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- S-4 Registration of securities issued in business combination transactions
- 3.1 Certificate of Limited Partnership
- 3.2 Agreement of Limited Partnership
- 3.3 Certificate of Incorporation
- 3.4 Bylaws
- 3.5 Articles of Incorporation
- 3.6 Bylaws
- 3.7 Certificate of Formation
- 3.8 Limited Liability Company Agreement
- 3.9 Articles of Incorporation
- 3.10 Bylaws
- 3.11 Articles of Incorporation
- 3.12 Bylaws
- 3.13 Limited Liability Company Articles of Organization
- 3.14 Operating Agreement
- 3.15 Articles of Organization
- 3.16 Operating Agreement
- 3.17 Certificate of Formation
- 3.18 Limited Liability Company Agreement
- 3.19 Certificate of Formation
- 3.20 Operating Agreement
- 3.21 Certificate of Incorporation
- 3.22 Bylaws
- 3.23 Articles of Incorporation
- 3.24 Bylaws
- 3.25 Certificate of Incorporation
- 3.26 Bylaws
- 3.27 Limited Liability Company Articles of Organization
- 3.28 Operating Agreement
- 3.29 Articles of Incorporation
- 3.30 Bylaws
- 3.31 Articles of Organization
- 3.32 Operating Agreement
- 3.33 Articles of Incorporation
- 3.34 Bylaws
- 3.35 Articles of Organization
- 3.36 Operating Agreement
- 3.37 Articles of Organization
- 3.38 Limited Liability Company Agreement
- 3.39 Articles of Organization
- 3.40 Operating Agreement
- 3.41 Articles of Organization
- 3.42 Limited Liability Company Agreement
- 3.43 Articles of Incorporation
- 3.44 Bylaws
- 3.45 Articles of Organization
- 3.46 Operating Agreement
- 3.47 Certificate of Formation
- 3.48 Limited Liability Company Agreement
- 3.49 Articles of Organization
- 3.50 Limited Liability Company Agreement
- 3.51 Certificate of Formation
- 3.52 Limited Liability Company Agreement
- 3.53 Certificate of Formation
- 3.54 Limited Liability Company Agreement
- 3.55 Certificate of Formation
- 3.56 Limited Liability Company Agreement
- 3.57 Certificate of Formation
- 3.58 Limited Liability Company Agreement
- 3.59 Articles of Organization
- 3.60 Operating Agreement
- 3.61 Articles of Organization
- 3.62 Operating Agreement
- 3.63 Articles of Organization
- 3.64 Operating Agreement
- 3.65 Articles of Incorporation
- 3.66 Bylaws
- 3.67 Articles of Incorporation
- 3.68 Bylaws
- 3.69 Certificate of Formation
- 3.70 Limited Liability Company Agreement
- 3.71 Certificate of Formation
- 3.72 Limited Liability Company Agreement
- 4.1 Indenture
- 4.2 Registration Rights Agreement
- 5.1 Opinion of Gibson, Dunn & Crutcher LLP
- 5.2 Opinion of Greenberg Traurig, LLP As to Matters of Arizona Law
- 5.3 Opinion of Greenberg Traurig, LLP As to Matters of Florida Law
- 5.4 Opinion of Greenberg Traurig, LLP As to Matters of Illinois Law
- 10.1 Letter of Credit Facility
- 10.2 Security Agreement
- 10.3 Tax Distribution Agreement
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 23.5 Consent of Ernst & Young LLP
- 25.1 Statement of Eligibility of Trustee
- 99.1 Form of Letter of Transmittal
- 99.2 Substitute Form W-9 and Guidelines for Certification
- 99.3 Form of Notice of Guaranteed Delivery
- 99.4 Form of Letter to Brokers, Dealers, Comm. Banks, Trust Companies &Other Nominees
- 99.5 Form of Letter to Clients
- 9 Feb 12 Registration of securities issued in business combination transactions (amended)
- 24 Jan 12 Registration of securities issued in business combination transactions (amended)
- 22 Dec 11 Registration of securities issued in business combination transactions (amended)
- 14 Oct 11 Registration of securities issued in business combination transactions
Exhibit 12.1
Shea Homes Limited Partnership and Subsidiaries
Statement Re: Computation of Earnings to Fixed Charges
The following table sets forth information regarding our ratio of earnings to fixed charges for the periods shown. In calculating the ratio of earnings to fixed charges, earnings consist of (a) (loss) income before income taxes, excluding equity in income (loss) from joint ventures, plus (b) fixed charges, plus (c) capitalized interest included in cost of sales, plus (d) distributions of earnings from Unconsolidated Joint Ventures, less (e) interest capitalized. Fixed charges consist of (a) interest incurred and (b) the portion of rental expense deemed to be representative of an interest factor. For the years ended December 31, 2010, 2009 and 2008 earnings were insufficient to cover fixed charges for each such year by $9.7 million, $350.8 million and $553.9 million, respectively. For the six months ended June 30, 2011, earnings were insufficient to cover fixed charges for the period by $87.0 million.
Six Months Ended June 30, | Fiscal Year Ended December 31, | |||||||||||||||||||||||||||
2011 | 2010 | 2010 | 2009 | 2008 | 2007 | 2006 | ||||||||||||||||||||||
(In millions, except ratios) | ||||||||||||||||||||||||||||
Earnings: | ||||||||||||||||||||||||||||
(Loss) / income before income taxes, excluding equity in income (loss) from joint ventures | $ | (109,478 | ) | $ | (10,085 | ) | $ | (67,395 | ) | $ | (433,189 | ) | $ | (600,907 | ) | $ | (476,268 | ) | $ | 454,806 | ||||||||
Plus: | ||||||||||||||||||||||||||||
Fixed charges | 37,244 | 30,718 | 62,111 | 59,339 | 57,718 | 79,448 | 85,334 | |||||||||||||||||||||
Capitalized interest included in cost of sales | 14,150 | 20,878 | 48782 | 81,729 | 46,064 | 46,632 | 60,913 | |||||||||||||||||||||
Distribution of earnings from Unconsolidated Joint Ventures | — | — | 400 | 630 | 937 | 28,198 | 7,066 | |||||||||||||||||||||
Less: | ||||||||||||||||||||||||||||
Interest capitalized | (28,918 | ) | (27,197 | ) | (53,553 | ) | (59,339 | ) | (57,718 | ) | (79,488 | ) | (85,334 | ) | ||||||||||||||
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Total earnings as calculated | (87,002 | ) | 14,314 | (9,655 | ) | (350,830 | ) | (553,906 | ) | (401,438 | ) | 522,785 | ||||||||||||||||
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Fixed charges: | ||||||||||||||||||||||||||||
Interest incurred | 37,244 | 30,718 | 62,111 | 59,339 | 57,718 | 79,488 | 85,334 | |||||||||||||||||||||
Portion of rental expense deemed to be representative of an interest factor | — | — | — | |||||||||||||||||||||||||
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Total fixed charges | $ | 37,244 | $ | 30,718 | $ | 62,111 | $ | 59,339 | $ | 57,718 | $ | 79,488 | $ | 85,334 | ||||||||||||||
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Ratio of earnings to fixed charges | — | 0.5x | — | — | — | — | 6.1x |