Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 25, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Green Brick Partners, Inc. | ||
Entity Central Index Key | 1,373,670 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 48,833,323 | ||
Entity Public Float | $ 153,383,220 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 19,909 | $ 21,267 |
Restricted cash | 1,392 | 1,709 |
Accounts receivable | 3,314 | 749 |
Inventory | 344,132 | 275,141 |
Investment in direct financing leases | 0 | 2,768 |
Property and equipment, net | 802 | 791 |
Earnest money deposits | 17,845 | 6,676 |
Deferred income tax assets, net | 80,663 | 89,197 |
Other assets | 5,819 | 2,027 |
Total assets | 473,876 | 400,325 |
Liabilities and stockholders’ equity | ||
Accounts payable | 13,530 | 13,551 |
Accrued expenses | 5,719 | 11,299 |
Customer and builder deposits | 6,938 | 9,752 |
Obligations related to land not owned under option agreements | 18,176 | 7,914 |
Borrowings on lines of credit | 47,500 | 14,061 |
Notes payable | 10,158 | 12,151 |
Term loan facility | 0 | 150,000 |
Total liabilities | 102,021 | 218,728 |
Commitments and contingencies (Note 13) | 0 | 0 |
Stockholders’ equity | ||
Common shares, $0.01 par value: 100,000,000 shares authorized; 48,833,323 and 31,346,084 issued and outstanding as of December 31, 2015 and 2014, respectively | 488 | 313 |
Additional paid-in capital | 271,867 | 101,626 |
Retained earnings | 87,177 | 69,919 |
Total Green Brick Partners, Inc. stockholders’ equity | 359,532 | 171,858 |
Noncontrolling interests | 12,323 | 9,739 |
Total stockholders’ equity | 371,855 | 181,597 |
Total liabilities and stockholders’ equity | $ 473,876 | $ 400,325 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - $ / shares | Dec. 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) | 48,833,323 | 31,346,084 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Sale of residential units | $ 254,267 | $ 200,650 | $ 168,591 |
Sale of land and lots | 36,878 | 45,452 | 33,735 |
Total revenues | 291,145 | 246,102 | 202,326 |
Cost of residential units | 196,529 | 149,809 | 122,781 |
Cost of land and lots | 27,125 | 34,082 | 21,513 |
Total cost of sales | 223,654 | 183,891 | 144,294 |
Total gross profit | 67,491 | 62,211 | 58,032 |
Salary expense | (20,685) | (14,868) | (10,251) |
Management fees expense – related party | 0 | (1,266) | (1,016) |
Selling, general and administrative expense | (13,665) | (10,099) | (6,623) |
Operating profit | 33,141 | 35,978 | 40,142 |
Interest expense | (281) | (1,393) | (315) |
Depreciation and amortization expense | (865) | (291) | (127) |
Interest and fees income | 0 | 265 | 2,503 |
Interest on direct financing leases income | 13 | 781 | 1,039 |
Profit participation on notes receivable | 0 | 0 | 597 |
Other income, net | 2,708 | 869 | 804 |
Income before taxes | 34,716 | 36,209 | 44,643 |
Income tax provision (benefit) | 9,171 | (24,853) | 327 |
Net income | 25,545 | 61,062 | 44,316 |
Less: net income attributable to noncontrolling interests | 10,220 | 11,036 | 12,309 |
Net income attributable to Green Brick Partners, Inc. | $ 15,325 | $ 50,026 | $ 32,007 |
Net income attributable to Green Brick Partners, Inc. per common share: | |||
Basic (in dollars per share) | $ 0.38 | $ 3.40 | $ 2.88 |
Diluted (in dollars per share) | $ 0.38 | $ 3.40 | $ 2.88 |
Weighted average common shares used in the calculation of net income attributable to Green Brick Partners, Inc. per common share: | |||
Basic (in shares) | 40,068 | 14,712 | 11,109 |
Diluted (in shares) | 40,099 | 14,712 | 11,109 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Total Green Brick Partners, Inc. Stockholders’ Equity | Noncontrolling Interests |
Balance (in shares) at Dec. 31, 2012 | 11,108,500 | |||||
Balance at Dec. 31, 2012 | $ 121,688 | $ 111 | $ 98,699 | $ 20,485 | $ 119,295 | $ 2,393 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Contributions | 59,042 | 57,286 | 57,286 | 1,756 | ||
Distributions | (26,227) | (19,478) | (19,478) | (6,749) | ||
distributionsoutofperiodadjustmentnonmaterial | 0 | |||||
Net income | 44,316 | 32,007 | 32,007 | 12,309 | ||
Balance (in shares) at Dec. 31, 2013 | 11,108,500 | |||||
Balance at Dec. 31, 2013 | 198,819 | $ 111 | 155,985 | 33,014 | 189,110 | 9,709 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation | 40 | 40 | 40 | |||
Common stock issued in private and public offering (in shares) | 14,000,000 | |||||
Common stock issued in private and public offering | 70,000 | $ 140 | 69,860 | 70,000 | ||
Issuance of common stock for reverse recapitalization (in shares) | 6,237,584 | |||||
Issuance of common stock for reverse recapitalization | (124,197) | $ (62) | (124,259) | (124,197) | ||
Contributions | 787 | 787 | ||||
Distributions | (24,914) | (13,121) | (13,121) | (11,793) | ||
distributionsoutofperiodadjustmentnonmaterial | 0 | |||||
Net income | $ 61,062 | 50,026 | 50,026 | 11,036 | ||
Balance (in shares) at Dec. 31, 2014 | 31,346,084 | 31,346,084 | ||||
Balance at Dec. 31, 2014 | $ 181,597 | $ 313 | 101,626 | 69,919 | 171,858 | 9,739 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation | 383 | 383 | 383 | |||
Issuance of common stock under 2014 Equity Plan (in shares) | 42,342 | |||||
Issuance of common stock under 2014 Equity Plan | 91 | 91 | 91 | |||
Issuance of common stock in connection with secondary offering, net of issuance costs (in shares) | 17,444,897 | |||||
Issuance of common stock in connection with secondary offering, net of issuance costs | 169,942 | $ 175 | 169,767 | 169,942 | ||
Contributions | 87 | 87 | ||||
Distributions | (7,723) | (7,723) | ||||
distributionsoutofperiodadjustmentnonmaterial | 1,933 | 1,933 | 1,933 | |||
Net income | $ 25,545 | 15,325 | 15,325 | 10,220 | ||
Balance (in shares) at Dec. 31, 2015 | 48,833,323 | 48,833,323 | ||||
Balance at Dec. 31, 2015 | $ 371,855 | $ 488 | $ 271,867 | $ 87,177 | $ 359,532 | $ 12,323 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 25,545 | $ 61,062 | $ 44,316 |
distributionsoutofperiodadjustmentnonmaterial | 1,933 | 0 | 0 |
Adjustment to reconcile net income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization expense | 865 | 291 | 127 |
Share-based compensation | 474 | 40 | 0 |
Deferred income taxes, net | 8,352 | (25,338) | 0 |
Changes in operating assets and liabilities | |||
Decrease (increase) in restricted cash | 317 | (326) | (1,063) |
Increase in accounts receivable | (2,566) | (303) | (333) |
Increase in inventory | (58,728) | (38,026) | (96,630) |
Increase in earnest money deposits | (11,169) | (3,384) | (1,983) |
Increase in other assets | (4,361) | (828) | (982) |
(Decrease) increase in accounts payable | (21) | 4,898 | 4,137 |
(Decrease) increase in accrued expenses | (3,465) | 4,706 | 3,957 |
Decrease in customer and builder deposits | (2,814) | (1,022) | (1,445) |
Net cash (used in) provided by operating activities | (47,571) | 1,770 | (49,899) |
Cash flows from investing activities: | |||
Proceeds from sale of investment in direct financing leases | 2,768 | 5,581 | 3,168 |
Issuance of notes receivable | 0 | (1,600) | (4,201) |
Repayments of notes receivable | 0 | 9,156 | 11,917 |
Acquisition of property and equipment | (307) | (520) | (98) |
Net cash provided by investing activities | 2,461 | 12,617 | 10,786 |
Cash flows from financing activities: | |||
Cash received as part of reverse recapitalization | 0 | (31,916) | 0 |
Borrowings from lines of credit | 86,000 | 19,000 | 39,000 |
Proceeds from notes payable | 3,206 | 7,989 | 21,462 |
Repayments of lines of credit | (52,561) | (22,147) | (28,336) |
Repayments of notes payable | (5,199) | (22,434) | (16,309) |
Repayment of term loan facility | (150,000) | 0 | 0 |
Proceeds from equity offering, net of issuance costs | 169,942 | 0 | 0 |
Contributions from controlling interests | 0 | 0 | 57,286 |
Contributions from noncontrolling interests | 87 | 787 | 1,756 |
Distributions to controlling interests | 0 | (13,121) | (19,478) |
Distributions to noncontrolling interests | (7,723) | (11,793) | (6,749) |
Net cash provided by (used in) financing activities | 43,752 | (9,803) | 48,632 |
Net cash provided by (used in) financing activities | (1,358) | 4,584 | 9,519 |
Cash and cash equivalents at beginning of year | 21,267 | 16,683 | 7,164 |
Cash and cash equivalents at beginning of year | 19,909 | 21,267 | 16,683 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest, net of capitalized interest | 2,764 | 1,433 | 497 |
Cash paid for taxes | 1,339 | 636 | 665 |
Supplemental disclosure of noncash investing and financing activities: | |||
Increase in land not owned under option agreements | (8,935) | (7,279) | 0 |
Accrued debt issuance costs | $ 52 | $ 235 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | ORGANIZATION AND BASIS OF PRESENTATION 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”). In 2015, the Loan Agreement was repaid in full. 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 . 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. We are a uniquely structured company that combines residential land development and homebuilding. We acquire and develop land, provide land and construction financing to our controlled builders and participate in the profits of our controlled builders. Our core markets are in the high growth U.S. metropolitan areas of Dallas, Texas and Atlanta, Georgia. We are engaged in all aspects of the homebuilding process, including land acquisition and development, entitlements, design, construction, marketing and sales and the creation of brand images at our residential neighborhoods and master planned communities. The consolidated financial statements set forth in this Annual Report on Form 10-K 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 accompanying 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”). 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 . The Company has created subsidiaries for each significant community and or project in which it invests. We had ninety-two subsidiaries as of December 31, 2015 . |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | SIGNIFICANT ACCOUNTING POLICIES 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. Cash and Cash Equivalents The Company considers all cash and short term liquid investments with original maturities of 90 days or less to be cash and cash equivalents. The cash balances of the Company are held in multiple financial institutions. At times, cash and cash equivalent balances at certain banks and financial institutions may exceed insurable amounts. The Company believes it mitigates this risk by monitoring the financial stability of institutions holding material cash balances. The Company has not experienced any losses in such accounts and believes that the risk of loss is minimal. Restricted Cash Restricted cash primarily relates to refundable customer deposits, some of which are held in escrow. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable represent amounts due from customers and third parties originating during the normal course of business. As of December 31, 2015 and 2014 , all amounts are considered fully collectible and no allowance for doubtful accounts is recorded. The allowance for doubtful accounts is estimated based on our historical losses, the existing economic conditions, and the financial stability of our customers. Receivables are written-off in the period that they are deemed uncollectible. Inventory and Cost of Sales Inventory consists of land in the process of development, undeveloped land, developed lots, completed homes, raw land scheduled for development, and land not owned under option agreements 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. Residential lots held for sale and lots held for development include the initial cost of acquiring the land as well as certain costs capitalized related to developing the land into individual residential lots including interest and real estate taxes. Land, development and other project costs, including interest and property taxes incurred during development and home construction, are capitalized. Land development and other common costs that benefit an entire community are allocated to individual lots or homes based on relative sales value. The costs of lots are transferred to work in progress when home construction begins. Home construction costs and related carrying charges (principally interest and property taxes) are allocated to the cost of individual homes using the specific identification method. Inventory costs for completed homes are expensed as cost of sales as homes are sold. Changes to estimated total development costs subsequent to initial home closings in a community are generally allocated to the unsold homes in the community on a pro-rata basis. The life cycle of a community generally ranges from two to six years, commencing with the acquisition of land, continuing through the land development phase, construction, and concluding with the sale and delivery of homes. As of December 31, 2015 2014 Completed home inventory and residential lots held for sale $ 85,342 $ 58,846 Work in process 236,383 192,796 Undeveloped land 6,193 16,220 Land not owned under option agreements 16,214 7,279 Total Inventory $ 344,132 $ 275,141 Impairment of Real Estate Inventory In accordance with the ASC Topic 360, Property, Plant, and Equipment , we evaluate our real estate inventory for indicators of impairment by individual community and development during each reporting period. For our builder operations segment, due largely to the relatively short construction periods of homes (generally ranging from five to nine months) in the communities, our growth over the past four years, and the favorable conditions of the housing market since 2011, we have not experienced any circumstances during the years ended December 31, 2015 and December 31, 2014 that are indicators of potential impairment within our builder operations segment. During each reporting period, community gross margins are reviewed by management. In the event that inventory in an individual community is moving at a slower than anticipated absorption pace or the average sales prices or margins within an individual community are trending downward and are anticipated to continue to trend downward over the life of the community, the Company will further investigate these communities and evaluate them for impairment. For our land development segment, we perform a quarterly review for indicators of impairment for each project which involves projecting future lot sales based on executed contracts and comparing these revenues to projected costs. In determining the allocation of costs to a particular land parcel, we rely on project budgets that are based on a variety of assumptions, including assumptions about schedules and future costs to be incurred. It is common that actual results differ from budgeted amounts for various reasons, including delays, increases in costs that have not been committed, unforeseen issues encountered during project development that fall outside the scope of existing contracts, or items that ultimately cost more or less than the budgeted amount. While the actual results for a particular project are accurately reported over time, a variance between the budget and actual costs could occur. To reduce the potential for such variances, we apply procedures on a consistent basis, including assessing and revising project budgets on a periodic basis, obtaining commitments from subcontractors and vendors for future costs to be incurred and utilizing the most recent information available to estimate costs. Each reporting period, the Company reviews our real estate assets to determine whether the estimated remaining future cash flows of the development are more or less than the asset’s carrying value. The estimated cash flows are determined by projecting the remaining sales revenue from lot sales based on the contractual lot takedowns remaining or historical/projected home sales/delivery absorptions for homebuilding operations and then comparing that to the remaining projected expenditures for development or home construction. Remaining projected expenditures are based on the most current pricing/bids received from subcontractors for current phases or homes under development. For future phases of land development, management uses its best judgment to project potential cost increases. Management has typically assumed 5 – 10% cost increases on future phases, assuming no bids have been received from subcontractors. When projecting sales revenue, management does not assume improvement in market conditions. If the estimated cash flows are more than the asset’s carrying value, no impairment adjustment is required. However, if the estimated cash flows are less than the asset’s carrying value, the asset is deemed impaired and will be written down to fair value. These impairment evaluations require us to make estimates and assumptions regarding future conditions, including the timing and amounts of development costs and sales prices of real estate assets, to determine if expected future cash flows will be sufficient to recover the asset’s carrying value. Fair value is determined based on estimated future cash flows discounted for inherent risks associated with real estate assets. These discounted cash flows are impacted by expected risk based on estimated land development activities, construction and delivery timelines, market risk of price erosion, uncertainty of development or construction cost increases, and other risks specific to the asset or market conditions where the asset is located when assessment is made. These factors are specific to each community and may vary among communities. When estimating cash flows of a community, the Company makes various assumptions, including: (i) expected sales prices and sales incentives to be offered, including the number of homes available, pricing and incentives being offered by us or other builders in other communities, and future sales price adjustments based on market and economic trends; (ii) expected sales pace and cancellation rates based on local housing market conditions, competition and historical trends; (iii) costs expended to date and expected to be incurred including, but not limited to, land and land development costs, home construction costs, interest costs, indirect construction and overhead costs, and selling and marketing costs; (iv) alternative product offerings that may be offered that could have an impact on sales pace, sales price and/or building costs; and (v) alternative uses for the property. Many assumptions are interdependent and a change in one may require a corresponding change to other assumptions. For example, increasing or decreasing sales absorption rates has a direct impact on the estimated per unit sales price of a home, the level of time-sensitive costs (such as indirect construction, overhead and carrying costs), and selling and marketing costs (such as model maintenance costs and advertising costs). Due to uncertainties in the estimation process, the significant volatility in demand for new housing and the long life cycle of many communities, actual results could differ significantly from such estimates. For the years ended December 31, 2015 and 2014 , the Company has not identified any indicators of impairment or changes in circumstances that may indicate that the carrying amount of an asset may be impaired. Capitalization of Interest The Company capitalizes 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): 2015 2014 2013 Interest capitalized at beginning of year $ 3,713 $ 1,065 $ 53 Interest incurred 9,625 4,146 1,380 Interest charged to cost of sales (3,972 ) (105 ) (53 ) Interest charged to interest expense (281 ) (1,393 ) (315 ) Interest capitalized at end of year $ 9,085 $ 3,713 $ 1,065 Earnest Money Deposits The Company accounts for variable interest entities in accordance with ASC Topic 810, Consolidation (“ASC 810”). Under ASC 810, an entity is a variable interest entity (“VIE”) when: (a) the equity investment at risk in the entity is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by other parties, including the equity holders; (b) the entity’s equity holders as a group either (i) lack the direct or indirect ability to make decisions about the entity, (ii) are not obligated to absorb expected losses of the entity or (iii) do not have the right to receive expected residual returns of the entity; or (c) the entity’s equity holders have voting rights that are not proportionate to their economic interests, and the activities of the entity involve or are conducted on behalf of the equity holder with disproportionately few voting rights. If an entity is deemed to be a VIE pursuant to ASC 810, an enterprise that has both: (i) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb the expected losses of the entity or right to receive benefits from the entity that could be potentially significant to the VIE, is considered the primary beneficiary and must consolidate the VIE. In accordance with ASC 810, the Company performs ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE. In the ordinary course of business, the Company enters into land option agreements in order to procure land for the construction of homes in the future. Pursuant to these land option agreements, the Company generally provides a deposit to the seller as consideration for the right to purchase land at different times in the future, usually at predetermined prices. Such contracts enable the Company to defer acquiring portions of properties owned by third parties or unconsolidated entities until the Company has determined whether and when to exercise its option, which reduces the Company’s financial risks associated with long-term land holdings. Option deposits and pre-acquisition costs (such as environmental testing, surveys, engineering, and entitlement costs) are capitalized if the costs are directly identifiable with the land under option and acquisition of the property is probable. Such costs are reflected in other assets and are reclassified to inventory upon taking title to the land. The Company writes off deposits and pre-acquisition costs when it becomes probable that the Company will not go forward with the project or recover the capitalized costs. Such decisions take into consideration changes in local market conditions, the timing of required land takedowns, the availability and best use of necessary incremental capital, and other factors. As of December 31, 2015 , the Company had land option agreements with potential purchase payments through 2019 . Under ASC 810, a non-refundable deposit paid to an entity is deemed to be a variable interest that will absorb some or all of the entity’s expected losses if they occur and, as such, the Company’s land option agreements are considered variable interests. The Company’s land options agreement deposits along with any related pre-acquisition costs represent the Company’s maximum exposure to the land seller if the Company elects not to purchase the optioned property. Therefore, whenever the Company enters into a land option or purchase contract with an entity and makes a non-refundable deposit, a VIE assessment is reviewed. However, the Company generally has little control or power to direct the activities that most significantly impact the VIE's economic performance due to the Company’s lack of an equity interest in them. Additionally, creditors of the VIE typically have no recourse against the Company, and the Company does not provide financial or other support to these VIEs other than as stipulated in the land option agreements. In accordance with ASC 810, the Company performs ongoing reassessments of whether the Company is the primary beneficiary of a VIE. As a result of the foregoing, the Company was not required to consolidate any VIE as of December 31, 2015 and 2014 . Sales with Option to Repurchase The Company sold land and then entered into land option contracts to repurchase the land from the buyers. Our utilization of land option contracts is dependent on, among other things, the availability of land sellers willing to enter into these arrangements, the availability of capital to finance the development of optioned lots, general housing market conditions, and local market dynamics. Options may be more difficult to procure from land sellers in strong housing markets and are more prevalent in certain geographic regions. For accounting purposes in accordance with ASC 360-20-40-38, Property, Plant, and Equipment , these transactions are considered a financing rather than a sale. As a result, the Company recorded $16.2 million and $7.3 million at December 31, 2015 and 2014 , respectively, to land not owned under option agreements with a corresponding increase to obligations related to land not owned under option agreements on the consolidated balance sheets. Investment in Direct Financing Leases Through December 31, 2014 , the Company entered into a series of direct finance leases for a portfolio of model homes. The Company leased these model homes to the entity that it acquired the homes from. The lessee had the option to repurchase the model homes at a predetermined price. The direct financing leases bore interest at rates from 10% to 12% . The lease payments were recorded as interest on direct financing leases income in the consolidated statements of income. All direct financing leases were sold in 2015. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation. Repairs and maintenance are expensed as incurred. Depreciation is computed over the estimated useful lives of the assets using the straight line method. The estimated useful lives of assets range from three to ten years. Customer and Builder Deposits The Company typically requires customers to submit a deposit for home purchases and for builders to submit a deposit in connection with their construction loan agreements. The deposits serve as a guarantee to performance under home purchase and building contracts. Cash received as customer deposits are shown as restricted cash on the consolidated balance sheets. 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 on the consolidated balance sheets. Net Income Attributable to Green Brick Partners, Inc. per Share The Company's restricted stock awards have the right to receive forfeitable dividends on an equal basis with common stock and therefore are not considered participating securities that must be included in the calculation of net income per share using the two-class method. Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during each period, adjusted for non-vested shares of restricted stock awards 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 and restricted stock awards. 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): Years End December 31, 2015 2014 2013 Basic net income attributable to Green Brick Partners, Inc. per share Net income attributable to Green Brick Partners, Inc. —basic $ 15,325 $ 50,026 $ 32,007 Weighted-average number of shares outstanding —basic 40,068 14,712 11,109 Basic net income attributable to Green Brick Partners, Inc. per share $ 0.38 $ 3.40 $ 2.88 Diluted net income attributable to Green Brick Partners, Inc. per share Net income attributable to Green Brick Partners, Inc. —diluted $ 15,325 $ 50,026 $ 32,007 Weighted-average number of shares used to compute basic net income attributable to Green Brick Partners, Inc. 40,068 14,712 11,109 Dilutive effect of stock options and restricted stock awards 30 — — Weighted-average number of shares outstanding —diluted 40,099 14,712 11,109 Diluted net income attributable to Green Brick Partners, Inc. per share $ 0.38 $ 3.40 $ 2.88 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): Years End December 31, 2015 2014 2013 Antidilutive options to purchase common stock 62 129 — Revenue Recognition Revenue from sales of residential units, land and lots are not recognized until a sale is deemed to be consummated. Consummation is defined as: a) when the parties are bound by the terms of a contract; b) all net consideration has been exchanged; c) any permanent financing for which the seller is responsible has been arranged; d) continuing investment is adequate to demonstrate a commitment to pay for the home; and e) all conditions precedent to closing have been performed. Generally, consummation does not happen until a sale has closed. When the earnings process is complete and a sale has closed, income is recognized under the full accrual method which allows full recognition of the gain on the sale at the time of closing. Cost Recognition Lot acquisition, materials, direct costs, interest and indirect costs related to the acquisition, development, and construction of lots and homes are capitalized. Direct and indirect costs of developing residential lots are allocated evenly to all applicable lots. Capitalized costs of residential lots are charged to earnings when the related revenue is recognized. Costs in connection with developed lots and completed homes and other selling and administrative costs are charged to earnings when incurred. Advertising Expense The Company expenses advertising as incurred. Advertising costs are included in selling, general and administrative expense in the consolidated statements of income. Advertising expense for the years ended December 31, 2015 , 2014 and 2013 totaled $0.5 million , $0.4 million and $0.5 million , respectively. Debt Issuance Costs Debt issuance costs of $0.8 million and $0.4 million at December 31, 2015 and December 31, 2014 , represent costs incurred related to the new revolving credit facility and the Term Loan Facility, respectively, as defined in Note 7 , and are included as part of other assets on the consolidated balance sheets. $0.2 million of the debt issuance costs incurred during the year ended December 31, 2014 was included in accrued expenses on the consolidated balance sheet at December 31, 2014. These costs are amortized straight line through interest expense over the term of the related debt facility. Share-Based Compensation The Company measures and accounts for share-based awards in accordance with ASC Topic 718, “ Compensation - Stock Compensation ”. The Company expenses share-based payment awards made to employees and directors, including stock options and restricted stock awards. Share-based compensation expense associated with stock options and restricted stock awards with vesting contingent upon the achievement of service conditions is recognized on a straight-line basis, net of estimated forfeitures, over the requisite service period the awards are expected to vest. The Company estimates the 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. Income Taxes Until October 27, 2014, JBGL (the accounting acquirer of Green Brick) was not a taxable entity for U.S. federal and state income tax purposes with the exception of Texas. Taxes on its net income were borne by its members through the allocation of taxable income. Upon completion of the reverse recapitalization of Green Brick, JBGL became part of a consolidated taxable entity. The Transaction resulted in the change of JBGL’s tax status that resulted in the recognition of a one-time income tax benefit in the consolidated statement of income of approximately $26.6 million in the year ended December 31, 2014 . BioFuel had approximately $182.3 million of federal net operating loss carryforwards and approximately $21.6 million of state net operating loss carryforwards as of the Transaction Date. The Company re-assessed the need for a valuation allowance as of the Transaction Date and concluded, on a more-likely-than-not basis, that the deferred income tax assets, except for the state loss carryforwards, would be realized, giving consideration to the historical, current year and projected operating results of Green Brick. As a result of the re-assessment, the Company recorded $63.9 million of net deferred income tax assets at the Transaction Date, with an offset in additional paid-in-capital. The effect of the re-assessment had no impact on income tax expense. The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in years in which temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether we will be able to realize the benefit of deferred tax assets. A valuation allowance is required to reduce the deferred tax asset when it is more-likely-than-not that all or some portion of the deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more-likely-than-not basis. As of December 31, 2015 , we had deferred tax assets of $80.7 million , which was net of a valuation allowance in the amount of $1.2 million relating to state loss carryforwards. The deferred tax assets are primarily related to $55.6 million for federal net operating loss carryforwards and $24.8 million for basis in partnerships. For accounting purposes, a valuation allowance is required to reduce a deferred tax asset if it is determined that it is more-likely-than-not that all or some portion of the deferred tax asset will not be realized due to the lack of sufficient taxable income or other limitation on the Company’s ability to utilize the loss carryforward. Prior to the Transaction, BioFuel had recorded a valuation allowance against the full value of the deferred tax assets related to federal and state net operating losses due to a history of operating losses. The valuation allowance attributable to deferred tax assets other than the state loss carryforwards recorded by BioFuel prior to the Transaction Date was reversed through equity on the Transaction Date. The net operating loss carryforwards will begin to expire beginning with the year ending December 31, 2029 . The Company’s ability to utilize its net operating loss carryforwards will depend on the amount of taxable income that the Company generates in future periods. Based on our 2015, 2014, and 2013 taxable income results and forecast projections of taxable income, Company management expects that the Company should generate sufficient taxable income to utilize substantially all of the net operating loss carryforwards before they expire. The Company will continue to evaluate the appropriateness of a valuation allowance in future periods based on the consideration of all available evidence, including the generation of taxable income, using the more-likely-than-not standard. Fair Value Measurements The Company has adopted and implemented the provisions of FASB ASC 820-10, Fair Value Measurements , with respect to fair value measurements of: (a) all elected financial assets and liabilities; and (b) any nonfinancial assets and liabilities that are recognized or disclosed in the consolidated financial statements at fair value on a recurring basis (at least annually). Under FASB ASC 820-10, fair value is defined as an exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. These provisions establish a three-tiered fair value hierarchy that prioritizes inputs to valuation techniques used in fair value calculations. The three levels of input are defined as follows: Level 1 — unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company; Level 2 — inputs that are observable in the marketplace other than those classified as Level 1; and Level 3 — inputs that are unobservable in the marketplace and significant to the valuation. Entities are encouraged to maximize the use of observable inputs and minimize the use of unobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. At December 31, 2015 and 2014 there were no assets or liabilities carried at fair value. 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. Reclassifications Model home furnishings for the year ended December 31, 2014 has been reclassified from property and equipment, net in the accompanying consolidated balance sheet to inventory to conform with the current year presentation. Depreciation of model home furnishings for the years ended December 31, 2014 and December 31, 2013 has been reclassified from depreciation and amortization expense in the accompanying consolidated statements of income to cost of residential units to conform to the current year presentation. As of December 31, 2014 , a reclassification in the amount of $11.8 million was made from work in process to completed home inventory and residential lots held for sale to conform with the current year presentation. Out-of-Period Adjustment During the fourth quarter ended December 31, 2015 , the Company recorded an out-of-period adjustment associated with a $1.9 million overaccrual of distributions payable recorded during the fourth quarter ended December 31, 2014 . As a result, as of December 31, 2014 , accrued expenses was overstated and retained earnings were understated by $1.9 million . After evaluating the quantitative and qualitative aspects of the out-of-period adjustment, management has determined that the adjustment is not material to the current year or any prior period financial statements. Recent Accounting Pronouncements In May 2014, FASB issued Accounting Standards Update (“ASU”) No. 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. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delayed the effective date of ASU No. 2014-09 by one year. ASU No. 2014-09 is effective for the Company beginning on January 1, 2018 . Early adoption is permitted for reporting periods beginning after December 15, 2016. The standard permits the use of either the full retrospective approach or the modified retrospective approach. The Company has not yet selected a transition method and is currently |
Reverse Recapitalization
Reverse Recapitalization | 12 Months Ended |
Dec. 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. 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 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 sheet 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. EQUITY OFFERING On July 1, 2015, the Company completed an underwritten public offering of 17,000,000 shares of its common stock at a price to the public of $10.00 per share and granted to the underwriters a 30-day option to purchase up to an aggregate of 841,500 additional shares of common stock to cover over-allotments (the “Equity Offering”). On July 23, 2015 , the underwriters exercised the option and purchased 444,897 additional shares. All of the shares were sold by the Company pursuant to an effective shelf registration statement previously filed with the SEC. The Equity Offering resulted in net proceeds to Green Brick of approximately $170.0 million , after deducting underwriting discounts and offering expenses. On July 1, 2015, Green Brick used approximately $154.9 million of the net proceeds from the Equity Offering to repay all of the outstanding principal, interest and a prepayment premium under the Term Loan Facility. Upon repayment, the Term Loan Facility was terminated and all security interests in, and all liens held by Greenlight with respect to, the assets of Green Brick securing the amounts owed under the Term Loan Facility were terminated and released. Green Brick used the remaining net proceeds for working capital and general corporate purposes. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT The following is a summary of property and equipment and related accumulated depreciation by major classification as of December 31, 2015 and 2014 (in thousands): December 31, 2015 December 31, 2014 Office furniture and equipment $ 258 $ 196 Leasehold improvements 595 — Computers and equipment 108 465 Field trailers 10 10 Design center 470 470 1,441 1,141 Less: accumulated depreciation (639 ) (350 ) Total property and equipment, net $ 802 $ 791 Depreciation expense for the years ended December 31, 2015 , 2014 and 2013 totaled $0.3 million , $0.2 million , and $0.1 million , respectively. |
Earnest Money Deposits
Earnest Money Deposits | 12 Months Ended |
Dec. 31, 2015 | |
Other Restricted Assets [Abstract] | |
Earnest Money Deposits | EARNEST MONEY DEPOSITS Earnest money deposits act as security for option agreements for the purchase of land for the construction of homes in the future. As of December 31, 2015 and 2014 , there were 1,084 and 1,082 lots under option, respectively, with a total exercise price of approximately $79.3 million and $71.6 million , respectively. The option agreements in place at December 31, 2015 and 2014 provide for potential land purchase payments in each year through 2019 . These lot option contracts do not have takedown schedules. If each option agreement in place at December 31, 2015 was exercised, expected land purchase payments under these agreements would be as follows (in thousands): Total 2016 $ 40,667 2017 24,031 2018 13,047 2019 1,593 $ 79,338 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Term Loan Facility Term loan facility outstanding at December 31, 2015 and 2014 consists of the following (in thousands): December 31, 2015 December 31, 2014 Term Loan Facility $ — $ 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 49.4% of the voting power of the Company. The Loan Agreement provided 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 guaranteed obligations under the Term Loan Facility pursuant to the guaranty. The Term Loan Facility bore 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 had a one-time right to elect to pay up to four consecutive quarters’ interest in kind. The Term Loan Facility was 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 were permitted at any time. All prepayments made prior to October 27, 2016 were subject to a 1.0% prepayment premium. The Term Loan Facility was 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. On July 1, 2015 we used approximately $154.9 million of the net proceeds from the Equity Offering to repay all of the outstanding principal, interest and a prepayment premium under the Term Loan Facility. Upon repayment, the Term Loan Facility was terminated. In connection with the termination of the Term Loan Facility, we wrote-off the remaining unamortized debt issuance costs of $0.4 million , which is included in depreciation and amortization expense in our consolidated statement of income for the year ended December 31, 2015 . See Note 5 to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further discussion on the Equity Offering. Lines of Credit Lines of credit outstanding at December 31, 2015 and 2014 consist of the following (in thousands): December 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) — 12,500 Revolving credit facility (4) 17,500 — Unsecured revolving credit facility (5) 30,000 — Total lines of credit $ 47,500 $ 14,061 (1) During 2012, a subsidiary of JBGL opened a line of credit (“LOC”) with Inwood in the amount of $4.8 million maturing on April 13, 2014, bearing interest at 4.0% , which was in effect 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 interest at 4.0% , which was in effect for 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 accrued and was payable monthly at a rate of 4.0% . The credit facility was renewed until October 13, 2015 and was secured by land owned in John’s Creek, Georgia. This LOC was replaced with a new revolving credit facility on July 30, 2015. (4) On July 30, 2015 , the Company replaced it's John's Creek credit facility with a new revolving credit facility with Inwood, which provides for up to $50.0 million and is secured by land owned in John’s Creek, Georgia, Allen, TX, and Carrollton, TX. The maturity date for the new revolving credit facility is July 30, 2017 . The costs associated with the new revolving credit facility of $0.3 million were deferred and are included in other assets in our consolidated balance sheets. The Company is amortizing these debt issuance costs to interest expense over the term of the new revolving credit facility straight line. Amounts outstanding under the new revolving credit facility is secured by mortgages on real property and security interests in certain personal property (to the extent that such personal property is connected with the use and enjoyment of the real property) that is owned by certain of the Company's subsidiaries, including land owned in John’s Creek, Georgia, Allen, Texas, and Carrollton, Texas. The amounts outstanding under the new revolving credit facility are also guaranteed by certain of the Company's subsidiaries. The new revolving credit facility is subject to a borrowing base limitation equal to the sum of 50% of the total value of land and 60% of the total value of lots owned by certain of the Company's subsidiaries, each as determined by an independent appraiser, with the value of land being restricted from being more than 50% of the borrowing base. Outstanding borrowings under the new revolving credit facility bear interest at a floating rate per annum equal to the rate announced by Bank of America, N.A., from time to time, as its “Prime Rate” (the “Index”) with such adjustments to the interest rate being made on the effective date of any change in the Index. Notwithstanding the foregoing, the interest may not, at any time, be less than 4% per annum or more than the lesser amount of 18% and the highest maximum rate allowed by applicable law. Beginning on August 30, 2015 and continuing on the 30th day of each consecutive month thereafter until the revolving credit facility matures on July 30, 2017, the Company must pay interest on the unpaid principal amount. The entire unpaid principal balance and any accrued but unpaid interest is due and payable on the maturity date. Under the terms of the new revolving credit facility, the Company is required, among other things, to maintain minimum multiples of net worth in excess of the outstanding new revolving credit facility balance, minimum interest coverage and maximum leverage. The Company was in compliance with these financial covenants under the revolving credit facility as of December 31, 2015 . (5) On December 15, 2015 , the Company entered into a credit agreement with the lenders named therein, and Citibank, N.A., as administrative agent, providing for a senior, unsecured revolving credit facility with aggregate lending commitments of up to $40.0 million (“Unsecured Revolving Credit Facility”). Subject to certain terms and conditions, the Company may, at its option, prior to the termination date, increase the amount of the revolving credit facility up to a maximum aggregate amount of $75.0 million . Commitments under the Unsecured Revolving Credit Facility will be available until the period ending December 14, 2018 , which period may be extended for additional one year periods, subject to the consent of the lenders and the satisfaction of certain other terms and conditions. Citibank, N.A. and Credit Suisse AG, Cayman Islands Branch have initially committed to provide $25.0 million and $15.0 million , respectively. The costs associated with the Unsecured Revolving Credit Facility of $0.5 million were deferred and are included in other assets in our consolidated balance sheets. The Company is amortizing these debt issuance costs to interest expense over the term of the loan using the straight line method. The Unsecured Revolving Credit Facility provides for interest rate options on advances at rates equal to either: (x) in the case of base rate advances, the highest of (i) Citibank’s base rate, (ii) the federal funds rate plus 0.5% , and (iii) the one-month LIBOR plus 1.0% , in each case plus 1.5% ; or (y) in the case of Eurodollar rate advances, the reserve adjusted LIBOR plus 2.5% . Interest on amounts borrowed under the Unsecured Revolving Credit Facility is payable in arrears quarterly on the last day of each March, June, September and December during such periods. At December 31, 2015 , the interest rate on outstanding borrowings under the Credit Facility was 2.9% per annum. The Company will pay the lenders a commitment fee on the amount of the unused commitments on a quarterly basis at a rate per annum equal to 0.45% . Outstanding borrowings under the Unsecured Revolving Credit Facility are subject to, among other things, a borrowing base. The borrowing base limitation is equal to the sum of: 100% of unrestricted cash (in excess of $15.0 million ); 85% of the book value of model homes, construction in progress homes, sold completed homes, and speculative homes (subject to certain limitations on the age and number of speculative homes and model homes); 65% of the book value of finished lots and land under development; and 50% of the book value of entitled land (subject to certain limitations on the value of entitled land and land under development as a percentage of the borrowing base). Additionally, under the terms of the Unsecured Revolving Credit Facility, the Company is required, among other things, to maintain compliance with various covenants, including financial covenants relating to a maximum Leverage Ratio, a minimum Interest Coverage Ratio, and a minimum Consolidated Tangible Net Worth, each as defined therein. The Company's compliance with these financial covenants is measured by calculations and metrics that are specifically defined or described by the terms of the Unsecured Revolving Credit Facility. The Company was in compliance with these covenants as of December 31, 2015 . Notes Payable Notes payable outstanding at December 31, 2015 and 2014 consist of the following (in thousands): December 31, 2015 December 31, 2014 Notes payable to unrelated third parties: Briar Ridge Investments, LTD (1) $ 9,000 $ 9,000 Lakeside DFW Land, LTD (2) — 1,824 Lyons Equities, Inc. Trustee (3) 988 — Centennial Park Richardson, LTD (4) — — Subordinated Lot Notes (5) 170 1,327 Total notes payable $ 10,158 $ 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% collateralized by land purchased in Allen, Texas. Accrued interest at December 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% 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) On May 22, 2015, a subsidiary of JBGL signed a promissory note for $1.0 million maturing on May 22, 2016, bearing interest at 3.5% per annum collateralized by land located in Allen, TX. (4) On July 20, 2015, a subsidiary of JBGL signed a promissory note for $0.3 million maturing on April 20, 2016, bearing interest at 0.0% per annum collateralized by land located in Richardson, TX. This note was paid in full in October 2015. (5) 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% percent, 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. The approximate annual minimum principal payments over the next five years under the debt agreements as of December 31, 2015 are (in thousands): Line of Credit Notes Payable Total 2016 $ — $ 1,158 $ 1,158 2017 17,500 9,000 26,500 2018 30,000 — 30,000 2019 — — — 2020 and thereafter — — — $ 47,500 $ 10,158 $ 57,658 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | SHARE-BASED COMPENSATION 2014 Omnibus Equity Incentive Plan (the “2014 Equity Plan”) On October 17, 2014, the Company’s stockholders approved the Green Brick Partners, Inc. 2014 Omnibus Equity Incentive Plan (the “2014 Equity Plan”). The Board of Directors of the Company had previously approved the 2014 Equity Plan on July 8, 2014, subject to stockholder approval. The 2014 Equity Plan became effective upon the completion of the Transaction on October 27, 2014. The purpose of the 2014 Equity Plan is to provide a means for the Company to attract and retain key personnel and to provide a means whereby current and prospective directors, officers, employees, consultants and advisors can acquire and maintain an equity interest in the Company, or be paid incentive compensation, which may (but need not) be measured by reference to the value of the Company’s common stock, thereby strengthening their commitment to the welfare of the Company and aligning their interests with those of the Company’s stockholders. The 2014 Equity Plan will terminate automatically on the tenth anniversary of the date it becomes effective. No awards will be granted under the 2014 Equity Plan after that date, but awards granted prior to that date may extend beyond that date. Under the 2014 Equity Plan, awards of stock options, including both incentive stock options and nonqualified stock options, stock appreciation rights, restricted stock and restricted stock units, other share-based awards and performance compensation awards may be granted. The maximum number of shares of the Company’s common stock that is authorized and reserved for issuance under the 2014 Equity Plan is 2,350,956 shares, subject to adjustment for certain corporate events or changes in the Company’s capital structure. In general, the Company’s employees or those reasonably expected to become the Company's employees, consultants and directors, are eligible for awards under the 2014 Equity Plan, provided that incentive stock options may be granted only to employees. After the consummation of the Transaction and the effectiveness of the 2014 Equity Plan, the Company has three executive officers, six non-employee directors and approximately 200 other employees (including employees of our controlled builders) who are eligible to receive awards under the 2014 Equity Plan. A written agreement between the Company and each participant will evidence the terms of each award granted under the 2014 Equity Plan. The shares that may be issued pursuant to awards are shares of the Company’s common stock and the maximum aggregate amount of common stock which may be issued upon exercise of all awards under the 2014 Equity Plan, including incentive stock options, may not exceed 2,350,956 shares, subject to adjustment to reflect certain corporate transactions or changes in the Company’s capital structure. If any award under the 2014 Equity Plan expires or otherwise terminates, in whole or in part, without having been exercised in full, the common stock withheld from issuance under that award will become available for future issuance under the plan. If shares issued under the 2014 Equity Plan are reacquired by the Company pursuant to the terms of any forfeiture provision, those shares will become available for future awards under the plan. Awards that can only be settled in cash will not be treated as shares of common stock granted for purposes of the 2014 Equity Plan. The maximum amount that can be paid to any single participant in any one calendar year pursuant to a cash bonus award under the 2014 Equity Plan is $2,000,000 . At December 31, 2015 , 2,308,614 shares remain available for future grant of awards under the 2014 Equity Plan. Share-Based Award Activity On October 27, 2014, the Company entered into an employment agreement with its Head of Land Acquisition and Development, Jed Dolson, pursuant to which Mr. Dolson was awarded a one-time special bonus equal to $1,250,000 (the “Special Bonus”), which vests in four substantially equal installments beginning on October 27, 2014 and on each of the first three anniversaries thereof. The employment agreement provides that the Special Bonus shall be payable in cash or shares of common stock. The Company considered the allocation of the Special Bonus and deemed it advisable and in the best interests of the Company and its shareholders that the installment of the Special Bonus that vested on October 27, 2015 (the “2015 Installment”) be payable in cash and in a number of shares of common stock. In November 2015, the Company entered into a stock bonus award agreement with Mr. Dolson, pursuant to which Mr. Dolson was granted 19,434 shares of common stock (the “Stock Bonus Award”) subject to the terms set forth in the 2014 Equity Plan and the Stock Bonus Award agreement. The Stock Bonus Award was 100% vested and non-forfeitable. The Stock Bonus Award has a weighted grant-date fair value of $8.04 per share. The fair value of the Stock Bonus Award was recorded as share-based compensation expense in November 2015. In April 2015, the Company granted 22,908 restricted stock awards (“RSAs”) to certain non-employee Board of Directors, pursuant to the 2014 Equity Plan. The RSAs will become fully vested in April 2016 . The RSAs have a weighted average grant-date fair value of $8.73 per share. The fair value of the outstanding shares of restricted stock awards will be recorded as share-based compensation expense over the vesting period. A summary of share-based awards activity during the year ended December 31, 2015 is as follows: Number of Shares (in thousands) Weighted Average Grant Date Fair Value per Share Nonvested, December 31, 2014 — $ — Granted 42 $ 8.40 Vested (19 ) $ 8.04 Forfeited — $ — Nonvested, December 31, 2015 23 $ 8.73 Stock Options In connection with the Transaction, the Company entered into a stock option agreement with its Chief Executive Officer, James R. Brickman, pursuant to which Mr. Brickman received a one-time award of stock options to purchase 500,000 shares of common stock. The stock option has a per share exercise price equal to approximately $7.49 , which is based on the weighted average price of the Company’s common stock for the five trading days immediately prior to the date of grant, October 27, 2014 . Subject to Mr. Brickman’s continued employment, the stock option will vest and become exercisable in five substantially equal installments on each of the first five anniversaries of the date of grant. In the event that Mr. Brickman’s employment is terminated by the Company without cause, any unvested portion of the stock option will vest and become exercisable as of the date of such termination. These stock options were not granted under the 2014 Equity Plan. Except as otherwise directed by the Compensation Committee, the exercise price for stock options cannot be less than the fair market value of our common stock on the grant date. The options generally vest and become exercisable in five substantially equal installments on each of the first five anniversaries of the grant date. Compensation expense related to these options is expensed on a straight line basis over the five year service period. There were no stock options issued during the years ended December 31, 2015 and December 31, 2014 . A summary of stock option activity during the year ended December 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, December 31, 2015 500 $ 7.49 8.73 $ — Options exercisable, December 31, 2015 100 $ 7.49 8.73 $ — A summary of our unvested stock options during the year ended December 31, 2015 is as follows (shares in thousands): Number of Shares (in thousands) Weighted Average Per Share Grant Date Fair Value Unvested, December 31, 2014 500 $ 2.88 Granted — $ — Vested (100 ) $ 2.88 Forfeited — $ — Unvested, December 31, 2015 400 $ 2.88 Valuation of Share-Based Awards We utilized the Black-Scholes option pricing model for estimating the grant date fair value of stock options with the following assumptions: Risk-Free Interest Rate Expected Term (in years) Weighted Average Expected Stock Price Volatility Expected Dividend Yield Weighted Average Per Share Grant Date Fair Value Fiscal year 2014 1.94 % 6.5 37.2 % — % $ — We based the risk-free interest rates on the implied yield available on U.S. Treasury constant maturities in effect at the time of the grant with remaining terms equivalent to the respective expected terms of the stock options. Because we do not have any history of stock option exercises, we calculated the expected award term using the simplified method. We determined the expected volatility based on a combination of implied market volatilities and other factors. We have not paid any dividends since our inception and do not anticipate paying any cash dividends on our common stock in the foreseeable future. In addition to the variables above, we are also required to estimate at the grant date the likelihood that the award will ultimately vest (the “pre-vesting forfeiture rate”), and revise the estimate, if necessary, in future periods if the actual forfeiture rate differs. We determine the forfeiture rate based on historical activity of the grantees, including the groups in which the grantees are part of, such as directors, executives and employees. We utilized a forfeiture rate of 0% during the year ended December 31, 2014 . Share-Based Compensation Expense Share-based compensation expense was $474,339 and $39,641 for the years ended December 31, 2015 and December 31, 2014 , respectively. There were no share-based awards issued during the year ended December 31, 2013 . At December 31, 2015 , the estimated total remaining unamortized share-based compensation expense related to unvested restricted stock awards and stock options, net of forfeitures, was $1.4 million which is expected to be recognized over a weighted-average period of 3.5 years. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefits | EMPLOYEE BENEFITS Prior to 2015, we had a qualifying 401(k) defined contribution plan that covered employees at one of our subsidiaries, The Providence Group LLC (“TPG”). During the year ended December 31, 2015 , we extended the qualifying 401(k) defined contribution plan to all employees of the Company. Each year, we may make discretionary matching contributions equal to a percentage of the employees' contributions. The Company did not contribute any matching contributions to the 401(k) plan during the years ended December 31, 2015 , 2014 and 2013 . |
Equity Offering
Equity Offering | 12 Months Ended |
Dec. 31, 2015 | |
Equity Offering [Abstract] | |
Equity Offering | 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. 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 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 sheet 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. EQUITY OFFERING On July 1, 2015, the Company completed an underwritten public offering of 17,000,000 shares of its common stock at a price to the public of $10.00 per share and granted to the underwriters a 30-day option to purchase up to an aggregate of 841,500 additional shares of common stock to cover over-allotments (the “Equity Offering”). On July 23, 2015 , the underwriters exercised the option and purchased 444,897 additional shares. All of the shares were sold by the Company pursuant to an effective shelf registration statement previously filed with the SEC. The Equity Offering resulted in net proceeds to Green Brick of approximately $170.0 million , after deducting underwriting discounts and offering expenses. On July 1, 2015, Green Brick used approximately $154.9 million of the net proceeds from the Equity Offering to repay all of the outstanding principal, interest and a prepayment premium under the Term Loan Facility. Upon repayment, the Term Loan Facility was terminated and all security interests in, and all liens held by Greenlight with respect to, the assets of Green Brick securing the amounts owed under the Term Loan Facility were terminated and released. Green Brick used the remaining net proceeds for working capital and general corporate purposes. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Provision for Income Taxes The components of income before income taxes attributable to our operations are as follows (in thousands): Years Ended December 31, 2015 2014 2013 Current: Federal $ — $ — $ — State 819 485 327 Total current 819 485 327 Deferred Federal 8,412 (23,308 ) — State (60 ) (2,030 ) — Total deferred 8,352 (25,338 ) — Total income tax provision (benefit) $ 9,171 $ (24,853 ) $ 327 Deferred Income Taxes The primary differences between the financial statement and tax bases of assets and liabilities are as follows (in thousands): December 31, 2015 December 31, 2014 Deferred tax assets: Accrued bonuses $ 39 $ 315 Accrued payroll 49 11 Stock-based compensation 125 14 Federal net operating loss carryover 55,622 62,575 State net operating loss carryover 1,161 1,161 Basis in partnerships 24,773 26,123 Warranty accrual 166 161 Historical BioFuel capitalized start-up costs 24 24 Historical BioFuel - other 16 16 81,975 90,400 Valuation allowance (1,161 ) (1,161 ) Deferred tax assets, net 80,814 89,239 Deferred tax liabilities: Prepaid insurance (34 ) (11 ) Noncontrolling interests impact of M-1s (117 ) (31 ) Deferred tax liabilities, net (151 ) (42 ) 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. The Company files a federal corporate income tax return. The operations of JBGL subsequent to the Transaction Date was included in the Company’s federal income tax filing. As of December 31, 2015 , the federal net operating loss carryforward was approximately $158.9 million , which will begin to expire beginning with the year ending December 31, 2029 . The U.S. federal statute of limitations remains open for our 2012 and subsequent tax years. Due to the carryover of the federal net operating losses for years 2008 and forward, income tax returns going back to the 2008 year are subject to adjustment. The Colorado and Minnesota statute of limitations remains open for our 2011 and subsequent tax years. The Nebraska statute of limitations remains open for our 2012 and subsequent tax years. Additionally, JBGL's partnerships filed returns in Texas and Georgia. The Georgia statute of limitations remains open for the 2012 and subsequent tax years. Any Georgia adjustments relating to returns filed by the partnerships would be borne by the partners. The Texas statute of limitations remains open for the 2011 and subsequent tax years. The Company is not presently under examination by the Internal Revenue Service, nor has it been contacted. The Company has no uncertain income tax positions at December 31, 2015 . Effective Tax rate Reconciliation A reconciliation between our effective tax rate on income before income tax provision (benefit) and the U.S. federal statutory rate is as follows (amounts in thousands): Years Ended December 31, 2015 2014 2013 Tax on pre-tax book income (before reduction for noncontrolling interests) $ 12,151 $ 12,673 $ — Pre-Transaction earnings taxed to partners — (10,634 ) — Tax effect of non-controlled earnings post Transaction (3,577 ) (644 ) — Change in partnership tax status — (25,244 ) — Change in partnership tax status - state benefit — (1,320 ) — State tax expense, net 533 315 327 Deferred other (36 ) — — State deferred tax expense (39 ) — — Perm items - other 139 1 — Total tax expense $ 9,171 $ (24,853 ) $ 327 26.4 % (68.6 )% 0.7 % Net Operating Losses and Valuation Allowances As of December 31, 2015 , we have $158.9 million of federal net operating loss carryforwards that will expire beginning with the year ending in December 31, 2029 . Our ability to utilize our net operating loss carryforwards depends on the amount of taxable income we generate in future periods. Based on our 2015, 2014 and 2013 taxable income results and projections of taxable income, management expects that the Company will generate sufficient taxable income to utilize substantially all of the federal net operating loss carryforwards before they expire. 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 $21.6 million valuation allowance is recorded against the state loss carryforwards in full. The assessment of the need for a valuation allowance considered all available positive and negative information and available tax planning. Prior to the Transaction Date, JBGL was not a taxable entity for U.S. federal income tax purposes. Taxes on its net income were borne by its members through the allocation of taxable income. Upon completion of the reverse recapitalization of Green Brick, JBGL became part of a consolidated taxable entity. The Transaction resulted in the change of JBGL’s tax status that resulted in the recognition of a one-time income tax benefit in the income statement of approximately $26.6 million in the year ended December 31, 2014 . BioFuel had approximately $182.3 million of federal net operating loss carryforwards and approximately $21.6 million of state net operating loss carryforwards as of the Transaction Date. The Company re-assessed the need for a valuation allowance as of the Transaction Date and concluded, on a more-likely-than-not basis, that the deferred income tax assets, except for the state loss carryforwards, would be realized, giving consideration to the historical, current year and projected operating results of JBGL. As a result of the re-assessment, the Company recorded $63.9 million of net deferred income tax assets at the Transaction Date, with an offset in additional paid-in-capital. The effect of the re-assessment had no impact on income tax expense. The rollforward of valuation allowances is as follows (amounts in thousands): Years Ended December 31, 2015 2014 Valuation allowance at beginning of the year $ 1,161 $ — BioFuel valuation allowance at the Transaction Date — 65,020 Release of valuation allowance at Transaction Date (1) — (63,859 ) Valuation allowance at end of the year $ 1,161 $ 1,161 (1) Amount was released through additional paid-in capital at the Transaction Date. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS During 2015 , 2014 and 2013 , 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 2014 and 2013 , the Company paid rent of $13,913 and $28,137 , 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 2014 and 2013 , the Company incurred $1.3 million and $1.0 million , respectively of expenses from this arrangement which are included as management fees in the consolidated statements of income. The Company received interest income from companies that are affiliates of the Company in connection with construction loans. Interest income received during 2015 , 2014 and 2013 , totaled $0.0 million , $0.0 million , and $0.7 million , respectively and are included in interest and fees in the consolidated statements of income. On October 27, 2014, in connection with the Transaction, the Company entered into a 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 49.4% 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 bore interest at 9.0% per annum, payable quarterly, from October 27, 2014 through the first anniversary thereof and 10.0% per annum thereafter. On July 1, 2015 we used approximately $154.9 million of the net proceeds from the Equity Offering to repay all of the outstanding principal, interest and a prepayment premium under the Term Loan Facility. See Note 7 for further discussion of this repayment. 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 years ended December 31, 2015 , December 31, 2014 and December 31, 2013 . The noncontrolling interest attributable to Centre Living was $0.3 million as of December 31, 2015 . In September 2015, the Company purchased 11 lots from an entity affiliated with the president of TPG, one of its controlled builders. The lots are part of a 19 -home community, The Parc at Cogburn in Atlanta. The total paid for the lots in 2015 was $1.8 million . Under the option agreement in place, the total that would be expected to be paid for the remaining lots would be $1.3 million , all during 2016. In November 2015, the Company purchased 12 lots from an entity affiliated with the president of TPG, one of its controlled builders. The lots are part of a 92 -townhome community, Glens at Sugarloaf in Atlanta. No deposits were paid by the Company in contracting for the lots. The total paid for the lots in 2015 was $1.0 million . During March 2016, the Company purchased the remaining 80 townhome lots within the community at a discounted price of $4.8 million from the affiliated entity. See Note 15 for further discussion of this purchase. During March 2016, the Company purchased undeveloped land for an eventual 83 lot community, Academy Street in Atlanta. Simultaneously, the Company entered into a partnership agreement with an entity affiliated with the president of TPG to develop the community for sale of the lots to TPG. Contributions, voting percentages, and profits will be 80% for the Company and 20% for the affiliated entity. Total capital contributions are estimated at $12.0 million . During March 2016, the Company purchased undeveloped land for an eventual 73 -townhome community, Suwanee Station in Atlanta. Simultaneously, the Company entered into a partnership agreement with an entity affiliated with the president of TPG to develop the community for sale of the lots to TPG. Contributions, voting percentages, and profits will be 50% for the Company and 50% for the affiliated entity. Total capital contributions are estimated at $2.0 million . |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 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, and notes payable. 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 December 31, 2015 and 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. 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 years ended December 31, 2015 and 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 | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Warranties Warranty activity, included in accrued expenses in our consolidated balance sheets, for 2015 , 2014 and 2013 consists of the following (in thousands): 2015 2014 2013 Beginning balance $ 460 $ 328 $ 58 Additions 667 388 290 Charges (653 ) (256 ) (20 ) Ending balance $ 474 $ 460 $ 328 Commitments Prior to 2015 , the Company had a month to month lease with a related party (See Note 10 ). The Company also has leases associated with office space in Georgia and Texas which are classified as operating leases. Rent expense under these leases totaled $0.6 million , $0.5 million , and $0.2 million in 2015 , 2014 and 2013 , respectively and are included in the selling, general and administrative expense in the consolidated statements of income. The approximate annual minimum lease payments over the next five years under the operating lease as of December 31, 2015 are (in thousands): 2016 $ 697 2017 703 2018 708 2019 710 2020 and thereafter 620 $ 3,438 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. At December 31, 2015 and 2014 , the Company did not have any accruals for asserted or unasserted matters. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 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. Years End December 31, (in thousands) 2015 2014 2013 Revenues: Builder Operations Texas $ 121,979 $ 83,958 $ 52,764 Georgia 132,288 116,692 115,827 Land Development 36,878 45,452 33,735 $ 291,145 $ 246,102 $ 202,326 Gross profit: Builder Operations Texas $ 30,642 $ 19,665 $ 14,890 Georgia 27,096 31,176 30,920 Land Development 9,753 11,370 12,222 $ 67,491 $ 62,211 $ 58,032 Inventory: Builder Operations Texas $ 60,768 $ 45,609 $ 25,918 Georgia 158,623 129,361 99,239 Land Development 124,741 100,171 104,044 $ 344,132 $ 275,141 $ 229,201 |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENTS During March 2016, the Company’s Board of Directors has authorized a share repurchase program of up to 1,000,000 shares of the Company’s common stock through 2017 . The timing, volume and nature of share repurchases will be at the discretion of management and dependent on market conditions, corporate and regulatory requirements and other factors, and may be suspended or discontinued at any time. The authorized repurchases will be made from time to time in the open market, through block trades or in privately negotiated transactions. No assurance can be given that any particular amount of common stock will be repurchased. All or part of the repurchases may be implemented under a Rule 10b5-1 trading plan, which would allow repurchases under pre-set terms at times when the Company might otherwise be prevented from doing so under insider trading laws or because of self-imposed blackout periods. This repurchase program may be modified, extended or terminated by the Board of Directors at any time. The Company intends to finance the repurchases with available cash. During March 2016, the Company purchased the remaining 80 lots within a 92 -townhome community, Glens at Sugarloaf in Atlanta. The Seller was an entity affiliated with the president of TPG, one of its controlled builders. The price paid for the lots was $4.8 million and represents a bulk discount from the individual lot prices which the Company had contracted to purchase the lots from the affiliated entity. During March 2016, the Company purchased undeveloped land for an eventual 83 lot community, Academy Street in Atlanta. Simultaneously, the Company entered into a partnership agreement with an entity affiliated with the president of TPG, one of its controlled builders, to develop the community for sale of the lots to TPG. Contributions, voting percentages, and profits will be 80% for the Company and 20% for the affiliated entity. Total capital contributions are estimated at $12.0 million . During March 2016, the Company purchased undeveloped land for an eventual 73 -townhome community, Suwanee Station in Atlanta. Simultaneously, the Company entered into a partnership agreement with an entity affiliated with the president of TPG, one of its controlled builders, to develop the community for sale of the lots to TPG. Contributions, voting percentages, and profits will be 50% for the Company and 50% for the affiliated entity. Total capital contributions are estimated at $2.0 million . |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | QUARTERLY FINANCIAL DATA (UNAUDITED) Summarized unaudited quarterly results of operations for the years ended December 31, 2015 and December 31, 2014 are as follows (in thousands, except per share amounts): Year ended December 31, 2015 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues $ 58,452 $ 71,987 $ 75,198 $ 85,508 Gross profits 16,210 17,183 15,718 18,380 Net income attributable to Green Brick Partners, Inc. 4,018 3,788 2,826 4,693 Net income attributable to Green Brick Partners, Inc. per common share: (1) Basic $0.13 $0.12 $0.06 $0.10 Diluted $0.13 $0.12 $0.06 $0.10 Year ended December 31, 2014 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues $ 63,009 $ 65,843 $ 49,676 $ 67,574 Gross profits 15,766 16,379 14,913 15,153 Net income attributable to Green Brick Partners, Inc. 7,349 7,410 3,694 31,573 Net income attributable to Green Brick Partners, Inc. per common share: Basic $0.66 $0.67 $0.33 $1.24 Diluted $0.66 $0.67 $0.33 $1.24 (1) Per share amounts for the four quarters do not add to per share amounts for the year due to rounding differences in quarterly amounts and due to the impact of differences between the quarterly and annual weighted average share calculations. |
Significant Accounting Polici23
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying 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”). |
Principles of Consolidation | 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 . The Company has created subsidiaries for each significant community and or project in which it invests. We had ninety-two subsidiaries as of December 31, 2015 . |
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. |
Cash and Cash Equivalents | The Company considers all cash and short term liquid investments with original maturities of 90 days or less to be cash and cash equivalents. The cash balances of the Company are held in multiple financial institutions. At times, cash and cash equivalent balances at certain banks and financial institutions may exceed insurable amounts. The Company believes it mitigates this risk by monitoring the financial stability of institutions holding material cash balances. The Company has not experienced any losses in such accounts and believes that the risk of loss is minimal. |
Restricted Cash | Restricted cash primarily relates to refundable customer deposits, some of which are held in escrow. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts receivable represent amounts due from customers and third parties originating during the normal course of business. As of December 31, 2015 and 2014 , all amounts are considered fully collectible and no allowance for doubtful accounts is recorded. The allowance for doubtful accounts is estimated based on our historical losses, the existing economic conditions, and the financial stability of our customers. Receivables are written-off in the period that they are deemed uncollectible. |
Inventory and Impairment of Real Estate Inventory | Inventory consists of land in the process of development, undeveloped land, developed lots, completed homes, raw land scheduled for development, and land not owned under option agreements 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. Residential lots held for sale and lots held for development include the initial cost of acquiring the land as well as certain costs capitalized related to developing the land into individual residential lots including interest and real estate taxes. Land, development and other project costs, including interest and property taxes incurred during development and home construction, are capitalized. Land development and other common costs that benefit an entire community are allocated to individual lots or homes based on relative sales value. The costs of lots are transferred to work in progress when home construction begins. Home construction costs and related carrying charges (principally interest and property taxes) are allocated to the cost of individual homes using the specific identification method. Inventory costs for completed homes are expensed as cost of sales as homes are sold. Changes to estimated total development costs subsequent to initial home closings in a community are generally allocated to the unsold homes in the community on a pro-rata basis. The life cycle of a community generally ranges from two to six years, commencing with the acquisition of land, continuing through the land development phase, construction, and concluding with the sale and delivery of homes. As of December 31, 2015 2014 Completed home inventory and residential lots held for sale $ 85,342 $ 58,846 Work in process 236,383 192,796 Undeveloped land 6,193 16,220 Land not owned under option agreements 16,214 7,279 Total Inventory $ 344,132 $ 275,141 Impairment of Real Estate Inventory In accordance with the ASC Topic 360, Property, Plant, and Equipment , we evaluate our real estate inventory for indicators of impairment by individual community and development during each reporting period. For our builder operations segment, due largely to the relatively short construction periods of homes (generally ranging from five to nine months) in the communities, our growth over the past four years, and the favorable conditions of the housing market since 2011, we have not experienced any circumstances during the years ended December 31, 2015 and December 31, 2014 that are indicators of potential impairment within our builder operations segment. During each reporting period, community gross margins are reviewed by management. In the event that inventory in an individual community is moving at a slower than anticipated absorption pace or the average sales prices or margins within an individual community are trending downward and are anticipated to continue to trend downward over the life of the community, the Company will further investigate these communities and evaluate them for impairment. For our land development segment, we perform a quarterly review for indicators of impairment for each project which involves projecting future lot sales based on executed contracts and comparing these revenues to projected costs. In determining the allocation of costs to a particular land parcel, we rely on project budgets that are based on a variety of assumptions, including assumptions about schedules and future costs to be incurred. It is common that actual results differ from budgeted amounts for various reasons, including delays, increases in costs that have not been committed, unforeseen issues encountered during project development that fall outside the scope of existing contracts, or items that ultimately cost more or less than the budgeted amount. While the actual results for a particular project are accurately reported over time, a variance between the budget and actual costs could occur. To reduce the potential for such variances, we apply procedures on a consistent basis, including assessing and revising project budgets on a periodic basis, obtaining commitments from subcontractors and vendors for future costs to be incurred and utilizing the most recent information available to estimate costs. Each reporting period, the Company reviews our real estate assets to determine whether the estimated remaining future cash flows of the development are more or less than the asset’s carrying value. The estimated cash flows are determined by projecting the remaining sales revenue from lot sales based on the contractual lot takedowns remaining or historical/projected home sales/delivery absorptions for homebuilding operations and then comparing that to the remaining projected expenditures for development or home construction. Remaining projected expenditures are based on the most current pricing/bids received from subcontractors for current phases or homes under development. For future phases of land development, management uses its best judgment to project potential cost increases. Management has typically assumed 5 – 10% cost increases on future phases, assuming no bids have been received from subcontractors. When projecting sales revenue, management does not assume improvement in market conditions. If the estimated cash flows are more than the asset’s carrying value, no impairment adjustment is required. However, if the estimated cash flows are less than the asset’s carrying value, the asset is deemed impaired and will be written down to fair value. These impairment evaluations require us to make estimates and assumptions regarding future conditions, including the timing and amounts of development costs and sales prices of real estate assets, to determine if expected future cash flows will be sufficient to recover the asset’s carrying value. Fair value is determined based on estimated future cash flows discounted for inherent risks associated with real estate assets. These discounted cash flows are impacted by expected risk based on estimated land development activities, construction and delivery timelines, market risk of price erosion, uncertainty of development or construction cost increases, and other risks specific to the asset or market conditions where the asset is located when assessment is made. These factors are specific to each community and may vary among communities. When estimating cash flows of a community, the Company makes various assumptions, including: (i) expected sales prices and sales incentives to be offered, including the number of homes available, pricing and incentives being offered by us or other builders in other communities, and future sales price adjustments based on market and economic trends; (ii) expected sales pace and cancellation rates based on local housing market conditions, competition and historical trends; (iii) costs expended to date and expected to be incurred including, but not limited to, land and land development costs, home construction costs, interest costs, indirect construction and overhead costs, and selling and marketing costs; (iv) alternative product offerings that may be offered that could have an impact on sales pace, sales price and/or building costs; and (v) alternative uses for the property. Many assumptions are interdependent and a change in one may require a corresponding change to other assumptions. For example, increasing or decreasing sales absorption rates has a direct impact on the estimated per unit sales price of a home, the level of time-sensitive costs (such as indirect construction, overhead and carrying costs), and selling and marketing costs (such as model maintenance costs and advertising costs). Due to uncertainties in the estimation process, the significant volatility in demand for new housing and the long life cycle of many communities, actual results could differ significantly from such estimates. |
Capitalization of Interest | The Company capitalizes 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. |
Earnest Money Deposits | The Company accounts for variable interest entities in accordance with ASC Topic 810, Consolidation (“ASC 810”). Under ASC 810, an entity is a variable interest entity (“VIE”) when: (a) the equity investment at risk in the entity is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by other parties, including the equity holders; (b) the entity’s equity holders as a group either (i) lack the direct or indirect ability to make decisions about the entity, (ii) are not obligated to absorb expected losses of the entity or (iii) do not have the right to receive expected residual returns of the entity; or (c) the entity’s equity holders have voting rights that are not proportionate to their economic interests, and the activities of the entity involve or are conducted on behalf of the equity holder with disproportionately few voting rights. If an entity is deemed to be a VIE pursuant to ASC 810, an enterprise that has both: (i) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb the expected losses of the entity or right to receive benefits from the entity that could be potentially significant to the VIE, is considered the primary beneficiary and must consolidate the VIE. In accordance with ASC 810, the Company performs ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE. In the ordinary course of business, the Company enters into land option agreements in order to procure land for the construction of homes in the future. Pursuant to these land option agreements, the Company generally provides a deposit to the seller as consideration for the right to purchase land at different times in the future, usually at predetermined prices. Such contracts enable the Company to defer acquiring portions of properties owned by third parties or unconsolidated entities until the Company has determined whether and when to exercise its option, which reduces the Company’s financial risks associated with long-term land holdings. Option deposits and pre-acquisition costs (such as environmental testing, surveys, engineering, and entitlement costs) are capitalized if the costs are directly identifiable with the land under option and acquisition of the property is probable. Such costs are reflected in other assets and are reclassified to inventory upon taking title to the land. The Company writes off deposits and pre-acquisition costs when it becomes probable that the Company will not go forward with the project or recover the capitalized costs. Such decisions take into consideration changes in local market conditions, the timing of required land takedowns, the availability and best use of necessary incremental capital, and other factors. As of December 31, 2015 , the Company had land option agreements with potential purchase payments through 2019 . Under ASC 810, a non-refundable deposit paid to an entity is deemed to be a variable interest that will absorb some or all of the entity’s expected losses if they occur and, as such, the Company’s land option agreements are considered variable interests. The Company’s land options agreement deposits along with any related pre-acquisition costs represent the Company’s maximum exposure to the land seller if the Company elects not to purchase the optioned property. Therefore, whenever the Company enters into a land option or purchase contract with an entity and makes a non-refundable deposit, a VIE assessment is reviewed. However, the Company generally has little control or power to direct the activities that most significantly impact the VIE's economic performance due to the Company’s lack of an equity interest in them. Additionally, creditors of the VIE typically have no recourse against the Company, and the Company does not provide financial or other support to these VIEs other than as stipulated in the land option agreements. In accordance with ASC 810, the Company performs ongoing reassessments of whether the Company is the primary beneficiary of a VIE. As a result of the foregoing, the Company was not required to consolidate any VIE as of December 31, 2015 and 2014 . |
Sales with Option to Repurchase | The Company sold land and then entered into land option contracts to repurchase the land from the buyers. Our utilization of land option contracts is dependent on, among other things, the availability of land sellers willing to enter into these arrangements, the availability of capital to finance the development of optioned lots, general housing market conditions, and local market dynamics. Options may be more difficult to procure from land sellers in strong housing markets and are more prevalent in certain geographic regions. For accounting purposes in accordance with ASC 360-20-40-38, Property, Plant, and Equipment , these transactions are considered a financing rather than a sale. As a result, the Company recorded $16.2 million and $7.3 million at December 31, 2015 and 2014 , respectively, to land not owned under option agreements with a corresponding increase to obligations related to land not owned under option agreements on the consolidated balance sheets. |
Investment in Direct Financing Leases | Through December 31, 2014 , the Company entered into a series of direct finance leases for a portfolio of model homes. The Company leased these model homes to the entity that it acquired the homes from. The lessee had the option to repurchase the model homes at a predetermined price. The direct financing leases bore interest at rates from 10% to 12% . The lease payments were recorded as interest on direct financing leases income in the consolidated statements of income. All direct financing leases were sold in 2015. |
Property and Equipment, Net | Property and equipment are stated at cost less accumulated depreciation. Repairs and maintenance are expensed as incurred. Depreciation is computed over the estimated useful lives of the assets using the straight line method. The estimated useful lives of assets range from three to ten years. |
Customer and Builder Deposits | The Company typically requires customers to submit a deposit for home purchases and for builders to submit a deposit in connection with their construction loan agreements. The deposits serve as a guarantee to performance under home purchase and building contracts. Cash received as customer deposits are shown as restricted cash on the consolidated balance sheets. |
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 on the consolidated balance sheets. |
Net Income Attributable to Green Brick Partners, Inc. Per Share | The Company's restricted stock awards have the right to receive forfeitable dividends on an equal basis with common stock and therefore are not considered participating securities that must be included in the calculation of net income per share using the two-class method. Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during each period, adjusted for non-vested shares of restricted stock awards 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 and restricted stock awards. |
Revenue Recognition | Revenue from sales of residential units, land and lots are not recognized until a sale is deemed to be consummated. Consummation is defined as: a) when the parties are bound by the terms of a contract; b) all net consideration has been exchanged; c) any permanent financing for which the seller is responsible has been arranged; d) continuing investment is adequate to demonstrate a commitment to pay for the home; and e) all conditions precedent to closing have been performed. Generally, consummation does not happen until a sale has closed. When the earnings process is complete and a sale has closed, income is recognized under the full accrual method which allows full recognition of the gain on the sale at the time of closing. |
Cost Recognition | Lot acquisition, materials, direct costs, interest and indirect costs related to the acquisition, development, and construction of lots and homes are capitalized. Direct and indirect costs of developing residential lots are allocated evenly to all applicable lots. Capitalized costs of residential lots are charged to earnings when the related revenue is recognized. Costs in connection with developed lots and completed homes and other selling and administrative costs are charged to earnings when incurred. |
Advertising Expense | The Company expenses advertising as incurred. Advertising costs are included in selling, general and administrative expense in the consolidated statements of income. |
Debt Issuance Costs | Debt issuance costs of $0.8 million and $0.4 million at December 31, 2015 and December 31, 2014 , represent costs incurred related to the new revolving credit facility and the Term Loan Facility, respectively, as defined in Note 7 , and are included as part of other assets on the consolidated balance sheets. $0.2 million of the debt issuance costs incurred during the year ended December 31, 2014 was included in accrued expenses on the consolidated balance sheet at December 31, 2014. These costs are amortized straight line through interest expense over the term of the related debt facility. |
Share-based Compensation | The Company measures and accounts for share-based awards in accordance with ASC Topic 718, “ Compensation - Stock Compensation ”. The Company expenses share-based payment awards made to employees and directors, including stock options and restricted stock awards. Share-based compensation expense associated with stock options and restricted stock awards with vesting contingent upon the achievement of service conditions is recognized on a straight-line basis, net of estimated forfeitures, over the requisite service period the awards are expected to vest. The Company estimates the 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. |
Income Taxes | Until October 27, 2014, JBGL (the accounting acquirer of Green Brick) was not a taxable entity for U.S. federal and state income tax purposes with the exception of Texas. Taxes on its net income were borne by its members through the allocation of taxable income. Upon completion of the reverse recapitalization of Green Brick, JBGL became part of a consolidated taxable entity. The Transaction resulted in the change of JBGL’s tax status that resulted in the recognition of a one-time income tax benefit in the consolidated statement of income of approximately $26.6 million in the year ended December 31, 2014 . BioFuel had approximately $182.3 million of federal net operating loss carryforwards and approximately $21.6 million of state net operating loss carryforwards as of the Transaction Date. The Company re-assessed the need for a valuation allowance as of the Transaction Date and concluded, on a more-likely-than-not basis, that the deferred income tax assets, except for the state loss carryforwards, would be realized, giving consideration to the historical, current year and projected operating results of Green Brick. As a result of the re-assessment, the Company recorded $63.9 million of net deferred income tax assets at the Transaction Date, with an offset in additional paid-in-capital. The effect of the re-assessment had no impact on income tax expense. The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in years in which temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether we will be able to realize the benefit of deferred tax assets. A valuation allowance is required to reduce the deferred tax asset when it is more-likely-than-not that all or some portion of the deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more-likely-than-not basis. As of December 31, 2015 , we had deferred tax assets of $80.7 million , which was net of a valuation allowance in the amount of $1.2 million relating to state loss carryforwards. The deferred tax assets are primarily related to $55.6 million for federal net operating loss carryforwards and $24.8 million for basis in partnerships. For accounting purposes, a valuation allowance is required to reduce a deferred tax asset if it is determined that it is more-likely-than-not that all or some portion of the deferred tax asset will not be realized due to the lack of sufficient taxable income or other limitation on the Company’s ability to utilize the loss carryforward. Prior to the Transaction, BioFuel had recorded a valuation allowance against the full value of the deferred tax assets related to federal and state net operating losses due to a history of operating losses. The valuation allowance attributable to deferred tax assets other than the state loss carryforwards recorded by BioFuel prior to the Transaction Date was reversed through equity on the Transaction Date. The net operating loss carryforwards will begin to expire beginning with the year ending December 31, 2029 . The Company’s ability to utilize its net operating loss carryforwards will depend on the amount of taxable income that the Company generates in future periods. Based on our 2015, 2014, and 2013 taxable income results and forecast projections of taxable income, Company management expects that the Company should generate sufficient taxable income to utilize substantially all of the net operating loss carryforwards before they expire. The Company will continue to evaluate the appropriateness of a valuation allowance in future periods based on the consideration of all available evidence, including the generation of taxable income, using the more-likely-than-not standard. |
Fair Value Measurements | he Company has adopted and implemented the provisions of FASB ASC 820-10, Fair Value Measurements , with respect to fair value measurements of: (a) all elected financial assets and liabilities; and (b) any nonfinancial assets and liabilities that are recognized or disclosed in the consolidated financial statements at fair value on a recurring basis (at least annually). Under FASB ASC 820-10, fair value is defined as an exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. These provisions establish a three-tiered fair value hierarchy that prioritizes inputs to valuation techniques used in fair value calculations. The three levels of input are defined as follows: Level 1 — unadjusted quoted prices for identical assets or liabilities in active markets accessible by the Company; Level 2 — inputs that are observable in the marketplace other than those classified as Level 1; and Level 3 — inputs that are unobservable in the marketplace and significant to the valuation. Entities are encouraged to maximize the use of observable inputs and minimize the use of unobservable inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. |
Noncontrolling Interests | e 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 | he 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. |
Reclassifications | Model home furnishings for the year ended December 31, 2014 has been reclassified from property and equipment, net in the accompanying consolidated balance sheet to inventory to conform with the current year presentation. Depreciation of model home furnishings for the years ended December 31, 2014 and December 31, 2013 has been reclassified from depreciation and amortization expense in the accompanying consolidated statements of income to cost of residential units to conform to the current year presentation. As of December 31, 2014 , a reclassification in the amount of $11.8 million was made from work in process to completed home inventory and residential lots held for sale to conform with the current year presentation. |
Recent Accounting Pronouncements | May 2014, FASB issued Accounting Standards Update (“ASU”) No. 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. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , which delayed the effective date of ASU No. 2014-09 by one year. ASU No. 2014-09 is effective for the Company beginning on January 1, 2018 . Early adoption is permitted for reporting periods beginning after December 15, 2016. The standard permits the use of either the full retrospective approach or the modified retrospective approach. 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. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard is effective for the Company beginning on January 1, 2016 . Early adoption is permitted for financial statements that have not been previously issued. This standard is to be applied on a retrospective basis and represents a change in accounting principle. The Company does not believe that the adoption of this standard will have a material effect on its consolidated financial statements and related disclosures. In August 2015, the FASB issued ASU No. 2015-15, Interest — Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements — Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting , which clarifies the treatment of debt issuance costs from line-of-credit arrangements after the adoption of ASU No. 2015-03. The standard clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs related to a line-of-credit arrangement as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of such arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company does not believe that the adoption of this standard will have a material effect on its consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , as part of its simplification initiative. The standard amends the existing guidance to require that deferred income tax liabilities and assets be classified as noncurrent in a classified balance sheet, and eliminates the prior guidance which required an entity to separate deferred tax liabilities and assets into a current amount and a noncurrent amount in a classified balance sheet. The standard is effective for the Company beginning on January 1, 2017 . Early adoption is permitted as of the beginning of an interim or annual period. Additionally, the new guidance may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company does not believe that the adoption of this standard will have a material effect on its consolidated financial statements and related disclosures. |
OutOfPeriodAdjustment [Policy Text Block] | Out-of-Period Adjustment During the fourth quarter ended December 31, 2015 , the Company recorded an out-of-period adjustment associated with a $1.9 million overaccrual of distributions payable recorded during the fourth quarter ended December 31, 2014 . As a result, as of December 31, 2014 , accrued expenses was overstated and retained earnings were understated by $1.9 million . After evaluating the quantitative and qualitative aspects of the out-of-period adjustment, management has determined that the adjustment is not material to the current year or any prior period financial statements. |
Significant Accounting Polici24
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Real Estate Inventory | As of December 31, 2015 2014 Completed home inventory and residential lots held for sale $ 85,342 $ 58,846 Work in process 236,383 192,796 Undeveloped land 6,193 16,220 Land not owned under option agreements 16,214 7,279 Total Inventory $ 344,132 $ 275,141 |
Schedule of Real Estate Inventory Capitalized Interest Costs | Interest costs incurred, capitalized and expensed were as follows (in thousands): 2015 2014 2013 Interest capitalized at beginning of year $ 3,713 $ 1,065 $ 53 Interest incurred 9,625 4,146 1,380 Interest charged to cost of sales (3,972 ) (105 ) (53 ) Interest charged to interest expense (281 ) (1,393 ) (315 ) Interest capitalized at end of year $ 9,085 $ 3,713 $ 1,065 |
Schedule of Basic and Diluted Net Income | 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): Years End December 31, 2015 2014 2013 Basic net income attributable to Green Brick Partners, Inc. per share Net income attributable to Green Brick Partners, Inc. —basic $ 15,325 $ 50,026 $ 32,007 Weighted-average number of shares outstanding —basic 40,068 14,712 11,109 Basic net income attributable to Green Brick Partners, Inc. per share $ 0.38 $ 3.40 $ 2.88 Diluted net income attributable to Green Brick Partners, Inc. per share Net income attributable to Green Brick Partners, Inc. —diluted $ 15,325 $ 50,026 $ 32,007 Weighted-average number of shares used to compute basic net income attributable to Green Brick Partners, Inc. 40,068 14,712 11,109 Dilutive effect of stock options and restricted stock awards 30 — — Weighted-average number of shares outstanding —diluted 40,099 14,712 11,109 Diluted net income attributable to Green Brick Partners, Inc. per share $ 0.38 $ 3.40 $ 2.88 |
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): Years End December 31, 2015 2014 2013 Antidilutive options to purchase common stock 62 129 — |
Reverse Recapitalization (Table
Reverse Recapitalization (Tables) | 12 Months Ended |
Dec. 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 ) |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | The following is a summary of property and equipment and related accumulated depreciation by major classification as of December 31, 2015 and 2014 (in thousands): December 31, 2015 December 31, 2014 Office furniture and equipment $ 258 $ 196 Leasehold improvements 595 — Computers and equipment 108 465 Field trailers 10 10 Design center 470 470 1,441 1,141 Less: accumulated depreciation (639 ) (350 ) Total property and equipment, net $ 802 $ 791 |
Earnest Money Deposits (Tables)
Earnest Money Deposits (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Restricted Assets [Abstract] | |
Schedule of Expected Land Purchase Payments Under Option Agreements | If each option agreement in place at December 31, 2015 was exercised, expected land purchase payments under these agreements would be as follows (in thousands): Total 2016 $ 40,667 2017 24,031 2018 13,047 2019 1,593 $ 79,338 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument [Line Items] | |
Schedule of Lines of Credit Outstanding | Lines of credit outstanding at December 31, 2015 and 2014 consist of the following (in thousands): December 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) — 12,500 Revolving credit facility (4) 17,500 — Unsecured revolving credit facility (5) 30,000 — Total lines of credit $ 47,500 $ 14,061 (1) During 2012, a subsidiary of JBGL opened a line of credit (“LOC”) with Inwood in the amount of $4.8 million maturing on April 13, 2014, bearing interest at 4.0% , which was in effect 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 interest at 4.0% , which was in effect for 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 accrued and was payable monthly at a rate of 4.0% . The credit facility was renewed until October 13, 2015 and was secured by land owned in John’s Creek, Georgia. This LOC was replaced with a new revolving credit facility on July 30, 2015. (4) On July 30, 2015 , the Company replaced it's John's Creek credit facility with a new revolving credit facility with Inwood, which provides for up to $50.0 million and is secured by land owned in John’s Creek, Georgia, Allen, TX, and Carrollton, TX. The maturity date for the new revolving credit facility is July 30, 2017 . The costs associated with the new revolving credit facility of $0.3 million were deferred and are included in other assets in our consolidated balance sheets. The Company is amortizing these debt issuance costs to interest expense over the term of the new revolving credit facility straight line. Amounts outstanding under the new revolving credit facility is secured by mortgages on real property and security interests in certain personal property (to the extent that such personal property is connected with the use and enjoyment of the real property) that is owned by certain of the Company's subsidiaries, including land owned in John’s Creek, Georgia, Allen, Texas, and Carrollton, Texas. The amounts outstanding under the new revolving credit facility are also guaranteed by certain of the Company's subsidiaries. The new revolving credit facility is subject to a borrowing base limitation equal to the sum of 50% of the total value of land and 60% of the total value of lots owned by certain of the Company's subsidiaries, each as determined by an independent appraiser, with the value of land being restricted from being more than 50% of the borrowing base. Outstanding borrowings under the new revolving credit facility bear interest at a floating rate per annum equal to the rate announced by Bank of America, N.A., from time to time, as its “Prime Rate” (the “Index”) with such adjustments to the interest rate being made on the effective date of any change in the Index. Notwithstanding the foregoing, the interest may not, at any time, be less than 4% per annum or more than the lesser amount of 18% and the highest maximum rate allowed by applicable law. Beginning on August 30, 2015 and continuing on the 30th day of each consecutive month thereafter until the revolving credit facility matures on July 30, 2017, the Company must pay interest on the unpaid principal amount. The entire unpaid principal balance and any accrued but unpaid interest is due and payable on the maturity date. Under the terms of the new revolving credit facility, the Company is required, among other things, to maintain minimum multiples of net worth in excess of the outstanding new revolving credit facility balance, minimum interest coverage and maximum leverage. The Company was in compliance with these financial covenants under the revolving credit facility as of December 31, 2015 . (5) On December 15, 2015 , the Company entered into a credit agreement with the lenders named therein, and Citibank, N.A., as administrative agent, providing for a senior, unsecured revolving credit facility with aggregate lending commitments of up to $40.0 million (“Unsecured Revolving Credit Facility”). Subject to certain terms and conditions, the Company may, at its option, prior to the termination date, increase the amount of the revolving credit facility up to a maximum aggregate amount of $75.0 million . Commitments under the Unsecured Revolving Credit Facility will be available until the period ending December 14, 2018 , which period may be extended for additional one year periods, subject to the consent of the lenders and the satisfaction of certain other terms and conditions. Citibank, N.A. and Credit Suisse AG, Cayman Islands Branch have initially committed to provide $25.0 million and $15.0 million , respectively. The costs associated with the Unsecured Revolving Credit Facility of $0.5 million were deferred and are included in other assets in our consolidated balance sheets. The Company is amortizing these debt issuance costs to interest expense over the term of the loan using the straight line method. The Unsecured Revolving Credit Facility provides for interest rate options on advances at rates equal to either: (x) in the case of base rate advances, the highest of (i) Citibank’s base rate, (ii) the federal funds rate plus 0.5% , and (iii) the one-month LIBOR plus 1.0% , in each case plus 1.5% ; or (y) in the case of Eurodollar rate advances, the reserve adjusted LIBOR plus 2.5% . Interest on amounts borrowed under the Unsecured Revolving Credit Facility is payable in arrears quarterly on the last day of each March, June, September and December during such periods. At December 31, 2015 , the interest rate on outstanding borrowings under the Credit Facility was 2.9% per annum. The Company will pay the lenders a commitment fee on the amount of the unused commitments on a quarterly basis at a rate per annum equal to 0.45% . Outstanding borrowings under the Unsecured Revolving Credit Facility are subject to, among other things, a borrowing base. The borrowing base limitation is equal to the sum of: 100% of unrestricted cash (in excess of $15.0 million ); 85% of the book value of model homes, construction in progress homes, sold completed homes, and speculative homes (subject to certain limitations on the age and number of speculative homes and model homes); 65% of the book value of finished lots and land under development; and 50% of the book value of entitled land (subject to certain limitations on the value of entitled land and land under development as a percentage of the borrowing base). Additionally, under the terms of the Unsecured Revolving Credit Facility, the Company is required, among other things, to maintain compliance with various covenants, including financial covenants relating to a maximum Leverage Ratio, a minimum Interest Coverage Ratio, and a minimum Consolidated Tangible Net Worth, each as defined therein. The Company's compliance with these financial covenants is measured by calculations and metrics that are specifically defined or described by the terms of the Unsecured Revolving Credit Facility. |
Schedule of Minimum Principal Payments | The approximate annual minimum principal payments over the next five years under the debt agreements as of December 31, 2015 are (in thousands): Line of Credit Notes Payable Total 2016 $ — $ 1,158 $ 1,158 2017 17,500 9,000 26,500 2018 30,000 — 30,000 2019 — — — 2020 and thereafter — — — $ 47,500 $ 10,158 $ 57,658 |
Notes Payable | |
Debt Instrument [Line Items] | |
Schedule of Long-term Debt | Notes payable outstanding at December 31, 2015 and 2014 consist of the following (in thousands): December 31, 2015 December 31, 2014 Notes payable to unrelated third parties: Briar Ridge Investments, LTD (1) $ 9,000 $ 9,000 Lakeside DFW Land, LTD (2) — 1,824 Lyons Equities, Inc. Trustee (3) 988 — Centennial Park Richardson, LTD (4) — — Subordinated Lot Notes (5) 170 1,327 Total notes payable $ 10,158 $ 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% collateralized by land purchased in Allen, Texas. Accrued interest at December 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% 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) On May 22, 2015, a subsidiary of JBGL signed a promissory note for $1.0 million maturing on May 22, 2016, bearing interest at 3.5% per annum collateralized by land located in Allen, TX. (4) On July 20, 2015, a subsidiary of JBGL signed a promissory note for $0.3 million maturing on April 20, 2016, bearing interest at 0.0% per annum collateralized by land located in Richardson, TX. This note was paid in full in October 2015. (5) 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% percent, 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 at December 31, 2015 and 2014 consists of the following (in thousands): December 31, 2015 December 31, 2014 Term Loan Facility $ — $ 150,000 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity | A summary of share-based awards activity during the year ended December 31, 2015 is as follows: Number of Shares (in thousands) Weighted Average Grant Date Fair Value per Share Nonvested, December 31, 2014 — $ — Granted 42 $ 8.40 Vested (19 ) $ 8.04 Forfeited — $ — Nonvested, December 31, 2015 23 $ 8.73 |
Summary of Stock Option Activity | A summary of stock option activity during the year ended December 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, December 31, 2015 500 $ 7.49 8.73 $ — Options exercisable, December 31, 2015 100 $ 7.49 8.73 $ — |
Summary of Unvested Stock Options Activity | A summary of our unvested stock options during the year ended December 31, 2015 is as follows (shares in thousands): Number of Shares (in thousands) Weighted Average Per Share Grant Date Fair Value Unvested, December 31, 2014 500 $ 2.88 Granted — $ — Vested (100 ) $ 2.88 Forfeited — $ — Unvested, December 31, 2015 400 $ 2.88 |
Schedule of Stock Options, Valuation Assumptions | We utilized the Black-Scholes option pricing model for estimating the grant date fair value of stock options with the following assumptions: Risk-Free Interest Rate Expected Term (in years) Weighted Average Expected Stock Price Volatility Expected Dividend Yield Weighted Average Per Share Grant Date Fair Value Fiscal year 2014 1.94 % 6.5 37.2 % — % $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of income before income taxes attributable to our operations are as follows (in thousands): Years Ended December 31, 2015 2014 2013 Current: Federal $ — $ — $ — State 819 485 327 Total current 819 485 327 Deferred Federal 8,412 (23,308 ) — State (60 ) (2,030 ) — Total deferred 8,352 (25,338 ) — Total income tax provision (benefit) $ 9,171 $ (24,853 ) $ 327 |
Schedule of Deferred Tax Assets and Liabilities | The primary differences between the financial statement and tax bases of assets and liabilities are as follows (in thousands): December 31, 2015 December 31, 2014 Deferred tax assets: Accrued bonuses $ 39 $ 315 Accrued payroll 49 11 Stock-based compensation 125 14 Federal net operating loss carryover 55,622 62,575 State net operating loss carryover 1,161 1,161 Basis in partnerships 24,773 26,123 Warranty accrual 166 161 Historical BioFuel capitalized start-up costs 24 24 Historical BioFuel - other 16 16 81,975 90,400 Valuation allowance (1,161 ) (1,161 ) Deferred tax assets, net 80,814 89,239 Deferred tax liabilities: Prepaid insurance (34 ) (11 ) Noncontrolling interests impact of M-1s (117 ) (31 ) Deferred tax liabilities, net (151 ) (42 ) |
Schedule of Effective Tax Rate Reconciliation | A reconciliation between our effective tax rate on income before income tax provision (benefit) and the U.S. federal statutory rate is as follows (amounts in thousands): Years Ended December 31, 2015 2014 2013 Tax on pre-tax book income (before reduction for noncontrolling interests) $ 12,151 $ 12,673 $ — Pre-Transaction earnings taxed to partners — (10,634 ) — Tax effect of non-controlled earnings post Transaction (3,577 ) (644 ) — Change in partnership tax status — (25,244 ) — Change in partnership tax status - state benefit — (1,320 ) — State tax expense, net 533 315 327 Deferred other (36 ) — — State deferred tax expense (39 ) — — Perm items - other 139 1 — Total tax expense $ 9,171 $ (24,853 ) $ 327 26.4 % (68.6 )% 0.7 % |
Rollforward of Valuation Allowances | The rollforward of valuation allowances is as follows (amounts in thousands): Years Ended December 31, 2015 2014 Valuation allowance at beginning of the year $ 1,161 $ — BioFuel valuation allowance at the Transaction Date — 65,020 Release of valuation allowance at Transaction Date (1) — (63,859 ) Valuation allowance at end of the year $ 1,161 $ 1,161 (1) Amount was released through additional paid-in capital at the Transaction Date. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Warranty Activity | Warranty activity, included in accrued expenses in our consolidated balance sheets, for 2015 , 2014 and 2013 consists of the following (in thousands): 2015 2014 2013 Beginning balance $ 460 $ 328 $ 58 Additions 667 388 290 Charges (653 ) (256 ) (20 ) Ending balance $ 474 $ 460 $ 328 |
Schedule of Annual Minimum Operating Lease Payments | The approximate annual minimum lease payments over the next five years under the operating lease as of December 31, 2015 are (in thousands): 2016 $ 697 2017 703 2018 708 2019 710 2020 and thereafter 620 $ 3,438 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Years End December 31, (in thousands) 2015 2014 2013 Revenues: Builder Operations Texas $ 121,979 $ 83,958 $ 52,764 Georgia 132,288 116,692 115,827 Land Development 36,878 45,452 33,735 $ 291,145 $ 246,102 $ 202,326 Gross profit: Builder Operations Texas $ 30,642 $ 19,665 $ 14,890 Georgia 27,096 31,176 30,920 Land Development 9,753 11,370 12,222 $ 67,491 $ 62,211 $ 58,032 Inventory: Builder Operations Texas $ 60,768 $ 45,609 $ 25,918 Georgia 158,623 129,361 99,239 Land Development 124,741 100,171 104,044 $ 344,132 $ 275,141 $ 229,201 |
Quarterly Financial Data (Una33
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Unaudited Quarterly Results of Operations | Summarized unaudited quarterly results of operations for the years ended December 31, 2015 and December 31, 2014 are as follows (in thousands, except per share amounts): Year ended December 31, 2015 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues $ 58,452 $ 71,987 $ 75,198 $ 85,508 Gross profits 16,210 17,183 15,718 18,380 Net income attributable to Green Brick Partners, Inc. 4,018 3,788 2,826 4,693 Net income attributable to Green Brick Partners, Inc. per common share: (1) Basic $0.13 $0.12 $0.06 $0.10 Diluted $0.13 $0.12 $0.06 $0.10 Year ended December 31, 2014 First Quarter Second Quarter Third Quarter Fourth Quarter Revenues $ 63,009 $ 65,843 $ 49,676 $ 67,574 Gross profits 15,766 16,379 14,913 15,153 Net income attributable to Green Brick Partners, Inc. 7,349 7,410 3,694 31,573 Net income attributable to Green Brick Partners, Inc. per common share: Basic $0.66 $0.67 $0.33 $1.24 Diluted $0.66 $0.67 $0.33 $1.24 (1) Per share amounts for the four quarters do not add to per share amounts for the year due to rounding differences in quarterly amounts and due to the impact of differences between the quarterly and annual weighted average share calculations. |
Organization and Basis of Pre34
Organization and Basis of Presentation (Narrative) (Details) $ / shares in Units, $ in Millions | Oct. 27, 2014USD ($)$ / sharesshares | Dec. 31, 2015subsidiary | Dec. 31, 2014shares | Jun. 10, 2014USD ($) |
Class of Stock [Line Items] | ||||
Ownership percentage by parent included in consolidation (more than) | 50.00% | |||
Number of subsidiaries created | subsidiary | 92 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Noncash portion of business acquisition | shares | 6,237,584 | |||
Shares issued in rights offering | shares | 14,000,000 | |||
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 | shares | 11,108,500 | |||
Issue price of shares | $ / 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 | $ / shares | $ 5 | |||
Proceeds from rights offering | $ 24.2 | |||
Shares of common stock authorized, conversion ratio | 2.2445 | |||
Shares issued in rights offering | shares | 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 | shares | 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 | $ 24.8 | |||
Shares issued in rights offering | shares | 4,957,618 |
Significant Accounting Polici35
Significant Accounting Policies (Narrative) (Details) | Oct. 27, 2014USD ($) | Dec. 31, 2015USD ($)segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Accounting Policies [Line Items] | ||||
WorkInProcessReclassification | $ 11,800,000 | |||
distributionsoutofperiodadjustmentnonmaterial | $ 1,933,000 | 0 | $ 0 | |
Direct finance lease, interest rate, minimum | 10.00% | |||
Allowance for doubtful accounts | $ 0 | 0 | ||
Growth period | 4 years | |||
Asset impairment charges | $ 0 | 0 | ||
Land not owned under option agreements | 16,214,000 | 7,279,000 | ||
One-time income tax benefit | 0 | (25,244,000) | 0 | |
Deferred tax assets | 80,814,000 | 89,239,000 | ||
Deferred income tax assets, net | 80,663,000 | 89,197,000 | ||
Valuation allowance for deferred tax assets | (1,161,000) | (1,161,000) | 0 | |
Deferred tax asset related to net operating loss carryforwards | 55,622,000 | 62,575,000 | ||
Deferred tax asset related to basis in partnership | $ 24,773,000 | 26,123,000 | ||
Percentage of controlling interests in several builders by parent | 50.00% | |||
Percentage of noncontrolling interests in several builders by parent | 50.00% | |||
Number of reportable segments | segment | 2 | |||
Number of operating segments | segment | 2 | |||
Direct finance lease, interest rate, maximum | 12.00% | |||
overstatementofaccruedexpensesandunderstatementofretainedearnings | 1,900,000 | |||
Minimum | ||||
Accounting Policies [Line Items] | ||||
Community life cycle | 2 years | |||
Home construction period | 5 months | |||
Management assumption, cost increases on future phases | 5.00% | |||
Useful lives of assets | 3 years | |||
Estimated warranty accrual per home closed | $ 250 | |||
Maximum | ||||
Accounting Policies [Line Items] | ||||
Community life cycle | 6 years | |||
Home construction period | 9 months | |||
Management assumption, cost increases on future phases | 10.00% | |||
Useful lives of assets | 10 years | |||
Estimated warranty accrual per home closed | $ 800 | |||
Selling, General and Administrative Expenses | ||||
Accounting Policies [Line Items] | ||||
Advertising Expense | 500,000 | 400,000 | $ 500,000 | |
Other Assets | ||||
Accounting Policies [Line Items] | ||||
Debt issuance cost | 800,000 | 400,000 | ||
Accrued Expenses | ||||
Accounting Policies [Line Items] | ||||
Debt issuance cost | $ 200,000 | |||
Federal | ||||
Accounting Policies [Line Items] | ||||
Net operating loss carryforward | $ 158,900,000 | |||
Operating loss carryforward, expiration date | Dec. 31, 2029 | |||
State | ||||
Accounting Policies [Line Items] | ||||
Net operating loss carryforward | $ 21,600,000 | |||
Reverse Recapitalization | ||||
Accounting Policies [Line Items] | ||||
One-time income tax benefit | $ (26,600,000) | |||
Deferred tax assets | 63,900,000 | |||
Reverse Recapitalization | Federal | ||||
Accounting Policies [Line Items] | ||||
Net operating loss carryforward | 182,300,000 | |||
Reverse Recapitalization | State | ||||
Accounting Policies [Line Items] | ||||
Net operating loss carryforward | $ 21,600,000 | |||
Retained Earnings | ||||
Accounting Policies [Line Items] | ||||
distributionsoutofperiodadjustmentnonmaterial | $ 1,933,000 |
Significant Accounting Polici36
Significant Accounting Policies (Schedule of Real Estate Inventory) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Completed home inventory and residential lots held for sale | $ 85,342 | $ 58,846 |
Work in process | 236,383 | 192,796 |
Undeveloped land | 6,193 | 16,220 |
Land not owned under option agreements | 16,214 | 7,279 |
Inventory, Real Estate | $ 344,132 | $ 275,141 |
Significant Accounting Polici37
Significant Accounting Policies (Schedule of Real Estate Inventory Capitalized Interest Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Real Estate Inventory, Capitalized Interest Costs [Roll Forward] | |||
Interest capitalized at beginning of year | $ 3,713 | $ 1,065 | $ 53 |
Interest incurred | 9,625 | 4,146 | 1,380 |
Interest charged to cost of sales | (3,972) | (105) | (53) |
Interest charged to interest expense | (281) | (1,393) | (315) |
Interest capitalized at end of year | $ 9,085 | $ 3,713 | $ 1,065 |
Significant Accounting Polici38
Significant Accounting Policies (Schedule of Basic and Diluted Net Income) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Basic net income attributable to Green Brick Partners, Inc. per share | |||||||||||
Net income attributable to Green Brick Partners, Inc. —basic | $ 4,693 | $ 2,826 | $ 3,788 | $ 4,018 | $ 31,573 | $ 3,694 | $ 7,410 | $ 7,349 | $ 15,325 | $ 50,026 | $ 32,007 |
Weighted-average number of shares outstanding - basic (in shares) | 40,068 | 14,712 | 11,109 | ||||||||
Basic net income attributable to Green Brick Partners, Inc. per share (in dollars per share) | $ 0.10 | $ 0.06 | $ 0.12 | $ 0.13 | $ 1.24 | $ 0.33 | $ 0.67 | $ 0.66 | $ 0.38 | $ 3.40 | $ 2.88 |
Diluted net income attributable to Green Brick Partners, Inc. per share | |||||||||||
Net income attributable to Green Brick Partners, Inc. —diluted | $ 15,325 | $ 50,026 | $ 32,007 | ||||||||
Weighted-average number of shares outstanding - diluted (in shares) | 40,099 | 14,712 | 11,109 | ||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 30 | 0 | 0 | ||||||||
Diluted net income attributable to Green Brick Partners, Inc. per share (in dollars per share) | $ 0.10 | $ 0.06 | $ 0.12 | $ 0.13 | $ 1.24 | $ 0.33 | $ 0.67 | $ 0.66 | $ 0.38 | $ 3.40 | $ 2.88 |
Significant Accounting Polici39
Significant Accounting Policies (Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share) (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | |||
Antidilutive options to purchase common stock | 62 | 129 | 0 |
Reverse Recapitalization - Narr
Reverse Recapitalization - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 27, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Jun. 10, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
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 | 48,833,323 | ||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Noncash portion of business acquisition | 6,237,584 | |||||
Common stock, shares outstanding (in shares) | 31,346,084 | 48,833,323 | 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 | $ 3.2 | |||||
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 | $ 191.8 | |||||
Noncash portion of business acquisition | 11,108,500 | |||||
Issue price of shares | $ 7.49 |
Reverse Recapitalization - Summ
Reverse Recapitalization - Summary of Identifiable Liabilities of BioFuel Retained (Details) - Reverse Recapitalization $ in Thousands | Oct. 27, 2014USD ($) |
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) |
Property and Equipment (Summary
Property and Equipment (Summary of Property and Equipment) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,441 | $ 1,141 |
Less: accumulated depreciation | (639) | (350) |
Total property and equipment, net | 802 | 791 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 258 | 196 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 595 | 0 |
Computers and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 108 | 465 |
Field trailers | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 10 | 10 |
Design center | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 470 | $ 470 |
Property and Equipment (Narrati
Property and Equipment (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expense | $ 0.3 | $ 0.2 | $ 0.1 |
Earnest Money Deposits (Details
Earnest Money Deposits (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015USD ($)Lots | Dec. 31, 2014USD ($)Lots | |
Other Restricted Assets [Abstract] | ||
Number of lots under option | Lots | 1,084 | 1,082 |
Land not owned under option agreements, exercise price | $ | $ 79,338 | $ 71,600 |
Earnest Money Deposits (Schedul
Earnest Money Deposits (Schedule of Expected Land Purchase Payments Under Option Agreements) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Restricted Assets [Abstract] | ||
2,016 | $ 40,667 | |
2,017 | 24,031 | |
2,018 | 13,047 | |
2,019 | 1,593 | |
Total | $ 79,338 | $ 71,600 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt - Term Loan Facility) (Details) - USD ($) $ in Thousands | Jul. 01, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||||
Repayments of Secured Debt | $ 150,000 | $ 0 | $ 0 | |
Notes payable | 10,158 | 12,151 | ||
Term Loan Facility | 0 | 150,000 | ||
Greenlight Capital, Inc | Reverse Recapitalization | Term Loan Facility | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Repayments of Secured Debt | $ 154,900 | |||
Term Loan Facility | $ 0 | $ 150,000 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) $ in Thousands | Dec. 15, 2015 | Jul. 30, 2015 | Jul. 01, 2015 | Oct. 27, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 28, 2015 |
Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Maximum period electable to pay interest in kind | 12 months | ||||||
Other Assets | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance cost | $ 800 | $ 400 | |||||
Reverse Recapitalization | Term Loan Facility | Secured Debt | |||||||
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 | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance cost | $ 400 | ||||||
Reverse Recapitalization | Term Loan Facility | Greenlight Capital, Inc | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of voting interest | 49.40% | ||||||
Debt instrument, term | 5 years | ||||||
Debt instrument, face amount | $ 150,000 | ||||||
Stated interest rate | 9.00% | 10.00% | |||||
Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | $ 40,000 | 30,000 | 0 | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||||
Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | Other Assets | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance cost | $ 500 | ||||||
Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Maximum | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | 75,000 | ||||||
Citibank, N.A. [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | 25,000 | ||||||
Credit Suisse AG, Cayman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | $ 15,000 | ||||||
Subsidiary of JBGL | Inwood National Bank | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | 47,500 | 14,061 | |||||
Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Borrowings on lines of credit | $ 17,500 | $ 0 | |||||
Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | Other Assets | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance cost | $ 300 | ||||||
Subsidiary of JBGL | Inwood National Bank | Minimum | JohnsCreekCarrolltonAllen [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.00% | ||||||
Subsidiary of JBGL | Inwood National Bank | Maximum | JohnsCreekCarrolltonAllen [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 18.00% | ||||||
Federal Funds Rate [Domain] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% |
Debt (Schedule of Lines of Cred
Debt (Schedule of Lines of Credit Outstanding) (Details) - USD ($) $ in Thousands | Dec. 15, 2015 | Jul. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 13, 2014 | Dec. 31, 2013 | Oct. 13, 2013 |
Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | $ 40,000 | $ 30,000 | $ 0 | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.90% | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.45% | ||||||
Unrestricted Cash Borrowing Base Limitation | 100.00% | ||||||
Borrowing Base Limitation for Unrestricted Cash | $ 15,000 | ||||||
Book Value of Model Homes Borrowing Base | 85.00% | ||||||
Book Value of Finished Lots and Land Under Development | 65.00% | ||||||
Book Value of Entitled Land | 50.00% | ||||||
Credit Suisse AG, Cayman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | $ 15,000 | ||||||
Citibank, N.A. [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | 25,000 | ||||||
Subsidiary of JBGL | Inwood National Bank | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | $ 47,500 | 14,061 | |||||
Subsidiary of JBGL | Inwood National Bank | Direct Finance Leases A | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | 0 | 662 | |||||
Line of credit, maximum borrowing capacity | $ 4,800 | ||||||
Stated interest rate | 4.00% | ||||||
Subsidiary of JBGL | Inwood National Bank | Direct Finance Leases B | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | 0 | 899 | |||||
Line of credit, maximum borrowing capacity | $ 3,000 | ||||||
Stated interest rate | 4.00% | ||||||
Subsidiary of JBGL | Inwood National Bank | John's Creek | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | 0 | 12,500 | |||||
Line of credit, maximum borrowing capacity | $ 8,000 | $ 25,000 | |||||
Stated interest rate | 4.00% | ||||||
Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | 17,500 | 0 | |||||
Line of credit, maximum borrowing capacity | $ 50,000 | ||||||
BorrowingBaseLimitationTotalValueOfland | 50.00% | ||||||
BorrowingBaseLimitationTotalValueOfLotsOwned | 60.00% | ||||||
MaximumValueOfLandUsedWhenCalculatingBorrowingBase | 50.00% | ||||||
Other Assets | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt issuance cost | $ 800 | $ 400 | |||||
Other Assets | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt issuance cost | 500 | ||||||
Other Assets | Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt issuance cost | $ 300 | ||||||
Minimum | Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Stated interest rate | 4.00% | ||||||
Maximum | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings on lines of credit | $ 75,000 | ||||||
Maximum | Subsidiary of JBGL | Inwood National Bank | JohnsCreekCarrolltonAllen [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Stated interest rate | 18.00% | ||||||
Federal Funds Rate [Domain] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Citibank, N.A. and Credit Suisse AG, CAyman Islands Branch [Member] | Unsecured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% |
Debt (Schedule of Long-term D49
Debt (Schedule of Long-term Debt - Notes Payable) (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 20, 2015 | May. 22, 2015 | Apr. 16, 2014 | Dec. 13, 2013 | Apr. 15, 2013 | |
Debt Instrument [Line Items] | |||||||||
Notes payable | $ 10,158 | $ 12,151 | |||||||
Repayments of Notes Payable | 5,199 | 22,434 | $ 16,309 | ||||||
Notes Payable | Briar Ridge Investments, LTD | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | 9,000 | 9,000 | |||||||
Notes Payable | Lakeside DFW Land, LTD | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | 0 | 1,824 | |||||||
Notes Payable | Lyons Equities, Inc. [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | 0 | ||||||||
Notes Payable | Other Unrelated Third Party | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | 0 | ||||||||
Notes Payable | Subordinated Lot Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | 170 | $ 1,327 | |||||||
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 | ||||||||
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 | $ 3,500 | |||||||
Repayments of Notes Payable | $ 1,500 | ||||||||
Subsidiary of JBGL | Notes Payable | Lyons Equities, Inc. [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | $ 988 | ||||||||
Stated interest rate | 3.50% | ||||||||
Subsidiary of JBGL | Notes Payable | Other Unrelated Third Party | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes payable | $ 300 | $ 0 | |||||||
Stated interest rate | 0.00% | ||||||||
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% |
Debt (Schedule of Minimum Princ
Debt (Schedule of Minimum Principal Payments) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |
2,015 | $ 1,158 |
2,016 | 26,500 |
2,017 | 30,000 |
2,018 | 0 |
2020 and thereafter | 0 |
Total | 57,658 |
Line of Credit | |
Debt Instrument [Line Items] | |
2,015 | 0 |
2,016 | 17,500 |
2,017 | 30,000 |
2,018 | 0 |
2020 and thereafter | 0 |
Total | 47,500 |
Notes Payable | |
Debt Instrument [Line Items] | |
2,015 | 1,158 |
2,016 | 9,000 |
2,017 | 0 |
2,018 | 0 |
2020 and thereafter | 0 |
Total | $ 10,158 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) | Oct. 27, 2014$ / sharesshares | Dec. 31, 2015USD ($)employeenon-employee$ / sharesshares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2013USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum amount to be paid to individual pursuant to cash bonus award | $ | $ 2,000,000 | |||
Shares granted | 0 | |||
Per share exercise price | $ / shares | $ 7.49 | $ 7.49 | ||
Unamortized share-based compensation expense | $ | $ 1,400,000 | |||
Unamortized share-based compensation expense, weighted average period of recognition | 3 years 4 months 51 days | |||
Forfeiture rate | 0.00% | |||
Allocated Share-based Compensation Expense | $ | $ (474,339) | $ (39,641) | ||
Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Service period | 5 years | |||
Stock options issued | $ | $ 0 | $ 0 | ||
2014 Equity Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of awards granted after expiration date | 0 | |||
Number of shares authorized and reserved for issuance | 2,350,956 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,308,614 | |||
Executive Officers | 2014 Equity Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number eligible for awards | employee | 3 | |||
Non-employee Directors | 2014 Equity Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number eligible for awards | non-employee | 6 | |||
Other Employees | 2014 Equity Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number eligible for awards | employee | 200 | |||
Common Stock | Chief Executive Officer | Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares granted | 500,000 | |||
Per share exercise price | $ / shares | $ 7.49 | |||
Number of trading days after grant date for which the exercise price was based | 5 days | |||
Vesting period | 5 years |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Share-based Compensation, Activity) (Details) - USD ($) | Oct. 27, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 23,000 | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 8.73 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 8.40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 42,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (19,000) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 8.04 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 0 | ||
Stock options | $ 474,339 | $ 39,641 | |
Officer [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Onetimespecialbonus | $ 1,250,000 | ||
ShareBasedAwardEquityInstrumentsOtherThanOptionsVestedInPeriod,Percent | 100.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 8.04 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 19,434 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||
Non-employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 8.73 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 22,908 |
Share-Based Compensation (Summa
Share-Based Compensation (Summary of Stock Option Activity) (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Options outstanding, beginning balance (in shares) | shares | 500,000 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Options outstanding, ending balance (in shares) | shares | 500,000 |
Options exercisable (in shares) | shares | 100,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Options outstanding, beginning balance (in dollars per share) | $ / shares | $ 7.49 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Options outstanding, ending balance (in dollars per share) | $ / shares | 7.49 |
Options exercisable (in dollars per share) | $ / shares | $ 7.49 |
Options outstanding, weighted average remaining life (in years) | 8 years 8 months 24 days |
Options exercisable, weighted average remaining life (in years) | 8 years 8 months 24 days |
Options outstanding, aggregate intrinsic value | $ | $ 0 |
Options exercisable, aggregate intrinsic value | $ | $ 0 |
Share-Based Compensation (Sum54
Share-Based Compensation (Summary of Unvested Stock Options Activity) (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
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) | (100) | |
Forfeited (in shares) | 0 | |
Unvested, ending balance (in shares) | 400 | 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) | 2.88 | |
Forfeited (in dollars per share) | 0 | |
Unvested, ending balance (in dollars per share) | $ 2.88 | $ 2.88 |
Share-Based Compensation (Sch55
Share-Based Compensation (Schedule of Stock Options, Valuation Assumptions) (Details) | 12 Months Ended |
Dec. 31, 2014$ / shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Risk-Free Interest Rate | 1.94% |
Expected Term (in years) | 6 years 6 months |
Weighted Average Expected Stock Price Volatility | 37.20% |
Expected Dividend Yield | 0.00% |
Weighted Average Per Share Grant Date Fair Value | $ 0 |
Employee Benefits (Details)
Employee Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Company match contribution to 401(k) plan | $ 0 | $ 0 | $ 0 |
Equity Offering (Details)
Equity Offering (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jul. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 23, 2015 | Jul. 01, 2015 | |
Equity Offering [Abstract] | ||||||
Common Stock, Shares, Issued | 17,000,000 | |||||
Share Price | $ 10 | |||||
AdditionalPurchaseOptionPeriod | 30-day | |||||
CommonSharesGrantedToUnderwritersToCoverOverAllotments | 841,500 | |||||
CommonSharesSoldPursuantToUnderwritersOption | 444,897 | |||||
ProceedsFromIssuanceOfCommonSharesNetOfUnderwritingFeesAndOfferingCosts | $ 170,000 | |||||
Repayments of Secured Debt | $ 150,000 | $ 0 | $ 0 |
Income Taxes (Schedule of Compo
Income Taxes (Schedule of Components of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 819 | 485 | 327 |
Total current | 819 | 485 | 327 |
Deferred | |||
Federal | 8,412 | (23,308) | 0 |
State | (60) | (2,030) | 0 |
Total deferred | 8,352 | (25,338) | 0 |
Total income tax provision (benefit) | $ 9,171 | $ (24,853) | $ 327 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | Oct. 27, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Operating Loss Carryforwards [Line Items] | ||||
Uncertain income tax positions | $ 0 | |||
Basis in partnerships | 24,773,000 | $ 26,123,000 | ||
One-time income tax benefit | 0 | 25,244,000 | $ 0 | |
Deferred tax assets | 80,814,000 | 89,239,000 | ||
Deferred tax asset related to net operating loss carryforwards | 55,622,000 | 62,575,000 | ||
Valuation allowance for deferred tax assets | 1,161,000 | $ 1,161,000 | $ 0 | |
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforward | $ 158,900,000 | |||
Operating loss carryforward, expiration date | Dec. 31, 2029 | |||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforward | $ 21,600,000 | |||
Valuation allowance related to state loss carryforwards | $ 21,600,000 | |||
Reverse Recapitalization | ||||
Operating Loss Carryforwards [Line Items] | ||||
One-time income tax benefit | $ 26,600,000 | |||
Deferred tax assets | 63,900,000 | |||
Reverse Recapitalization | Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforward | 182,300,000 | |||
Reverse Recapitalization | State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforward | $ 21,600,000 |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | |||
Accrued bonuses | $ 39 | $ 315 | |
Accrued payroll | 49 | 11 | |
Stock-based compensation | 125 | 14 | |
Federal net operating loss carryover | 55,622 | 62,575 | |
State net operating loss carryover | 1,161 | 1,161 | |
Basis in partnerships | 24,773 | 26,123 | |
Warranty accrual | 166 | 161 | |
Historical BioFuel capitalized start-up costs | 24 | 24 | |
Historical BioFuel - other | 16 | 16 | |
Deferred tax assets, gross | 81,975 | 90,400 | |
Valuation allowance | (1,161) | (1,161) | $ 0 |
Deferred tax assets, net | 80,814 | 89,239 | |
Deferred tax liabilities: | |||
Prepaid insurance | (34) | (11) | |
Noncontrolling interests impact of M-1s | (117) | (31) | |
Deferred tax liabilities, net | $ (151) | $ (42) |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Tax on pre-tax book income (before reduction for noncontrolling interests) | $ 12,151 | $ 12,673 | $ 0 |
Pre-Transaction earnings taxed to partners | 0 | (10,634) | 0 |
Tax effect of non-controlled earnings post Transaction | (3,577) | (644) | 0 |
Change in partnership tax status | 0 | (25,244) | 0 |
Change in partnership tax status - state benefit | 0 | (1,320) | 0 |
State tax expense, net | 533 | 315 | 327 |
Deferred other | (36) | 0 | 0 |
State deferred tax expense | (39) | 0 | 0 |
Perm items - other | 139 | 1 | 0 |
Total income tax provision (benefit) | $ 9,171 | $ (24,853) | $ 327 |
Effective income tax rate reconciliation, percent | 26.40% | (68.60%) | 0.70% |
Income Taxes (Rollforward of Va
Income Taxes (Rollforward of Valuation Allowances) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Valuation allowance at beginning of the year | $ 1,161 | $ 0 |
BioFuel valuation allowance at the Transaction Date | 0 | 65,020 |
Release of valuation allowance at Transaction Date(1) | 0 | (63,859) |
Valuation allowance at end of the year | $ 1,161 | $ 1,161 |
Related Party Transactions (Det
Related Party Transactions (Details) | Mar. 01, 2016USD ($) | Jul. 01, 2015USD ($) | Oct. 27, 2014USD ($) | Nov. 30, 2015USD ($)townhomeLots | Oct. 27, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Mar. 30, 2016USD ($)townhomeLots | Oct. 28, 2015 | Sep. 30, 2015townhomeLots |
Related Party Transaction [Line Items] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 50.00% | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | ||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 12,323,000 | $ 9,739,000 | |||||||||
Management fees expense – related party | 0 | 1,266,000 | $ 1,016,000 | ||||||||
Repayments of Secured Debt | $ 150,000,000 | 0 | 0 | ||||||||
Officer [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Management fee percentage | 0.375% | ||||||||||
Management fees expense – related party | 1,300,000 | 1,000,000 | |||||||||
Centre Living | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 50.00% | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | ||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 300,000 | ||||||||||
Percentage of voting interest | 51.00% | ||||||||||
PercentofCentreLivingOperationsConsolidated | 100.00% | ||||||||||
Selling, General and Administrative Expenses | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Rent expense | $ 600,000 | 500,000 | 200,000 | ||||||||
Interest and Fees Income | Affiliates of Company | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Interest income | 0 | 0 | 700,000 | ||||||||
Texas Headquarters | Selling, General and Administrative Expenses | Family Members of CEO | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Rent expense | $ 13,913 | $ 28,137 | |||||||||
Reverse Recapitalization | Term Loan Facility | Secured Debt | Greenlight Capital, Inc | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of voting interest | 49.40% | 49.40% | |||||||||
Debt instrument, term | 5 years | ||||||||||
Debt instrument, face amount | $ 150,000,000 | $ 150,000,000 | |||||||||
Stated interest rate | 9.00% | 9.00% | 10.00% | ||||||||
Greenlight Capital, Inc | Reverse Recapitalization | Term Loan Facility | Secured Debt | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Repayments of Secured Debt | $ 154,900,000 | ||||||||||
Suwanee Station [Member] | Subsequent Event [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of lots purchased | townhome | 73 | ||||||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||||||
EquityMethodInvestment,OwnershipPercentagbyPartner | 50.00% | ||||||||||
The Parc at Cogburn [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of townhomes in community | townhome | 19 | ||||||||||
Number of lots purchased | Lots | 11 | ||||||||||
Payments to acquire residential real estate | 1,800,000 | ||||||||||
LandunderPurchaseOptionsExpectedPurchasePayments | 1,300,000 | ||||||||||
Academy Street [Member] | Subsequent Event [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 80.00% | ||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 20.00% | ||||||||||
Number of lots purchased | Lots | 83 | ||||||||||
Glens at Sugarloaf [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of townhomes in community | townhome | 92 | ||||||||||
Number of lots purchased | Lots | 12 | ||||||||||
Payments for deposits on real estate acquisitions | $ 0 | ||||||||||
Payments to acquire residential real estate | $ 1,000,000 | ||||||||||
Glens at Sugarloaf [Member] | Subsequent Event [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of townhomes in community | townhome | 80 | ||||||||||
Payments to acquire residential real estate | $ 4,800,000 | ||||||||||
Scenario, Forecast [Member] | Suwanee Station [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
capital contributions | $ 2,000,000 | ||||||||||
Scenario, Forecast [Member] | Academy Street [Member] | The Providence Group | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
capital contributions | $ 12,000,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | 12 Months Ended | |
Dec. 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 |
Commitments and Contingencies65
Commitments and Contingencies (Schedule of Warranty Activity) (Details) - Accrued Expenses - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Beginning balance | $ 460 | $ 328 | $ 58 |
Additions | 667 | 388 | 290 |
Charges | (653) | (256) | (20) |
Ending balance | $ 474 | $ 460 | $ 328 |
Commitments and Contingencies66
Commitments and Contingencies (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Leased Assets [Line Items] | |||
Loss contingency accruals | $ 0 | $ 0 | |
Selling, General and Administrative Expenses | |||
Operating Leased Assets [Line Items] | |||
Rent expense | $ 600,000 | $ 500,000 | $ 200,000 |
Commitments and Contingencies67
Commitments and Contingencies (Schedule of Annual Minimum Operating Lease Payments) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 697 |
2,017 | 703 |
2,018 | 708 |
2,019 | 710 |
2020 and thereafter | 620 |
Total | $ 3,438 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Sale of residential units | $ 254,267 | $ 200,650 | $ 168,591 | ||||||||
Sale of land and lots | 36,878 | 45,452 | 33,735 | ||||||||
Revenues | $ 85,508 | $ 75,198 | $ 71,987 | $ 58,452 | $ 67,574 | $ 49,676 | $ 65,843 | $ 63,009 | |||
Gross profits | 18,380 | $ 15,718 | $ 17,183 | $ 16,210 | 15,153 | $ 14,913 | $ 16,379 | $ 15,766 | 67,491 | 62,211 | 58,032 |
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 291,145 | 246,102 | 202,326 | ||||||||
Gross profits | 67,491 | 62,211 | 58,032 | ||||||||
Assets | 344,132 | 275,141 | 344,132 | 275,141 | 229,201 | ||||||
Operating Segments | Texas | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sale of residential units | 121,979 | 83,958 | 52,764 | ||||||||
Gross Profit, Home Building | 30,642 | 19,665 | 14,890 | ||||||||
Assets | 60,768 | 45,609 | 60,768 | 45,609 | 25,918 | ||||||
Operating Segments | Georgia | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sale of residential units | 132,288 | 116,692 | 115,827 | ||||||||
Gross Profit, Home Building | 27,096 | 31,176 | 30,920 | ||||||||
Assets | 158,623 | 129,361 | 158,623 | 129,361 | 99,239 | ||||||
Operating Segments | Land Development | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sale of land and lots | 36,878 | 45,452 | 33,735 | ||||||||
Gross Profit on Land and Lots | 9,753 | 11,370 | 12,222 | ||||||||
Assets | $ 124,741 | $ 100,171 | $ 124,741 | $ 100,171 | $ 104,044 |
Subsequent Event Share repurcha
Subsequent Event Share repurchase (Details) | Mar. 30, 2016shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 1,000,000 |
Subsequent Event Related Party
Subsequent Event Related Party Transaction (Details) $ in Millions | 1 Months Ended | |
Mar. 30, 2016USD ($)townhome | Dec. 31, 2015townhome | |
Subsequent Event [Line Items] | ||
Noncontrolling Interest, Ownership Percentage by Parent | 50.00% | |
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | |
The Providence Group | Glens at Sugarloaf [Member] | ||
Subsequent Event [Line Items] | ||
Number of Units in Real Estate Property | townhome | 92 | |
Subsequent Event [Member] | The Providence Group | Glens at Sugarloaf [Member] | ||
Subsequent Event [Line Items] | ||
Payments to acquire residential real estate | $ | $ 4.8 | |
Suwanee Station [Member] | Subsequent Event [Member] | The Providence Group | ||
Subsequent Event [Line Items] | ||
Number of Real Estate Properties | townhome | 73 | |
Equity Method Investment, Ownership Percentage | 50.00% | |
EquityMethodInvestment,OwnershipPercentagbyPartner | 50.00% | |
Suwanee Station [Member] | Scenario, Forecast [Member] | The Providence Group | ||
Subsequent Event [Line Items] | ||
capital contributions | $ | $ 2 |
Quarterly Financial Data (Una71
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 85,508 | $ 75,198 | $ 71,987 | $ 58,452 | $ 67,574 | $ 49,676 | $ 65,843 | $ 63,009 | |||
Gross profits | 18,380 | 15,718 | 17,183 | 16,210 | 15,153 | 14,913 | 16,379 | 15,766 | $ 67,491 | $ 62,211 | $ 58,032 |
Net income attributable to Green Brick Partners, Inc. | $ 4,693 | $ 2,826 | $ 3,788 | $ 4,018 | $ 31,573 | $ 3,694 | $ 7,410 | $ 7,349 | $ 15,325 | $ 50,026 | $ 32,007 |
Net income attributable to Green Brick Partners, Inc. per common share:(1) | |||||||||||
Basic (in dollars per share) | $ 0.10 | $ 0.06 | $ 0.12 | $ 0.13 | $ 1.24 | $ 0.33 | $ 0.67 | $ 0.66 | $ 0.38 | $ 3.40 | $ 2.88 |
Diluted (in dollars per share) | $ 0.10 | $ 0.06 | $ 0.12 | $ 0.13 | $ 1.24 | $ 0.33 | $ 0.67 | $ 0.66 | $ 0.38 | $ 3.40 | $ 2.88 |