct Finance Leases B | |||||
Line of Credit Facility [Line Items] | |||||
Stated interest rate | 4.00% |
Debt_Schedule_of_Longterm_Debt1
Debt (Schedule of Long-term Debt - Notes Payable) (Details) (USD $) | 3 Months Ended | 1 Months Ended | |||||
Mar. 31, 2015 | Mar. 31, 2014 | Jul. 31, 2014 | Dec. 31, 2014 | Dec. 13, 2013 | Apr. 16, 2014 | Apr. 15, 2013 | |
Debt Instrument [Line Items] | |||||||
Notes payable | $10,750,000 | $12,151,000 | |||||
Repayments of Notes Payable | 2,410,000 | 9,366,000 | |||||
Notes Payable | Briar Ridge Investments, LTD | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 9,000,000 | 9,000,000 | |||||
Notes Payable | Lakeside DFW Land, LTD | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 0 | 1,824,000 | |||||
Notes Payable | Subordinated Lot Notes | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 1,750,000 | 1,327,000 | |||||
Subsidiary of JBGL | Notes Payable | Briar Ridge Investments, LTD | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 6.00% | ||||||
Interest Payable | 0 | ||||||
Debt instrument, face amount | 9,000,000 | ||||||
Subsidiary of JBGL | Notes Payable | Lakeside DFW Land, LTD | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 5.00% | 6.00% | |||||
Debt instrument, face amount | 3,300,000 | 3,500,000 | |||||
Repayments of Notes Payable | $1,500,000 | ||||||
Subsidiaries of the Company | Minimum | Notes Payable | Subordinated Lot Notes | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 8.00% | ||||||
Subsidiaries of the Company | Maximum | Notes Payable | Subordinated Lot Notes | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 14.00% |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (shares) | 31,346,084 | |||
Beginning balance | $181,597 | $198,819 | ||
Share-based compensation | 83 | |||
Contributions | 45 | 0 | ||
Distributions | 300 | 2,034 | ||
Net income | 6,188 | 9,816 | ||
Ending balance (shares) | 31,346,084 | |||
Ending balance | 187,613 | 206,601 | ||
Noncontrolling Interests | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 9,739 | 9,709 | ||
Contributions | 45 | 0 | ||
Distributions | 300 | 1,157 | ||
Net income | 2,170 | 2,467 | ||
Ending balance | 11,654 | 11,019 | ||
Total Green Brick Partners, Inc. Stockholders’ Equity | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 171,858 | 189,110 | ||
Share-based compensation | 83 | |||
Contributions | 0 | 0 | ||
Distributions | 0 | -877 | ||
Net income | 4,018 | 7,349 | ||
Ending balance | 175,959 | 195,582 | ||
Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (shares) | 31,346,084 | 11,108,500 | ||
Beginning balance | 313 | 111 | ||
Ending balance (shares) | 31,346,084 | 11,108,500 | 31,346,084 | 11,108,500 |
Ending balance | 313 | 111 | 313 | 111 |
Additional Paid-in Capital | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 101,626 | 155,985 | ||
Share-based compensation | 83 | |||
Contributions | 0 | 0 | ||
Distributions | 0 | 0 | ||
Ending balance | 101,709 | 155,985 | ||
Retained Earnings | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 69,919 | 33,014 | ||
Contributions | 0 | 0 | ||
Distributions | 0 | 877 | ||
Net income | 4,018 | 7,349 | ||
Ending balance | $73,937 | $39,486 |
ShareBased_Compensation_Narrat
Share-Based Compensation (Narrative) (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Shares granted | 0 | 0 |
ShareBased_Compensation_Summar
Share-Based Compensation (Summary of Stock Option Activity) (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options outstanding, beginning balance (in shares) | 500,000 | |
Granted (in shares) | 0 | 0 |
Exercised (in shares) | 0 | |
Forfeited (in shares) | 0 | |
Options outstanding, ending balance (in shares) | 500,000 | |
Options exercisable (in shares) | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Options outstanding, beginning balance (in dollars per share) | $7.49 | |
Granted (in dollars per share) | $0 | |
Exercised (in dollars per share) | $0 | |
Forfeited (in dollars per share) | $0 | |
Options outstanding, ending balance (in dollars per share) | $7.49 | |
Options exercisable (in dollars per share) | $0 | |
Options outstanding, weighted average remaining life (in years) | 9 years 5 months 77 days | |
Options exercisable, weighted average remaining life (in years) | 0 years | |
Options outstanding, aggregate intrinsic value | $397 | |
Options exercisable, aggregate intrinsic value | $0 |
ShareBased_Compensation_Summar1
Share-Based Compensation (Summary of Unvested Stock Options Activity) (Details) (USD $) | 3 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |
Unvested, beginning balance (in shares) | 500 |
Granted (in shares) | 0 |
Vested (in shares) | 0 |
Forfeited (in shares) | 0 |
Unvested, ending balance (in shares) | 500 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Unvested, beginning balance (in dollars per share) | $2.88 |
Granted (in dollars per share) | $0 |
Vested (in dollars per share) | $0 |
Forfeited (in dollars per share) | $0 |
Unvested, ending balance (in dollars per share) | $2.88 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | |||
Income Tax Expense (Benefit) | $2,207,000 | $338,000 | |
Effective Income Tax Rate Reconciliation, Percent | 26.30% | 3.30% | |
Deferred tax assets | 87,200,000 | ||
Valuation allowance for deferred tax assets | 1,200,000 | ||
Uncertain income tax positions | 0 | 0 | |
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 178,800,000 | ||
Operating loss carryforward, expiration date | 31-Dec-29 | ||
State | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 21,600,000 | ||
Valuation allowance related to state loss carryforwards | $21,600,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 10 Months Ended | 0 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Oct. 27, 2014 | Oct. 27, 2014 | Dec. 31, 2014 | Oct. 28, 2015 | |
Related Party Transaction [Line Items] | ||||||
Management fees expense – related party | $0 | $380,000 | ||||
Interest incurred | 3,800,000 | 304,000 | ||||
Ownership percentage by parent | 50.00% | |||||
Ownership percentage by noncontrolling owners | 50.00% | |||||
Net income | 11,654,000 | 9,739,000 | ||||
Executive | ||||||
Related Party Transaction [Line Items] | ||||||
Management fee percentage | 0.38% | |||||
Management fees expense – related party | 0 | 400,000 | ||||
CentreLiving [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of voting interest | 51.00% | |||||
Ownership percentage by parent | 50.00% | |||||
Ownership percentage by noncontrolling owners | 50.00% | |||||
PercentofCentreLivingOperationsConsolidated | 100.00% | |||||
Net income | 200,000 | |||||
Texas Headquarters | Selling, General and Administrative Expenses | Family Members of CEO | ||||||
Related Party Transaction [Line Items] | ||||||
Rent expense | 0 | 8,149 | ||||
Reverse Recapitalization | Term Loan Facility | Secured Debt | Greenlight Capital, Inc | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of voting interest | 49.90% | 49.90% | ||||
Debt instrument, term | 5 years | |||||
Debt instrument, face amount | 150,000,000 | 150,000,000 | ||||
Stated interest rate | 9.00% | 9.00% | ||||
Accrued interest payable | 153,400,000 | |||||
Interest incurred | $3,400,000 | |||||
Reverse Recapitalization | Scenario, Forecast | Term Loan Facility | Secured Debt | Greenlight Capital, Inc | ||||||
Related Party Transaction [Line Items] | ||||||
Stated interest rate | 10.00% |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value adjustment to assets | $0 | $0 |
Fair value adjustment to liabilities | 0 | 0 |
Secured Debt | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan facility | $150,000,000 |
Commitments_and_Contingencies_
Commitments and Contingencies (Narrative) (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | ||
Loss contingency accruals | $0 | $0 |
Loss Contingency, Pending Claims, Number | 0 | |
Minimum | ||
Operating Leased Assets [Line Items] | ||
Estimated accrual amount per home closed | 250 | |
Maximum | ||
Operating Leased Assets [Line Items] | ||
Estimated accrual amount per home closed | $800 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Sale of residential units | $49,661 | $49,636 | |
Sale of land and lots | 8,791 | 13,373 | |
Gross Profit, Home Building | 13,847 | 12,244 | |
Gross Profit on Land and Lots | 2,513 | 3,605 | |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Revenues | 58,452 | 63,009 | |
Gross profit | 16,360 | 15,849 | |
Assets | 289,259 | 274,303 | |
Operating Segments | Texas | |||
Segment Reporting Information [Line Items] | |||
Sale of residential units | 29,088 | 18,099 | |
Gross Profit, Home Building | 7,871 | 5,023 | |
Assets | 54,282 | 44,771 | |
Operating Segments | Georgia | |||
Segment Reporting Information [Line Items] | |||
Sale of residential units | 20,573 | 31,537 | |
Gross Profit, Home Building | 5,976 | 7,221 | |
Assets | 138,275 | 129,361 | |
Operating Segments | Land Development | |||
Segment Reporting Information [Line Items] | |||
Sale of land and lots | 8,791 | 13,373 | |
Gross Profit on Land and Lots | 2,513 | 3,605 | |
Assets | $96,702 | $100,171 |