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CORRESP Filing
Taylor Morrison Home (TMHC) CORRESPCorrespondence with SEC
Filed: 18 Aug 21, 12:00am
Taylor Morrison Home Corporation
4900 N. Scottsdale Road, Suite 2000
Scottsdale, Arizona 85251
August 18, 2021
Robert F. Telewicz, Jr.
Accounting Branch Chief
Office of Real Estate & Construction
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
RE: | Taylor Morrison Home Corporation |
Form 10-K for the Year Ended December 31, 2020
Filed February 24, 2021
File No. 001-35873
Dear Mr. Telewicz:
Taylor Morrison Home Corporation (the “Company,” “we,” “us” and “our”) hereby acknowledges receipt of the comment letter dated August 6, 2021 (the “Comment Letter”) from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) concerning the above-captioned Annual Report on Form 10-K filed February 24, 2021. The Company hereby submits this letter in response to the Comment Letter.
For the convenience of the Staff, the comment from the Comment Letter corresponds to the numbered paragraph in the Comment Letter and is restated in italics prior to the response to such comment.
Form 10-K for the Fiscal Year Ending December 31, 2020
Management’s Discussion and Analysis
Non-GAAP Measures, page 41
1. | We have reviewed your response to comment one of our letter dated June 25, 2021. Please revise your non-GAAP measures to exclude purchase accounting adjustments. Reference is made to question 100.04 of the Compliance and Disclosure Interpretation related to Non-GAAP Financial Measures. |
Company Response:
In order to assist investors, evaluate our financial and operational results, we have historically included purchase accounting adjustments as a result of business combinations, as an adjustment to our Non-GAAP measures, including “adjusted income before income taxes,” “adjusted EBITDA,” and “adjusted home closings gross margin.”
Based on our discussions with the Staff, and further evaluation of question 100.04 of the Compliance and Disclosure Interpretation related to Non-GAAP Financial Measures, we will exclude such purchase accounting adjustments from our Non-GAAP measures in future filings.
***
We appreciate the Staff’s comments and request the Staff contact the undersigned at 480-840-8116 or dcone@taylormorrison.com with any questions or comments regarding this letter.
Sincerely, |
/s/ C. David Cone |
C. David Cone |
Executive Vice President & Chief Financial Officer |
cc: | Darrell C. Sherman, Esq., Taylor Morrison Home Corporation |
John C. Kennedy, Esq., Paul, Weiss, Rifkind, Wharton & Garrison LLP